Terms of Service
YOUR USE OF THE PLAYERXP (TOGETHER WITH ITS AFFILIATES, “CRITICAL HIT” OR “US”/ “WE”/ “OUR”) WEBSITES (THE “SITES”), MOBILE APPLICATIONS AND ANY SERVICES OFFERED BY HERTZIAN’S NETWORK OF PROPERTIES (COLLECTIVELY WITH THE FOREGOING, THE “SERVICES”) IS SUBJECT TO YOU AGREEING TO THESE TERMS AND CONDITIONS (THESE “TERMS”). IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU MAY NOT USE THE SERVICES.
These Terms were written in English (US). To the extent any translated version conflicts with the English version, the English version controls.
Additional Terms Applicable to the Services
Some areas of the Services may have additional terms, policies or agreements that apply (“Content Specific Terms”). You agree to comply fully with these Terms and, if applicable, any Content Specific Terms. In the event of a conflict or inconsistency between these Terms and any Content Specific Terms, the Content Specific Terms control.
Example of Content Specific Terms:
"Analytics Terms (applicable to our analytics products, such as PlayerXP
You hereby certify to Hertzian that (i) you are at least 18 years of age and, (ii) if you are agreeing to these Terms on behalf of a corporation or entity, that you are duly authorized to bind such corporation or entity.
Registered Materials and License
As a condition to using certain Services (such as PlayerXP), you will be required to register. You agree constitute a breach of these Terms, which may result in immediate termination of your account. Upon registration, you will be provided with a login identifier (“PlayerXP User ID”) and a password. We reserve the right to refuse registration (or cancel a PlayerXP User ID) for any reason and in our sole discretion. You shall be responsible for maintaining the confidentiality of your PlayerXP User ID and password. You are not allowed to share your PlayerXP User ID and/or password for any reason and are fully and solely responsible for all activities that occur under your account. You agree to notify us immediately upon learning of any unauthorized use of your account or any other breach of security.
Use of the Hertzian Services and PlayerXP
In connection with your use of the Services, you agree that you will not:
- violate any local, state, provincial, national, or other law or regulation, or any order of a court;
- attempt to gain unauthorized access to any part of the Services or to any Hertzian computer systems or networks;
- infringe the rights of any person or entity, including, without limitation, their intellectual property, privacy, publicity or contractual rights;
- interfere with or damage any part of the Services, including, without limitation, through the use ofviruses, bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
- use scripts, bots, spiders, or other automated mechanisms to collect information or otherwise interact with the Services without Hertzian express written permission;
- claim that Hertzian is endorsing or supporting your business, product or service without prior written approval by Hertzian.
You also hereby grant each user of the Services a non-exclusive license to access your User Submissions through the Services, and to use, modify, reproduce, distribute, prepare derivative works of, display and perform such User Submissions as permitted through the functionality of the Services and under these Terms. Furthermore, you understand that we retain the right to reformat, modify, create derivative works of, excerpt, and translate any User Submissions submitted by you. For clarity, the foregoing license grant to us does not affect your ownership of or right to grant additional non-exclusive licenses to the material in your User Submissions, unless otherwise agreed in writing.
We reserve the right to remove any User Submissions from the Services at any time, for any reason.You, not us, remain solely responsible for all User Submissions that you upload, post, email, transmit, or otherwise disseminate using, or in connection with, the Services, and you warrant that you possess all rights necessary to provide such content to us and to grant us the rights to use such information in connection with the Services and as otherwise provided herein.
Content provided by Hertzian in the Services (“Content”) are the intellectual property and copyrighted work of Hertzian Ltd or third-party authors. All rights not expressly granted with respect to the Services and Content are hereby reserved. Hertzian may modify (or cease providing) the Services or Content at any time in Hertzian’s sole discretion.
Content owned by third parties (including, without limitation, logos or trademarks) shall not be used by you for any purpose. In addition, certain trademarks contained within the Services, such as 3rd party logos are the sole and exclusive property of their respective owner. Hertzian does not claim any ownership thereof. The goodwill of any use thereof shall inure solely to the benefit of the content owner.
Unauthorized use of Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and/or other regulations and statutes. Please see our Copyright Dispute Policy for more information regarding the reporting of unauthorized content.
You agree not to copy, reproduce, sell, transfer, modify, publish, distribute, display, prepare derivative works from, reverse engineer, disassemble or decompile or exploit any portion of the Services, our Content, code, or third-party Content without prior written consent from us or, upon our direction, from the respective owner of said material.
You agree to indemnify and to hold harmless Hertzian Ltd from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys' fees and costs, due to or arising out of your violation of these Terms.
Termination of Your Use
Hertzian may, in its sole discretion, discontinue or limit your access to any part (or all) of the Services at any time. You agree that Hertzian shall not be liable to you or any third party for any termination or limitation of your access to, or use of, the Services.
