Focus: Terms and Conditions

Last updated August 2020

User Terms and Conditions of Service

 

Welcome to Focus: Pocket Prizes! We hope you’ll enjoy being a part of our community by participating in online gaming challenges. YOU ACKNOWLEDGE THAT YOUR ABILITY TO WIN, COLLECT AND USE THE PRODUCTS/SERVICES OFFERED BY THIRD PARTY MERCHANTS DOES NOT ESTABLISH FOCUS: POCKET PRIZES AS A PROVIDER OF THESE PRODUCTS/SERVICES, NOR IS FOCUS: POCKET PRIZES RESPONSIBLE FOR THE QUALITY OF THESE PRODUCTS/SERVICES. 

BY REGISTERING A PROFILE WITH US (your “PROFILE”), USING THE SERVICES IN ANY WAY, CLICKING “I ACCEPT” BELOW, DOWNLOADING ANY APPLICATION INTEGRATED WITH FOCUS' Focus Platform (as further defined in Section 2.2 below, “Software”), OR REGISTERING FOR OR PARTICIPATING IN ANY COMPETITIONS, YOU: (A) ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND CONDITIONS OF SERVICE AND ALL OBLIGATIONS AND RULES THAT MAY BE INCLUDED WITHIN EACH COMPETITION IN WHICH YOU PARTICIPATE (“Rules”) (these Terms and Conditions of Service, the terms of any policy incorporated herein, and the Rules are collectively referred to as the “Terms”) IN THEIR ENTIRETY; (B) AGREE TO BE BOUND BY THE TERMS; AND (C) ARE AUTHORIZED AND ABLE TO ACCEPT THESE TERMS. If you don’t wish to be bound by the Terms, do not click “I accept” and do not register with Focus: Pocket Prizes (“Focus”, “PP” “Pocket Prizes”“we” or “us”) and do not use the Services. Declining to accept these Terms means you will be unable to participate in Competitions or use your Focus Profile.

 

1. GENERAL TERMS

1.1. ARBITRATION. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, ANY CLAIM, DISPUTE OR CONTROVERSY OF WHATEVER NATURE (“CLAIM”) ARISING OUT OF OR RELATING TO THESE TERMS AND/OR OUR SOFTWARE OR SERVICES MUST BE RESOLVED BY FINAL AND BINDING ARBITRATION IN ACCORDANCE WITH THE PROCESS DESCRIBED IN SECTION 14 BELOW. PLEASE READ SECTION 14 CAREFULLY. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, YOU ARE GIVING UP THE RIGHT TO LITIGATE (OR PARTICIPATE IN AS A PARTY OR CLASS MEMBER) ALL DISPUTES IN COURT BEFORE A JUDGE OR JURY.

1.2. Changes to the Terms. We may amend, change, modify or revise the Terms at any time, and we may post a notice on our website/application at

(“www.iiiheirs.com”) of any material changes, and you can see when these Terms were last revised by referring to the “Updated” legend above. Your continued participation in Competitions and/or use of Software or Services means you accept any new or modified Terms. You are responsible for reviewing the Terms for any changes, so please check back here from time to time.

1.3. Eligibility. You may not modify these Terms except in writing signed by both you and Focus. For purposes of these Terms, “writing” does not mean an email nor an electronic/facsimile signature.

1.3.1. United States (U.S.). To be eligible to register an Profile, to participate in any Competition or receive Services, and/or to download Software, you must: (a) be a natural person who is at least 16 years of age or older, and who is personally assigned to the email address submitted during your Profile registration; (b) have the power to enter into a contract with Focus; (c) be physically located within the U.S. when accessing your Profile and participating in Competitions; (d) be physically located within a U.S. state in which participation in the Competition you select is unrestricted by that state’s laws; and (e) at all times abide by these Terms. If any one of these requirements is not met at any time, we, as agent for our content partners, may suspend or close your Profile with or without notice.

1.3.2. Non-U.S. To be eligible to register an Profile, to participate in any Competition or receive Services, and/or to download Software, you must: (a) be a natural person who is at least 16 years of age or older, and who is personally assigned to the email address submitted during your Profile registration; (b) have the power to enter into a contract with Focus; (c) be physically located in a jurisdiction in which participation in the Competition you select is permitted and unrestricted by that state or country’s laws; and (d) at all times abide by these Terms. If any one of these requirements is not met at any time, we, on behalf of our content partners, may suspend or close your Profile with or without notice.

1.4. Registration. When you create a Profile, you will be asked for a legitimate email address that you control and to create a password. After registration, you will be given the opportunity to create a username or accept a username given by the Services. The password and username are needed to participate in the Services. As a registered user, you can update your Profile settings, including your email address, by logging into your Focus Profile and clicking “The Settings” page. Also, if you forget either your password or username, you can visit www.iiiheirs.com or email us for help. Please keep your username and password secret because you are responsible for all activity in your Profile. Although we may offer a feature that allows you to “save” or “remember” your password, this feature makes it possible for third parties to access your Profile, so please use that feature prudently because such use is at your own risk. We may, in our sole discretion, reject, change, suspend and/or terminate your username.

1.5. Your Profile. As the holder of your Profile, you are solely responsible for complying with these Terms, and only you are entitled to all benefits accruing thereto. You may not allow any other person to (i) access your Profile; (ii) access Services or Software through your Profile; or (iii) accept or use prizes, winnings and other representative of value (including without limitation digital trophies, virtual currency or virtual goods) (collectively “Winnings”). Neither your Profile nor Winnings nor any Digital Assets (defined in Section 10.3) are transferable to any other person or Profile. You must immediately notify us of any unauthorized use of your password or identification or any other breach or threatened breach of our security or the security of your Profile with in Focus.

1.6. Personal Location Data: As a part of this service, on behalf of our content partners, we collect location information from your device. 

1.7. Use of Information Collected: By setting up an Profile and providing an email address, users authorize Focus to provide them with important announcements, relevant promotions, and other related communications relating to the Service, Software and Competitions. Users will always have the opportunity to opt out of these communications at any time.

1.8 Employee Policy: Focus employees may use the Services and/or Software for the purpose of testing the user experience, but may not withdraw prizes. Focus directors, contractors, affiliates, or partners may use the Website/application, Services and/or Software without such limitation, but only if they do not have any access to non-public information relating to the Services and/or Software that would lead to any advantage in their play using the Services and/or Software.

 

2. SERVICES AND SOFTWARE

2.1. The Services. On behalf of our content partners, we may, with or without notice to you: (1) modify, suspend or terminate your access to the Website/application, Services and/or Software for any reason without liability; and (2) interrupt the operation of the Website/application, Services and/or Software as necessary to perform maintenance, error correction, or other work. As agent for our content partners, we may suspend and/or close the Profile of any user who violates, or whom we reasonably believe may be in violation of or will violate, these Terms, at any time without notice and without liability. Also, and without limiting our other rights or remedies, if we believe you have violated these Terms or if you have violated these Terms, as agent for our content partners, we may determine that your Winnings, if any, will be forfeited, disgorged or recouped.

2.2. Software. If you wish to participate in Competitions or receive Services, you may be required to first download certain mobile applications (included therein, any associated documentation, and any application program interfaces, license keys, and patches, updates, upgrades, improvements, enhancements, fixes and revised versions of any of the foregoing, is collectively “Software”). If you do not download the Software, you will not be able to participate in Competitions or receive relevant Services. Whether you download the Software directly or from a third party, such as via an app store, your use of the Software is subject to these Terms. We license the Software to you under Section 10.2.

2.3. Remote Access and Updates. We choose to offer technical support for Software from time to time in our discretion. Such technical support may require that we remotely access your device on which the Software is installed (“Device”). Also, if and when we update the Software or deploy patches, updates, and modifications to the Focus application, we may do so through remote access of your Device without your knowledge. You hereby consent to these activities. You acknowledge that if we cannot remotely access your Device, then the Software may no longer work, and this may prevent you from participating in Competitions or otherwise receiving Services. Our access to your Device will be limited solely to (i) providing support (ii) updating the Software or (iii) determining your location for skill-gaming regulatory purposes only, and is governed by the terms of our Privacy Policy.

2.4. Beta Releases. For any Service that is identified by us as a “beta” version (“Beta Service”), you acknowledge and agree that a Beta Service may contain more or fewer features than the final release of the Service. We reserve rights not to release a final release of a Beta Service or to alter any such Beta Services’ features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics. Beta Services may not be suitable for production use and may contain errors affecting proper operation and functionality.

2.5. Third Party Sites. You may be able to access third-party website/applications or services via the Software, Services or Website/application. We are not responsible for third-party website/applications, services, or content available through those third-party services. You are solely responsible for your dealings with third-parties (including advertisers and game Content Providers). Your use of third-party software, website/applications or services may be subject to that third-party’s terms and conditions.

 

3. COMPLIANCE WITH LAWS

3.1. Prohibited US States/Countries. You acknowledge that various rules, regulations and laws addressing sweepstakes, contests, and tournaments with entry fees and/or prizes govern your participation in Competitions (“Gaming Laws”), and that Gaming Laws are set up by each individual US state, country, territory, or jurisdiction. Therefore, the Software DOES NOT permit Cash Competitions (as defined in section 8.3) to be offered to users participating in Competitions in any state in which such Competition violates its Gaming Laws (“Prohibited Jurisdiction”), and if you are located in any Prohibited Jurisdiction then you may not participate in Cash Competitions. In the United States, Prohibited Jurisdictions, as of the “Updated” date above, include: Arizona, Arkansas, Connecticut, Delaware, Florida, Louisiana, Montana, South Carolina, South Dakota, and Tennessee. For card games, Prohibited Jurisdictions include Maine and Indiana. It is your responsibility to determine whether the state, country, territory or jurisdiction in which you are located is a Prohibited Jurisdiction. We reserve the right (but have no obligation) to monitor the location from which you access Services, and we may block access from any Prohibited Jurisdiction. Each time you log in to participate in a Cash Competition, you must accurately confirm the location from which you are playing.

3.2. Additional Laws. In addition to Gaming Laws, you are also subject to all municipal, state and federal laws, rules and regulations of the city, state and country in which you reside and from which you access and use Services, including without limitation U.S. export laws (together with Gaming Laws, the “Applicable Laws”). You are solely responsible for your compliance with all Applicable Laws. Access to Competitions may not be legal for some or all residents of, or persons present in, certain jurisdictions. SERVICES AND COMPETITIONS ARE VOID WHERE PROHIBITED OR RESTRICTED BY APPLICABLE LAWS. Your participation in Competitions is at your own risk, and you agree not to hold us responsible or liable if Applicable Laws restrict or prohibit your access or participation.

3.3. LEGAL DISCLAIMERS. WE MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, AS TO THE LAWFULNESS OF YOUR PARTICIPATING IN ANY COMPETITION OFFERED BY OUR CONTENT PARTNERS OR USE OF SERVICES, NOR SHALL ANY PERSON AFFILIATED, OR CLAIMING AFFILIATION, WITH US HAVE AUTHORITY TO MAKE ANY SUCH REPRESENTATIONS OR WARRANTIES.

 

4. YOUR REPRESENTATIONS AND WARRANTIES TO US

You represent and warrant to us that (1) you have the right, authority, and capacity to agree to these Terms, to register for an Profile, and to participate in those Competitions for which you register; and (2) you will comply with these Terms when participating in Competitions, receiving Services, and/or using Software; and (3) all information you supply to us or our content partners is complete, accurate and current (and knowingly submitting incomplete or inaccurate information, or failing to update and maintain current, complete and accurate information, may result, without limitation, in immediate termination of your Profile and forfeiture of Winnings).

 

5. YOUR INDEMNIFICATION OF US

You will, at your own cost and expense, indemnify and hold us and our directors, officers, employees and agents harmless from and against any and all claims, disputes, liabilities, judgments, settlements, actions, debts or rights of action, losses of whatever kind, and all costs and fees, including reasonable legal and attorneys’ fees, arising out of or relating to (i) your breach of these Terms; (ii) any use of your Profile, the Website/application, the Software and the Services by any person including yourself; (iii) your violation of Applicable Laws; and/or (iv) your negligence or misconduct; and, if we instruct you in writing, you will, at your cost and expense, defend us from any of the foregoing using counsel reasonably acceptable to us.

 

6. PRIVACY

6.1. PRIVACY POLICY. This Privacy Policy describes:

  • The ways we collect personal data about you and why we do so

  • How we use your personal data, and

  • The choices you have about your personal data.

This Privacy Policy applies to Focus' games, websites and related services, which we here collectively call the Service. We may periodically update this Privacy Policy by posting a new version on IIIHeirs.com. If we make any material changes, we will notify you as required under applicable law, including by posting a notice in the Service prior to the change becoming effective. Your continued use of the Service after the effective date will be subject to the new Privacy Policy.

CONTACT US

If you have questions about data protection, or if you have any requests for resolving issues with your personal data, we encourage you to primarily contact us through: email: support@iiihstudios.com

THE DATA WE COLLECT

The categories of personal data we collect depend on the Services you use, and the requirements of applicable law.

Data you provide us directly.

  • Contact information (such as name, street address and email address or phone numbers)

  • Player name or tag and password

  • Your messages to the Service (such as emails)

  • Other data you choose to give us (such as data to identify a lost account or data you provide to participate in survey or promotional programs)

Data we collect automatically.

  • Data about your account and game progress, including in most cases an automatically created internal account ID

  • Your IP address and mobile device identifiers (such as your device or advertising ID)

  • Data about your device, such as device name and operating system, browser type and language, internet service provider, and mobile carrier

  • Data we collect with cookies and similar technologies (see more below)

  • Approximate location data (as derived from IP address)

  • Precise geo-location data (GPS, with your consent)

  • Data about your use of the Service, such as gameplay data and your interactions with other players inside the Service

Data we collect from our partners.

We also use third-party partners, such as social networking sites, data analytics providers and advertising networks to supplement information we have about you, such as:

  • Data we receive if you link a third party tool with the Service (such as Facebook, WeChat or Google)

  • Demographic data (such as to determine the coarse location of your IP address)

  • Data to fight fraud (such as refund abuse in games or click fraud in advertising)

  • Data from platforms that the games run on (such as to verify payment)

  • Data for advertising and analytics purposes, so we can provide you a better Service

  • Data that you have made available to us from a third party service (such as LINE, WeChat, Google or Facebook) via your privacy settings

WHY DO WE COLLECT YOUR DATA

We use your data for a variety of business purposes, such as:

To make the Service work.

To perform the contract, we process data necessary to 

  • Create accounts and allow you to play our games and use our Service

  • Operate the Service

  • Verify and confirm payments

  • Provide and deliver products and services you request

  • Send you Service-related communications

To make the Service more suitable for our players.

To provide a great Service to our players, we have a legitimate interest to collect and process necessary data to 

  • Update and develop player profiles

  • Develop and improve the Service and player experience

  • Manage our relationship with you

  • Provide social features as part of the Service

  • Customize your Service experience

  • Respond to your comments and questions and provide player support

  • Provide you Focus offers within the Service.

  • Send you related information, such as updates, security alerts, and support messages

  • Enable you to communicate with other players

To show personalized advertisements.

To show you personalized advertisements in the Service. We have a legitimate interest to process necessary data to

  • Track the content you access in connection with the Service.

  • Deliver, target and improve our advertising and the Service.

 

For information on how to opt-out from personalized advertisements, see section 'Your Rights and Options' below.

To keep the Service safe and fair.

Ensuring a level playing field in the Service is a top priority for us. For more information on our acceptable use policy, see the Focus Terms of Service. 

In order to keep the Service and its social features safe and fair, to fight fraud and ensure acceptable use otherwise, we have a legitimate interest to process necessary data to

  • Analyze and monitor use of the Service and its social features

  • Moderate correspondence within the service either automatically or manually

  • Take action against fraudulent or misbehaving players

 

To analyze, profile, and segment.

In all of the above cases and purposes, we may analyze, profile and segment all collected data.

 

With your consent.

With your consent, we may process your data for additional purposes, such as using your GPS location to show you local events.

 

WHO CAN SEE YOUR DATA

Apart from Focus, your data can be accessed by others in the following situations:

 

OUR SERVICE PROVIDERS.

Focus has vendors to us provide the Services. These vendors process your data only at and according to Focus´ instructions to provide the Service, and perform tasks such as hosting, player support, advertising, analytics and fraud prevention.

 

Other companies and public authorities.

In order to combat fraud and illegal activity, we may process and disclose data with other companies and organizations and provide it to public authorities in response to lawful requests.

We may also disclose your data based on your consent, to comply with the law or to protect the rights, property or safety of us, our players or others.

YOUR RIGHTS AND OPTIONS

Opt-out of marketing emails and other direct marketing.

You may opt-out of receiving promotional communications, such as marketing emails from us by following the instructions in such communications. Note that you may still continue to receive non-promotional emails from us, such as communications regarding the Service or updates to our Terms of Service or this Privacy Policy.

 

Push Notifications

We may send you push notifications through our mobile applications. You may at any time opt-out from receiving these types of communications by changing the settings on your mobile device.

 

Opt-out of targeted advertising.

You can opt-out of interest-based advertising on mobile applications by checking the privacy settings of your Android or iOS device and selecting"Limit Ad Tracking" (Apple iOS) or "Opt-out of Interest Based Ads" (Android).

You can also opt out from personalized in-game offers by emailing us at support@iiihstudios.com

Access the personal data we hold about you.

If you request, we will provide you a copy of your personal data in an electronic format. To make a request, email us at support@iiihstudios.com with a subject title as “Data Request”. Please note that this delivery may take some time as our data sets are generalised, so we will have to identify who you are specifically before sourcing your data. Also, requests will be dealt with on a first come, first serve basis. 

 

Your other rights.

You also have the right to correct your data, have your data deleted, object how we use or share your data, and restrict how we use or share your data. You can always withdraw your consent, for example by turning off GPS location sharing in your mobile device settings.

We will respond to all requests within a reasonable timeframe. If you have an unresolved privacy or data use concern that we have not addressed satisfactorily, please contact send us mail at 1821 Oakridge rd, Weimar, TX, 78962. You may also contact your local data protection authority for unresolved complaints.

If you wish to exercise any of your data subject rights described above, please use the support options described in Contact Us above. We will respond to all requests in accordance with applicable laws. To protect your privacy, we may also take additional steps to verify your identity before fulfilling your request, such as by requesting you provide us a purchase receipt or other account information, asking you to link your email address with your game account (for example through Focus ID), or asking you to answer questions regarding your activities on our Services. Once you have verified your identity, you may also designate an authorized agent to exercise your rights on your behalf by providing the agent’s contact information to our customer support staff, as required by applicable law.

You may have a right not to receive discriminatory treatment as a result of your exercise of these rights. 

 

COOKIES AND SIMILAR TECHNOLOGIES

Like most online services, we and our partners use cookies and similar technologies to provide and personalize the Service, analyse use, target advertisements and prevent fraud. Cookies and similar technologies allow us and our partners to store their preferences and track your activities within the Service. Note that our partners may operate under their own privacy policies. 

We and our partners collect and store information about users' interactions with unaffiliated websites and applications that use our technologies, including cookies and similar tracking technologies. This allows us to infer the presence of a common user or household behind multiple devices or browsers, for instance, and then link those browsers and devices into a device graph. We do so in order to

  • detect and prevent fraud; 

  • allow users to use the Service on one device and pick up seamlessly where they left off on another device; 

  • analytics, personalization and attribution; 

  • limit the number of times a user is shown the same advertisement, across all known or inferred devices; and/or

  • provide personalized advertising on each device that is inferred from the browsing patterns on all of the devices.

You can disable cookies in your browser settings, but some parts of the Service may then not function properly.

 

HOW DO WE PROTECT YOUR DATA

Security Safeguards.

In order to help ensure a secure and safe player experience, we are continuously developing and implementing administrative, technical and physical security measures to protect your data from unauthorized access or against loss, misuse or alteration.

 

Data retention.

We retain your data for as long as your account is active or as needed to provide you the Service. We may for example periodically de-identify unused game accounts, and we may regularly review and de-identify unnecessary data.
Note that if you ask us to remove your personal data, we will retain your data as necessary for our legitimate business interests, such as to comply with our legal obligations, resolve disputes, and enforce our agreements.

 

CHILDREN

Protecting children’s privacy online is very important to us. Generally, our Services are not directed to persons under 18, and the Services do not knowingly collect personal data from children, except as described in the following paragraph.

For games that are not directed at children but nonetheless may appeal to them, we take additional steps to limit access to these Services based on the player’s age. For these Services, when a player indicates they are under 18, we will terminate their account in a reasonable time frame.

6.2. Communications with You. As also detailed in the Privacy Policy, we may use emails, text messages, and push notifications to notify you when you win our content partners’ Competitions, when a Competition you have entered has completed, and to let you know of special promotions, events and policy changes. We may also communicate with you via email, text message, push notification or chat for any other purpose relating to Services or Software. We or our representatives may monitor all communications made by or received by you while using the Website/application and Services. If you do not wish to receive these communications from us, you may opt out by emailing support@iiihstudios.com, but you acknowledge that opting out may result in your inability to participate in our content partners’ Competitions or receive Services.

6.3. Device Information. Using the Software and Services requires an Internet connection to our servers, and we (on behalf of our content partners) may need to collect certain information from you and your Internet-enabled device (“Device”) in order to make the Software and Services available to you, such as hardware system profile data, internet connection data and any other data related to the operation of the Service from any Device that logs onto the Service using your Profile. We will use this information in accordance with the Privacy Policy.

6.4. Warning. Please take care in sending us sensitive information because third parties can unlawfully intercept or access transmissions or private communications between you and us, and you acknowledge that internet transmissions are never completely private or secure. For your safety, you should never reveal any sensitive personal information in any Focus-enabled public forums, message boards or chat features.

6.5. Promotional Activities. By registering for a Profile, you allow us to publicly display your username and gameplay records, and to use this information for any purpose. By using the Services, you allow us and our content partners to print, publish, broadcast and use, worldwide, in any media and at any time, your name, picture, voice, likeness, and/or any biographical information that you submit to us or our content partners (“Biographical Information”) for promotional, marketing or related business purposes, without compensation to you. However, we will never sell your Biographical Information without your prior written consent, and our use of your personally identifiable information is always governed by our Privacy Policy.

6.6. Gameplay Dialogue. On behalf of our content partners, we may use third party website/applications and technologies to record or stream gameplay or chat dialogue occurring through the Services, including your own dialogue (“Recordings”). We use Recordings to verify compliance with these Terms and as part of marketing and promotion of the Services. Please do not submit personally identifiable information in gameplay dialogue—this information is available for anyone to see and use. You may record and distribute your own recordings of gameplay dialogue for non-commercial purposes (i.e., you may not record or distribute Recordings for compensation) so long as your recording and distribution: (a) do not include other products or services that are competitive with the Services, and (b) comply with these Terms.

6.7. Children. The Services will not knowingly accept personal information from anyone under 16 years old. If you believe that a child under 16 has gained access to the Services, please contact us at support@iiihstudios.com. On behalf of ourselves and our content partners, we have taken commercially reasonable steps to restrict use of Services to those who are at least 16 years old.

 

7. ACCEPTABLE USE POLICY

7.1. Rules of Conduct. You are personally responsible for your use of Services and Software, and while using Services and Software you must conduct yourself in a lawful and respectful manner in accordance with our rules of conduct below. We may temporarily or permanently ban users who violate these rules, or who abuse email communications, support communications, or the community purpose of any message board areas, as determined by us and our content partners, in our sole discretion. We  reserve the right to disable a player’s ability to upload profile photos or edit their username at any time.

  • Profanity, obscenities, or the use of **asterisks** or other “masking” characters to disguise such words, is not permitted.

  • You may not use or upload obscene, lewd, slanderous, pornographic, abusive, violent, insulting, indecent, threatening and harassing language of any kind, as determined by us in our sole discretion.

  • Service usernames will be displayed as ‘Your Name’; impersonating other players is not allowed.

  • Do not share personal information (your name, phone number, home address, and password) with other users.

  • Do not transmit or upload any copyrighted or trademarked materials in messages or postings.

  • Information disclosed in chat rooms, message boards, gameplay dialogue or via eMessages is revealed to the public, and neither we, nor our content partners, is responsible for information you choose to disclose to others.

  • Advanced fonts, java, tables, html or other programming codes or commands are not allowed in messages.

  • You may not attempt to participate in any Service by means of automatic, macro, programmed or similar methods.

  • You may not commit fraud with regard to any Service.

  • You may not attempt to impersonate or deceive another user for the purposes of illicitly obtaining winnings, passwords, Profile information etc. (aka “scamming”).

You may not make any commercial use of any of the information provided on the Website/application or through the Services nor make any use of the Website/application or Services for the benefit of a business.

7.2. Your Content. We do not endorse, and specifically disclaim any responsibility or liability for, any publicly posted content. In addition, as agent for our content partners, we may terminate your access to any public forums at any time, without notice, for any reason whatsoever, and/or delete, move or edit content submitted publicly, in whole or in part. You may only upload, send, and receive messages and material that is related to the subject matter of the public forums, complies with Applicable Laws, and conforms to any additional terms of service posted in the public forums. You may not upload to, distribute, or otherwise publish any content, information, or other material that (a) violates or infringes the copyrights, patents, trademarks, service marks, trade secrets, or other proprietary rights of any person; (b) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal liability under U.S. or international law; or (c) includes any bugs, viruses, worms, trap doors, Trojan horses or other harmful code or properties. Submissions or opinions expressed by users are that of the individual expressing such submission or opinion only. Subject to the foregoing, as agent for our content partners, we may edit, refuse to post, or to remove any information or materials submitted, in our discretion. You may not use a false email address, pretend to be someone other than yourself or otherwise mislead us or third parties as to the origin of your submissions or content.

7.3. Cheating, Fraud, and Abuse. In accessing or participating in Services or using the Software, you represent and warrant to us and our content partners that you will not engage in any activity that interrupts or attempts to interrupt the operation of the Services or Software. Anyone who engages in, participates in or displays behavior that may be interpreted, in the discretion of us and our content partners only, as unfair methods in participating in Services or using the Software, including but not limited to, the opening and/or use of multiple Profiles, the use of unauthorized or altered software or hardware to assist play (e.g., bots, bot nets, and collusion with bots), harassment of other participants, posting objectionable material, breach of these Terms, breach of security of your Profile, or any other act (whether through the use of automated technology or otherwise) that unfairly alters your chance of winning or constitutes the commission of fraud (collectively, “Abuse”), you will be subject to immediate sanction (as determined by us and our content partners only), which may include, without limitation: (1) immediate termination of your Profile and blocking of your access to the Website/application and Services; (2) any Winnings that you may otherwise have been entitled to receive shall be void and forfeited; and (3) any Winnings received by you shall be subject to disgorgement and/or recoupment. In addition to the foregoing, as agent for our content partners, we reserve the right to disclose or report any money laundering similar illegal activity to law enforcement and regulatory authorities. Without limiting our other available remedies, we, solely, or in conjunction with our content partners, may institute or seek any injunctive relief, civil and/or criminal proceedings against you and/or any of your co-conspirators arising out of or related to your commission of Abuse, including without limitation recovering all of our and/or our content partners’ fees and expenses (including reasonable attorneys’ fees) in connection with such efforts.

7.4. Hacking, Tampering, or Unauthorized Access. Any attempt to gain unauthorized access to systems or any other user’s Profile, interfere with procedures or performance of Services, Software or the Website/application or deliberately damage or undermine the Services or Software is subject to civil and/or criminal prosecution and will result in immediate termination of your Profile and forfeiture of your Winnings. You acknowledge that we are not responsible for any damage, loss or injury resulting from hacking, tampering or other unauthorized access or use of the Services or your Profile.

7.5. Restrictions. Any use, reproduction or redistribution of the Service, Software, or related products or services (including without limitation, Digital Assets) not expressly authorized by these Terms is expressly prohibited. You may not engage in, or assist others to engage in, conduct that would damage or impair our property including, without limitation: (a) copying, distributing, transmitting, displaying, performing, framing, linking, hosting, caching, reproducing, publishing, licensing, or creating derivative works from any information, software, products or services obtained from us; (b) providing unauthorized means through which others may use Services such as through server emulators; (c) taking actions that impose an unreasonable or disproportionately large load on network infrastructure, or that could damage, disable, overburden or impair our Website/applications or Services; (d) interfering with any other party’s use and enjoyment of Services and/or Software (including cheating) or the Website/application; and/or (e) attempting to gain unauthorized access to third party Profiles, the Service or Software.

8. WINNINGS

8.1 Winnings. If you are eligible to receive Winnings, in our capacity as agent for our content partners, we may require that you provide proof that you are, or were at the time of your participation in the subject Competition, eligible to participate in accordance with these Terms and that your participation was in accordance with these Terms. If you do not provide such proof to our or our content partners’ reasonable satisfaction, then you will not receive the relevant Winnings. If you receive a prize in error, we, as agent for our content partners, may reverse or require return of the prize. You agree to cooperate with our efforts to do this, in our capacity as agent for our content partners.

 

8.2 In-app purchases. When you pay for any in-game feature, your payment will be processed by a 3rd party (apple store or google play). We are not liable for any loss caused by any unauthorized use of your payment credentials. 

 

9. COPYRIGHT COMPLAINTS

The Digital Millennium Copyright Act (DMCA) provides copyright owners who believe that their rights under the United States copyright law have been infringed by acts of third parties over the Internet with ways to protect their rights. If you believe that your copyrighted work has been copied without your authorization and is available in the Services in a way that may constitute copyright infringement, you can provide notice of your claim to the designated agent listed below. For your notice to be effective, it must include the following information:

  1. A physical or electronic signature of a person authorized to act on behalf of the owner of the intellectual property right that is allegedly infringed;

  2. A description of the copyrighted work that you claim has been infringed upon;

  3. A description of where the material that you claim is infringing is located in this game; Information reasonably sufficient to permit us to contact the complaining party, such as address, telephone number, and, if available, an e-mail address at which the complaining party can be contacted;

  4. A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

  5. A statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

Focus’ Designated Agent is: Focus, Inc. Attn: Legal Department legal@iiihstudios.com.

10. PROPRIETARY RIGHTS

10.1. Your Content. Subject to these Terms, you grant to us a worldwide, perpetual, unrestricted, royalty-free license to use, copy, modify, distribute, publish, perform, transmit and display any and all communications, materials, content and information that you submit to us or our content partners, whether directly or through the Website/application, Services or Software (“Content”), and waive any moral rights you may have in Content. Subject to these Terms, any communication or material you transmit to us, including any data, questions, comments, suggestions or the like, will be treated by us and our content partners as non-confidential and non-proprietary. Subject to these Terms, we and our content partners may use Content for any purpose, without any compensation, Accounting or other liability or obligation to you. If you use or share Content in a way that infringes others’ copyrights, trademarks, other intellectual property rights or privacy rights, you are breaching these Terms. You represent and warrant to us and our content partners that for the duration of these Terms you have (and will have) all the rights necessary for the Content you upload or share on the services and that the use of the Content, as contemplated in this Section will not violate any Applicable Laws. If your Profile is cancelled or terminated, we and our content partners may permanently delete your Content from our servers and we have no obligation to return Content to you.

10.2. Software License. Subject to these Terms, we grant to you a personal, nonexclusive, limited, non-transferable, non-assignable, non-sublicensable, limited license to install and run the Software, in object code format only, on a Device owned or controlled by you, solely for the purpose of accessing and using the Services in accordance with these Terms, and solely for so long as your Profile is open. You acknowledge that you are receiving licensed rights only. You may not network the Software among devices. You may not directly or indirectly, or authorize any person or entity to: (i) reverse engineer, decompile, disassemble, re-engineer or otherwise create or attempt to create or permit, allow or assist others to create the source code of the Software or its structural framework; (ii) create derivative works of the Software; (iii) use the Software in whole or in part for any purpose except as expressly provided herein; or (iv) disable or circumvent any access control or related device, process or procedure established with respect to the Software. You acknowledge that you have access to sufficient information such that you do not need to reverse engineer the Software in any way to permit other products or information to interoperate with the Software. You are responsible for all use of the Software that is under your possession or control.

10.3. Digital Assets. Some Services and Software may allow you to create digital objects, such as avatars. Such digital objects, in addition to any digital or virtual objects or assets we assign to your Profile, such as, virtual trophies or virtual goods, are collectively referred to as “Digital Assets”. You acknowledge that because all Digital Assets are created through the Software and/or Services, we solely and exclusively own all Digital Assets. To the extent we do not automatically own any Digital Asset, you hereby irrevocably, expressly and automatically assign to us, in perpetuity, all right, title and interest in and to any such Digital Assets, including, without limitation, all copyrights, patent rights, trade secrets, trademarks, moral rights and all other applicable proprietary and intellectual property rights throughout the world. If you have any rights to Digital Assets that cannot (as a matter of law) be assigned to us in accordance with the foregoing, you unconditionally and irrevocably: (i) waive the enforcement of such rights against us; and (ii) grant to us an exclusive, irrevocable, perpetual, worldwide, royalty-free license (a) to reproduce, create derivative works of, distribute, publicly perform, publicly display, digitally perform and otherwise use and exploit such Digital Assets, (b) to use, make, have made, sell, offer to sell, import and otherwise exploit any product or service based on, embodying, incorporating or derived from Digital Assets, and (c) to exercise any and all other present or future rights not yet known in Digital Assets. Subject to these Terms, we grant you a limited license to use Digital Assets through your own Profile solely for purposes and in furtherance of your use of Services.

10.4. Ownership. All content of the Website/application, all Focus products and services, all Focus logos, symbols, expansion names and symbols, play level symbols, trade dress or “look and feel”, all Digital Assets and those portions of the Software and Services which are property of Focus as well as all derivative works or modifications of any of the foregoing, and all related and underlying intellectual property (including without limitation patents, trademarks, trade secrets and copyrights), are our sole and exclusive property. We reserve all rights not expressly granted herein. Except as expressly set forth herein, no right or license is granted hereunder, express or implied or by way of estoppel, to any intellectual property rights and your use of Services and/or Software does not convey or imply the right to use the Services or Software in combination with any other information or products.

 

11. TERM AND TERMINATION

These Terms apply to you and to us from the date that you accept them as provided above, until termination of your Profile (whether by deactivation, cancellation, closure, expiration or termination by you or us). You may terminate these Terms at any time and for any reason by going to your Profile webpage and following the Profile closure process. Upon termination of your Profile, you must immediately discontinue use of the Services and the Software and your Profile and promptly uninstall and delete all copies of the Software. Immediately upon termination of your Profile, all license and rights granted to you under these Terms automatically terminate and you shall automatically forfeit the right to use our Digital Assets. Any and all terms and conditions within these Terms which should, by their nature, survive termination of these Terms, will survive such termination (including without limitation Sections 3.3, 4, 5, 6, 8.6, 8.7, 10.3 and 12 through 15 (inclusive).

 

12. DISCLAIMERS

In conjunction with our content partners, we strive to keep Services up and running; however, all online services suffer occasional disruptions and outages, and we are not responsible or liable for any disruption or loss you may suffer as a result. You should regularly backup content that you store on the Services.

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, ALL SERVICES, PRODUCTS, INFORMATION AND DATA PROVIDED OR MADE AVAILABLE BY US OR OUR Content partners (INCLUDING WITHOUT LIMITATION DIGITAL ASSETS AND SOFTWARE) ARE “AS IS” AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND YOU ASSUME THE ENTIRE RISK WITH RESPECT THERETO. WE MAKE NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE SERVICES, YOUR Profile, SOFTWARE, THE Website/application AND/OR DIGITAL ASSETS WILL BE SECURE, VIRUS-FREE, UNINTERRUPTED OR ERROR-FREE, OR THAT THE SAME WILL FUNCTION PROPERLY IN COMBINATION WITH ANY THIRD PARTY COMPONENT, TECHNOLOGY, HARDWARE, SOFTWARE OR SYSTEM.

We are not responsible or liable for any damage, loss or injury resulting from, relating to or arising out of (1) use, access or attempted use or access of Services, Digital Assets, the Software or the Website/application; (2) downloading any information from the Software, Services or Website/application; and/or (3) violations of these Terms by other users. We have no responsibility to enforce these terms for the benefit of any user.

Some states do not allow the disclaimer of implied warranties; as such the foregoing disclaimer may not apply to you in its entirety.

 

13. LIMITATIONS OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, NEITHER WE, NOR OUR Content partners, SUPPLIERS OR LICENSORS, WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) OR INCIDENTAL DAMAGES, ARISING OUT OF OR RELATING TO THESE TERMS, THE Website/application OR ANY INFORMATION, SERVICES, PRODUCTS OR SOFTWARE MADE AVAILABLE OR ACCESSIBLE TO YOU, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION OR OTHERWISE, EVEN IF WE OR OUR CONTENT PARTNERS, THIRD PARTY SUPPLIERS OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY.

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, OUR MAXIMUM LIABILITY TO YOU ARISING OUT OF OR IN ANY WAY CONNECTED TO THESE TERMS SHALL NOT EXCEED U.S. $50.00. THE EXISTENCE OF ONE OR MORE CLAIMS BY YOU WILL NOT INCREASE OUR LIABILITY. IN NO EVENT SHALL OUR CONTENT PARTNERS, SUPPLIERS OR LICENSORS HAVE ANY LIABILITY ARISING OUT OF OR IN ANY WAY CONNECTED TO OUR PRODUCTS, INFORMATION OR SERVICES.

Certain jurisdictions do not allow limitations of liability for incidental, consequential or certain other types of damages; as such, the limitations and exclusions set forth in this Section may not apply to you.

 

14. DISPUTE RESOLUTION AND ARBITRATION

14.1. General. This Section applies to any Dispute except for Disputes relating to the enforcement or validity of our intellectual property rights. The term “Dispute” means any dispute, action or other controversy between you and us concerning these Terms, the Services or any product, service or information we make available to you, whether in contract, warranty, tort, statute, regulation, ordinance or any other legal or equitable basis. “Dispute” will be given the broadest possible meaning allowable under law. In the event of a Dispute, you or we must give the other a Notice of Dispute, which is a written statement that sets forth the name, address and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested. You must send any Notice of Dispute by U.S. Mail to IIIH Studios 1821 Weimar TX 78962, USA. We will send any Notice of Dispute to you by U.S. Mail to your address if we have it, or otherwise to your email address. You and we will attempt to resolve any Dispute through informal negotiation within sixty (60) days from the date the Notice of Dispute is sent. After sixty (60) days, either you or we may commence arbitration. You may also litigate any Dispute in small claims court in your county of residence or Houston, Texas, if the Dispute meets all requirements to be heard in the small claims court. You may litigate in small claims court whether or not you negotiated informally first.

14.2. Binding arbitration. If you and we do not resolve any Dispute by informal negotiation or in small claims court, any other effort to resolve the Dispute will be conducted exclusively by binding arbitration as described in this Section. Instead, all Disputes will be resolved before a neutral arbitrator, whose decision will be final except for a limited right of appeal under the Federal Arbitration Act. Any court with jurisdiction over the parties may enforce the arbitrator’s award.

14.3. Class action waiver. To the maximum extent permitted under applicable law, any proceedings to resolve or litigate any Dispute in any forum will be conducted solely on an individual basis. Neither you nor we will seek to have any Dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings. If this waiver is found to be illegal or unenforceable as to all or some parts of a Dispute, then it won’t apply to those parts. Instead, those parts will be severed and proceed in a court of law, with the remaining parts proceeding in arbitration.

14.4. Arbitration procedure. If you are located within the United States, Canada, the United Kingdom or the European Union, or any of their territories, then any arbitration will be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules. You and we each agree to commence arbitration only in Houston, Texas, USA. You may request a telephonic or in-person hearing by following the AAA rules. In a Dispute involving $10,000 or less, any hearing will be telephonic unless the arbitrator finds good cause to hold an in-person hearing instead. If you are located in a country other than listed above, then arbitration will be conducted by the International Court of Arbitration of the International Chamber of Commerce (ICC) pursuant to UNCITRAL rules, and the arbitration shall be conducted in English and the English version of these Terms (and not any translation) shall control, and both parties hereby agree to accord this arbitration agreement the broadest scope admissible under applicable Laws, and that it shall be interpreted in a non-restrictive manner. The arbitrator may award the same damages to you individually as a court could. The arbitrator may award declaratory or injunctive relief only to you individually, and only to the extent required to satisfy your individual claim. These Terms govern to the extent they conflict with the arbitrators’ commercial rules. The arbitrator may award compensatory damages, but shall NOT be authorized to award non-economic damages, such as for emotional distress, or pain and suffering or punitive or indirect, incidental or consequential damages. Each party shall bear its own attorneys’ fees, cost and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the arbitrator and AAA; however, the arbitrator may award to the prevailing party reimbursement of its reasonable attorneys’ fees and costs (including, for example, expert witness fees and travel expenses), and/or the fees and costs of the arbitrator. Within fifteen (15) calendar days after conclusion of the arbitration, the arbitrator shall issue a written award and a written statement of decision describing the material factual findings and conclusions on which the award is based, including the calculation of any damages awarded. Judgment on the award may be entered by any court of competent jurisdiction. The parties waive their right to commence any action or judicial proceeding in connection with a dispute hereunder, except for purposes of: (i) recognition and/or enforcement of the arbitration award or any other decision by the arbitral tribunal, (ii) obliging the other party to participate in the arbitration proceedings, (iii) requesting any type of conservative or interim measure in connection with the dispute prior to the constitution of the arbitral tribunal, (iv) requesting the appearance of witnesses and/or experts, and/or (v) requesting that any information and/or documentation discovery be complied with. By agreeing to this binding arbitration provision, you understand that you are waiving certain rights and protections which may otherwise be available if a claim or Dispute were determined by litigation in court, including, without limitation, the right to seek or obtain certain types of damages precluded by this arbitration provision, the right to a jury trial, certain rights of appeal, the right bring a claim as a class member in any purported class or representative proceeding, and the right to invoke formal rules of procedure and evidence.

14.5. Claims or Disputes. Must be filed within one year. To the extent permitted by applicable law, any claim or Dispute under these Terms must be filed within one year from the date of the cause of action. If a claim or dispute isn’t filed within one year, it’s permanently barred.

14.6. Equitable Relief. You agree that we would be irreparably damaged if these Terms were not specifically enforced. Therefore, in addition to any other remedy we may have at law, and notwithstanding our agreement to arbitrate Disputes, we are entitled without bond, other security, or proof of damages, to seek appropriate equitable remedies with respect to your violation of these Terms in any court of competent jurisdiction.

14.7 Language of the Terms: If we provide a translated version of these Terms, the User Terms of Service, the Content Provider Terms and Conditions of Service, the Affiliate Program Terms of Service, the Focus Privacy Policy, or any other terms or policy, it is for informational purposes only. If the translated version means something different than the English version, then the English meaning will be the one that applies.

15. MISCELLANEOUS

These Terms constitute the entire agreement between you and us pertaining to the subject matter hereof and supersede all prior or other arrangements, understandings, negotiations and discussions, whether oral or written. These Terms cannot be modified by you, and may only be modified by us as provided above. Our failure to require or enforce strict performance by you of any provision of these Terms or to exercise any right under them shall not be construed as a waiver or relinquishment of our right to assert or rely upon any such provision or right in that or any other instance. The provisions of these Terms are intended to be severable. If for any reason any provision of these Terms shall be held invalid or unenforceable in whole or in part by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms, which shall continue to be in full force and effect. Section titles in these Terms are for reference only and have no legal effect. No right or remedy of ours shall be exclusive of any other, whether at law or in equity, including without limitation damages injunctive relief, attorneys’ fees and expenses. We may assign these Terms, in whole or in part, at any time without notice to you. You may not assign these Terms or transfer any rights to use the Services or Software. You consent to our providing you notifications about the Services or information the law requires us to provide via email to the address that you specified when you created your Profile. Notices emailed to you will be deemed given and received when the email is sent. If you do not consent to receive notices electronically, you must close your Profile. These Terms are solely for your and our benefit, and not for the benefit of any other person, except for our successors and assigns.

A printed version of these Terms and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Please send any questions or comments (including all inquiries unrelated to copyright infringement) to: support@IIIheirs.com

 

 

 

Content Providers Terms and Conditions of Service

Updated {February 12, 2019}

Focus is happy to be working with you. These Content Provider (CP) Terms of Service defines the relationship between Focus, Inc. (“Focus”) and you, the person registering for CP services or the organization or entity that has authorized you to register for CP services (in either case, “Content Provider, CP, Company”). By clicking “I Agreed and Accepted” at the end of this agreement, and in creating a CP Profile, Company agrees that (i) he, she, or it has read, understands, agrees, and accepts these Content Provider Terms of Service and agrees to be bound by these Terms of Service and all terms, policies and guidelines incorporated in the Terms of Service by reference (collectively, the “Agreement”); and (ii) if Company is an individual, is at least eighteen (18) years old. If Company does not agree to be bound by this Agreement, Company must not create a Content Provider Profile nor use the Advertisement Services (as defined below) in any way, and Company must check the button indicating non-acceptance. The Advertisement Services are offered to Company conditioned on Company’s acceptance without modification of this Agreement. The date of Company’s acceptance of these Content Provider Terms and Conditions is the “Effective Date” of the Agreement.

Focus may modify the Agreement at any time by posting such modifications to the Focus website/application (http://www.iiiheirs.com/legal) and Company’s Profile homepage. Modifications will be effective either upon such posting, or, if Focus informs Company by email, when Focus sends that email. Changes will not apply retroactively and generally will become effective 14 days after they are posted or, if emailed, at the time Focus sends that email. If Company does not agree to any modified terms in the Agreement, Company must terminate this Agreement and stop using the Advertisement Services.

 

BACKGROUND

Focus designs and provides online, real-Prize, Challenge-based competitions (“Challenges”) for Content Providers who wish to Advertise their products to users on our Focus platform. Focus is willing to license its software Content Provider kit (together with all content thereof, and all updates, enhancements, modifications and derivative works thereof, including updates, upgrades or error corrections, the “Merchant App”) to Company to allow Company to modify its challenges/content to enable Users to participate in Competitions, and to establish and maintain Competitions, all in accordance with this Agreement. Focus and Company agree to the following:

 

1. ADVERTISEMENT SERVICES

1.1. Services. Upon deployment of the challenge (defined in Section 2) in a live production environment and subject to the terms and conditions of this Agreement, Focus shall (i) establish and manage Competitions through its proprietary online, hosted Advertisement platform (“Focus Platform”) by creating Game challenges, facilitating Competitions, managing and hosting User’s Competition Profiles, resolving User disputes pertaining to his/her participation in Competitions, and providing all tiers of customer support for User inquiries related to the Competitions (but not related to the Prize fulfilment) and (ii) provide Company with access to reporting data that details activity under such Competitions, including the number of users who participated in challenges, User actions (“Competition Data”) (provision of the Focus Platform and the Competition Data are collectively referred to as “Advertisement Services”). Focus may modify, enhance, update or provide appropriate replacements for Advertisement Services or any element thereof at any time, and remove functionalities or features of the Advertisement Services at any time, and Focus may suspend or stop providing Advertisement Services altogether.

1.2. Challenge License. Focus grants to Company during the Term a limited, non-exclusive and non-transferable license to upload, content solely for the limited purpose of modifying the Game to allow Focus to provide Advertisement Services with respect to such Content. This license does not include the right to reproduce the Focus Platform or the Advertisement Services, or to sublicense, resell, or distribute the foregoing. Company shall not allow any third party to access the Advertisement Services. Company shall not itself and shall not allow any third party to (i) decompile, disassemble, or otherwise reverse engineer or attempt to reconstruct or discover any source code or underlying ideas, user interface techniques or algorithms, file formats or programming or interoperability interfaces of the Advertisement Services, the Focus Platform or any portion thereof, (ii) remove any product identification, copyright or other notices, or (iii) modify the Advertisement Services or the Focus Platform or incorporate the Advertisement Services or Focus Platform into or with other software or services or make derivative works thereof, or (iv) take any action that would cause the Advertisement Services or the Focus Platform to be placed in the public domain. All rights not expressly granted to Company herein are expressly reserved by Focus, and nothing in this Agreement will be deemed to grant, by implication or estoppel, a license under any of FOCUS' or its licensor’s existing or future rights in or to the Focus Platform or Competition Data.

1.3. Suspension. Company may suspend its Challenges at any time in its sole discretion and upon 30 days notice to Focus. Focus may suspend or terminate provision of Advertisement Services or part thereof (including without limitation provision of Competitions) at any time in its sole discretion upon 30 days notice to Company. Company may display Advertisements preceding, following, or during any challenge-based competitions.

1.4. Promotion. Focus and the entities that participate in FOCUS' affiliate program (“Affiliates”) may use Company’s name, trademarks and logos solely for the purpose of indicating that Company is a client of Focus in FOCUS' and its Affiliates’ advertising, marketing or other promotional materials, and Focus and its Affiliates may identify the Company and their content as part of FOCUS' network.

1.5. User Information. Focus may suspend or terminate any User’s access to a Competition, in FOCUS' sole discretion. Focus may collect and store personally identifiable information from Users in providing Advertisement Services, in which case Focus will comply with all applicable laws and its then-current privacy policy (see http://www.IIIheirs.com/legal). Focus may collect anonymous aggregated and/or statistical data reflecting Company’s and Users’ use of Advertisement Services and may use such data for tracking, reporting and other activities in connection with FOCUS' business. Focus will not (i) sell personally identifiable User data to any third party, nor (ii) aggregate or present User data in a form or manner that would permit a third party to identify any individual’s personal information or identify the data as associated with Company or the Game. Focus will endeavour to resolve User disputes regarding participation in Competitions. If there is a dispute between Company and a User apart from Advertisement Services, however, The relevant Focus team members will act as mediators between Users, and Company. Company will not make any claims against Focus with respect to Company’s User dealings.

1.6. Exclusivity. From the Effective Date through the later of either (i) the first anniversary of the Effective Date (even if such anniversary occurs after termination of this Agreement); or (ii) ninety (90) days after termination or expiration of this Agreement, Company shall not enter into any agreement with any third party that provides services similar to the Advertisement Services or Focus Platform, nor will Company offer to customers any in-Game competition functionality similar to the Advertisement Services or Focus Platform.

 

2. COMPANY OBLIGATIONS AND RESTRICTIONS

Company shall modify and upload their Prize(s) through the Focus Platform or by email request and www.Focus.com/Content Providers (“Modified content”). Focus may review Modified content and determine, in FOCUS' sole discretion, if the Modified content is eligible for the Advertisement Services. Company represents and warrants that it owns or has all necessary rights to the content and components (“Content”) in order to allow both parties to perform this Agreement. Company represents and warrants that the Content shall not contain links to any content which is unlawful, libelous, defamatory, or contrary to public policy.

 

 

3. COMPANY INFORMATION

Company shall provide Focus with access to Company’s content information and data to enable Focus to perform Advertisement Services. Company is responsible for ensuring all content information is accurate, and acknowledges that Focus may rely upon such information without investigation, and is not responsible for any inaccuracies therein, or for FOCUS' reliance upon Company’s information. Company shall notify Focus immediately if Company receives complaints related to the Advertisement Services. If any error results from incorrect input supplied by Company, Company shall be responsible for discovering and reporting such error to Focus and supplying all information necessary to correct such error at the earliest possible time.

 

5. CONFIDENTIAL INFORMATION

“Confidential Information” means this Agreement, and all confidential or proprietary information disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”) hereunder, including information which is orally or visually disclosed to the Receiving Party. The Receiving Party shall: (a) not use any of the Disclosing Party’s Confidential Information for any purpose except in performance of its rights and obligations hereunder; (b) disclose the Disclosing Party’s Confidential Information only to its employees or contractors who need to know such information in order to carry out obligations hereunder, and certifies that such individuals have previously agreed, either as a condition to employment or in order to obtain the Confidential Information, to be bound by terms and conditions substantially similar to those of this Section; and (c) treat all of the Disclosing Party’s Confidential Information with the same degree of care as it accords its own Confidential Information of a similar nature, but in no case less than reasonable care. The forgoing obligations shall continue for a period of five (5) years following termination of this Agreement. The Receiving Party shall have no obligation with respect to information of the Disclosing Party which (i) was rightfully in possession of or known to the Receiving Party without any obligation of confidentiality prior to receiving it from the Disclosing Party as evidenced by the Receiving Party’s contemporaneous written records; (ii) is, or subsequently becomes, legally and publicly available without breach of this Agreement or wrongful act by the Receiving Party; or (iii) is rightfully obtained by the Receiving Party from a source other than the Disclosing Party without any obligation of confidentiality. The Receiving Party may disclose the Disclosing Party’s Confidential Information to the extent required by a valid order of a court or government agency having jurisdiction, provided that the Receiving Party provides prior written notice to the Disclosing Party of such obligation and the opportunity to oppose such disclosure. Upon written demand of the Disclosing Party, the Receiving Party shall cease using the Disclosing Party’s Confidential Information and return the Confidential Information and all copies, notes or extracts thereof in the Receiving Party’s possession to the Disclosing Party within seven (7) days of receipt of notice.

 

6. DISCLAIMER

Advertisement SERVICES, COMPETITION DATA AND COMPETITIONS ARE MADE AVAILABLE “AS IS” AND WITHOUT WARRANTY. FOCUS MAKES NO REPRESENTATION OR WARRANTY EXPRESS OR IMPLIED WITH RESPECT TO ANY PRODUCTS, SERVICES, INFORMATION OR TECHNOLOGY PROVIDED OR MADE AVAILABLE HEREUNDER, INCLUDING WITHOUT LIMITATION, NETWORK FAILURES, THIRD-PARTY PRODUCTS AND SERVICES, SOFTWARE PROGRAMS, AND OUTPUT OR RESULTS OF THE Advertisement SERVICES. FOCUS DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, NOR DOES THE COMPANY MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE SERVICE. FOCUS DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE.

Focus is not responsible or liable for any damage, loss, or injury resulting from, relating to or arising out of (1) use, access, or attempted use or access of Services, Digital Assets, the Software or the Website/application; (2) downloading any information from the Software, Services or Website/application; and/or (3) violations of these Terms by other users. Focus has no responsibility to enforce these terms for the benefit of any user.

Some states do not allow the disclaimer of implied warranties; as such the foregoing disclaimer may not apply to you in its entirety.

 

7. LIMITATIONS OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW: (1) FOCUS' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT, WHETHER BASED ON CONTRACT, TORT OR OTHERWISE, SHALL NOT EXCEED (2) $1,000; AND (2) EXCEPT FOR DAMAGES CAUSED BY A BREACH OF SECTION 1.6 OR SECTION 5, for INFRINGEMENT OR MISAPPROPRIATION OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, AND AMOUNTS OWED BY A PARTY PURSUANT TO ITS INDEMNIFICATION OBLIGATIONS IN SECTION 8, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, LOSS OF USE, OR LOSS OF PROFITS), ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR THEY WERE OTHERWISE FORESEEABLE.

 

8. INDEMNIFICATION

8.1. By Company. Company shall defend, hold harmless and indemnify Focus, its officers, directors, employees, agents, representatives and Affiliates from and against any and all third-party claims, actions, proceedings, and suits brought against any of the foregoing persons or entities, and pay all related third party liabilities, damages, judgments, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) to the extent arising out of or relating to Company’s breach of Section 1.6 and/or Content.

8.2. By Focus. Focus shall defend, indemnify, and hold Company, its officers, directors, employees, agents, representatives and Affiliates harmless from and against any and all third-party claims, actions, proceedings, and suits brought against any of the foregoing persons or entities, and pay all related third party liabilities, damages, judgments, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) to the extent arising out of or relating to a third-party claim that the Monetization Platform or Focus Platform infringes or misappropriate such third party intellectual property right. Focus shall have no obligation under this Section with respect to any claim based upon (i) Content; (ii) modification of the Focus Platform by Company; (iii) the combination, operation or use of the Focus Platform with non-Focus software program(s) or data; or (iii) use of the Focus Platform or Monetization Platform other than in compliance with this Agreement. If any portion of the Focus Platform or Monetization Platform, in the opinion of Focus, is likely to or does become the subject of a claim of infringement or misappropriation, Focus may, at its sole option and expense: (x) modify the Focus Platform or Monetization Platform (as applicable) to be non-infringing, provided that such modification does not materially diminish the terms of usage of the Monetization Platform; (y) obtain for Company a right to continue using the Focus Platform or Monetization Platform at no additional charge; or (z) terminate this Agreement upon notice to Company. This Section represents FOCUS' sole liability, and Company’s sole and exclusive remedy, regarding infringement or misappropriation of intellectual property rights.

8.3. Process. The indemnified party shall promptly notify the indemnifying party in writing of any claim covered by this Section. The indemnified party shall give the indemnifying party sole control over the defense and/or settlement of any such claim, except that the indemnifying party shall not agree to any settlement or compromise that (1) would require the indemnified party to make any payments, admit liability, or bear any obligations, or (2) does not include an unconditional release of the indemnified party, unless the indemnifying party obtains the indemnified party’s prior written approval. The indemnified party shall give the indemnifying Party reasonable assistance and cooperation in such defense at the indemnifying party’s expense.

8.4. Other Claims. If any U.S. governmental or regulatory agency, or any consumer resident within the U.S., brings any claim, suit or proceeding against Company alleging that the Monetization Platform (excluding the Game and Content) in the form provided by Focus violates applicable laws, rules or regulations, then Focus, at its own expense, shall defend (or at its option settle) such claim, suit or proceeding, and shall pay any final and non-appealable fine, penalty or judgment entered or settlement against the Company thereon; provided, however, that (a) Focus shall not be responsible for any compromise or settlement made without its prior consent; and (b) Focus shall have no such obligation unless Company gives Focus prompt notice of the claim, the right to control and direct the investigation, preparation, defense and settlement of the claim, and full cooperation (at FOCUS' expense), in any such investigation, preparation, defense and/or settlement.

 

9. TERM AND TERMINATION

This Agreement shall have an initial term of one (1) year from the Effective Date (“Initial Term”) and shall automatically renew for periods of six months thereafter (each a “Renewal Term”, together with the Initial Term, the “Term”) unless either party provides forty-five (45) days written notice of its intent to terminate the Agreement prior to the expiration of any Initial Term or Renewal Term, in which case this Agreement will terminate upon expiration of the then-current Initial Term or Renewal Term, as applicable. This Agreement may be terminated by either party’s convenience upon thirty (30) days written notice from the other party. This Agreement may be terminated by a party if the other party materially breaches any provision hereof and does not cure such breach within thirty (30) days of receipt of notice describing such breach. Sections 1.6, 6, 7, 8, 9 and 10 and this sentence shall survive termination of this Agreement, as well as any other obligations of the parties that contemplate performance by a party following such termination. Termination of this Agreement shall automatically terminate all licenses granted in this Agreement. Upon termination of this Agreement, Company will return or destroy all materials regarding the Monetization Services and Monetization Platform in its possession or control, including deleting all references to Focus on its website/application and in marketing materials.

 

10. MISCELLANEOUS

Nothing in this Agreement shall be deemed to create a partnership or joint venture between the parties and neither Focus nor Company shall hold itself out as the agent of the other, except as set forth in this Agreement. Neither party shall be liable to the other for delays or failures in performance resulting from causes beyond the reasonable control of that party. Any notice required or permitted to be given by either party under this Agreement shall be in writing and shall be personally delivered or sent by a reputable overnight mail service (e.g., Federal Express), or by prepaid first class mail (certified or registered). Notices to Focus shall be sent to Focus Inc., Corporation Service Company, 2710 Gateway Oaks Drive, Suite 150 N, Sacramento, CA 95833, and notices to Company shall be sent to the name and physical address provided on the Profile page of Company’s profile or, if no physical address is submitted, then to the email address provided on the Profile page. Any amendment or other modification of any provision of this Agreement shall be effective only if in writing and signed by the parties. This Agreement shall be interpreted under the laws of the Commonwealth of Massachusetts without regard to conflict of laws principles dictating another states’ laws. The United Nations Convention for the International Sale of Goods shall not apply to this Agreement. This Agreement may not be assigned by Company without the prior written consent by Focus. This Agreement shall be binding on permitted successors and assigns. This Agreement and its Appendix constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes and replaces all prior and contemporaneous understandings or agreements, written or oral, regarding such subject matter. This Agreement may be executed in counterparts, each of which will be considered an original, but all of which together will constitute the same instrument. All rights and remedies, whether conferred hereunder, or by any other instrument or law, unless otherwise expressly stated, will be cumulative and may be exercised singularly or concurrently. The failure of any party to enforce any of the provisions hereof will not be construed to be a waiver of the right of such party thereafter to enforce such provisions. If one or more provisions in this Agreement are ruled entirely or partly invalid or unenforceable by any court or governmental authority of competent jurisdiction, then the validity and enforceability of all provisions not ruled to be invalid or unenforceable shall remain unaffected. EVERY PROVISION OF THIS AGREEMENT WHICH PROVIDES LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES OR EXCLUSION OF DAMAGES IS A FUNDAMENTAL PART OF THE BASIS OF THE BARGAIN HEREUNDER. IF ANY REMEDY HEREUNDER IS DETERMINED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE, ALL LIMITATIONS OF LIABILITY AND EXCLUSIONS OF DAMAGES SET FORTH HEREIN SHALL REMAIN IN EFFECT TO THE MAXIMUM ALLOWED BY APPLICABLE LAW.

 

 

GOVERNING LAW; NOTIFICATION OF CHANGES

This agreement is governed by the laws of Texas without giving effect to any principles of conflict of law. The United States and other countries have not harmonized their privacy regulations. Because Focus and its servers are located in the United States, Focus has written this Privacy Policy to satisfy United States regulations and the users of the Application and Services agree to that level of privacy protection. We ask that individuals residing outside of the United States refrain from downloading the Application or using the Services.

California Civil Code Section 1798.83 permits customers who are California residents and who have provided Focus with “personal information” (as that term is defined in Section 1798.83) to request certain information about the disclosure of that information to third parties for their direct marketing purposes. If you are a California resident with questions regarding this, please contact us via email at support@Focus.com or by mail at the address listed in the “Contact Us” section below.

 

EFFECTIVE DATE; POLICY CHANGES

Each time you use the Application, the current version of the Privacy Policy will apply. Accordingly, when you use the Application, you should check the date of this Privacy Policy (which appears at the top of the Privacy Policy) and review any changes since the last version. Our business changes frequently and this Privacy Policy is subject to change from time to time. Unless stated otherwise, our current Privacy Policy applies to all information that we have about you. We will not materially change our policies and practices to make them less protective of customer information collected in the past without the consent of affected customers.

 

CONTACT US

To contact us with your questions or comments regarding this Privacy Policy or the information collection and dissemination practices of the Application, please email us at support@Focus.com.

To see the Terms of Service that apply to the Services: Terms and Conditions.