The Services may provide links to third-party websites or access to third-party content, products and/or services (“Third-Party Sites and Content”). Hertzian Ltd is not responsible for such Third-Party Sites and Content; you bear all risks associated with the access and/or use of such Third-Party Sites and Content. THE SITES, SERVICES, CONTENT, AND ANY THIRD-PARTY SITES AND CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. HERTZIAN EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Limitation of Liability
IN NO EVENT SHALL HERTZIAN LTD BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, ARISING FROM YOUR ACCESS TO, OR USE OF, THE SERVICES, ANY CONTENT, OR ANY THIRD-PARTY SITES AND CONTENT. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, HERTZIAN'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL HERTZIAN’S CUMULATIVE LIABILITY UNDER THESE TERMS EXCEED THE GREATER OF THE AMOUNT PAID TO HERTZIAN BY CUSTOMER FOR THE USE OF THE SERVICES OR $25
The failure of either party to exercise in any respect any right provided for herein shall not bedeemed a waiver of any further rights hereunder. Hertzian Ltd shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Hertzian reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference). If any portion of these Terms is found to be unenforceable or invalid, that portion shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable. You represent and warrant that you are not located in a country subject to a UK Government embargo, or that has been designated by the UK Government as a “terrorist supporting” country, and that you are not listed on any UK Government list of prohibited or restricted parties. We reserve the right to charge fees for any part of the Services at any time but will provide advance notice to you prior to any such fees coming into effect. These Terms are not assignable, transferable or sub licensable by you except with our prior written consent. Hertzian may transfer, assign or delegate these Terms and its rights and obligations without consent.
You hereby grant us a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sub licensable and transferable right to use your user name, company name, company logo, and any comments you make publicly or privately for promotional purposes (such as on our Sites, or on a third-party site) concerning your use of the Services (e.g., your use of Game Data Stats and/or PlayerXP Analytics) in our communications materials (website, presentations, etc.).
Governing Law and Venue
These Terms and all matters arising out of these Terms shall be construed and enforced exclusively in accordance with English and Wales law without regard to choice of law provisions. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in England and Wales before a single arbitrator. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. Judgment on the award may be entered in any court having jurisdiction. The parties shall maintain the confidential nature of the arbitration proceeding and the award, including the hearing, unless otherwise required by law or judicial decision. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator.
Entire Agreement and Modifications to Terms
These Terms (with the exception of any Content Specific Terms that may additionally apply) are the entire statement of the terms that govern your use of the Services. HERTZIAN MAY MAKE CHANGES TO THESE TERMS FROM TIME TO TIME IN HERTZIAN ’S SOLE DISCRETION. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES AFTER HERTZIAN POSTS OR OTHERWISE MAKES AVAILABLE MODIFIED TERMS WILL CONSTITUTE YOUR ACCEPTANCE OF THOSE MODIFIED TERMS.
Effective Date: 18th February 2016
The following defined terms shall apply. All capitalized terms that are not defined herein shall have the meaning set forth in the Terms of Service.
“Hertzian Intelligence”: any section of our Services where users maintain Source Account Information and/or access Collected Data (both terms as defined below). Hertzian Analytics includes any Application Programming Interfaces (“APIs”) or other programmatic interfaces for interacting with, or obtaining information from, Hertzian Analytics.
“PlayerXP App”: mobile applications that provide access to Hertzian Analytics on mobile applications.
“Critical Hit App”: mobile applications that provide access to Hertzian Analytics on reports.
“Collected Data”: data collected by us by either connecting to the Sources on behalf of our users, or accessing uploaded data (for example, manually entered data, uploaded files) provided by our users. Collected Data does not include public data directly available via the Sources.
“Source Account Information”: account credentials, such as login and password information, for accessing data from a specific user.
“Sources”: online third-party data sites, services and sources, which may include, without limitation, Apple iTunes, Google Play and other app stores, as well as digital distribution, analytics, advertising and monetization platforms. Sources may also include third-party products and services that incorporate SDKs (or similar pieces of functionality) provided by Hertzian Ltd.
“Hertzian Analytics”: the sections of our Services where subscribers receive information analysed from Hertzian Analytics.
B. Rights Granted to Hertzian; Use of Collected Data.
By using Hertzian Intelligence, you expressly authorize us to access and use your Collected Data maintained by the Sources. We will submit your Source Account Information that you provide to us to access to the Sources. Source Account Information is always stored in accordance with our Data Security Policy.
For purposes of these Analytics Terms and to provide Collected Data to you as part of Hertzian Intelligence, you grant us a limited power of attorney, and appoint us as your attorney in-fact and agent, to access Sources, store your Source Account Information and retrieve and use your Collected Data with the full power and authority to do and perform each action necessary in connection with such activities, as you could do in person (including configuring Hertzian Intelligence so that it is compatible with the Sources for which you submit your information). YOU ACKNOWLEDGE AND AGREE THAT WHEN WE ARE ACCESSING AND RETRIEVING COLLECTED DATA, WE ARE ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF A THIRD PARTY.
NOTWITHSTANDING THE FOREGOING, YOU FURTHER ACKNOWLEDGE AND AGREE THAT WE ARE NOT ACTING AS YOUR AGENT IF WE USE YOUR COLLECTED DATA (IN OUR HERTZIAN INTELLIGENCE) TO GENERATE AND PROVIDE ESTIMATES OF APP PERFORMANCE TO SUBSCRIBERS OF OUR HERTZIAN INTELLIGENCE SERVICE.
Specifically, we may access and include your Collected Data in the pool of data used by our Hertzian Analytics to generate and provide estimates, including across publishers, industries, geographies and marketplaces, to subscribers of Hertzian Analytics. Subscribers to Hertzian Analytics never receive your specific set of Collected Data in an identifiable form. You hereby acknowledge and consent to the use of your Collected Data in this manner by using Hertzian Intelligence.
FOR THE AVOIDANCE OF DOUBT, THE ESTIMATES GENERATED BY OUR HERTZIAN ANALYTICS (AND MADE AVAILABLE TO OTHERS) MAY INCLUDE ESTIMATES OF YOUR GAMES / DIGITAL GOODS / PRODUCTS. These estimates are derived from aggregated pools of information that may include your Collected Data. Because they are generated by our Hertzian Analytics from aggregated pools of information and are only estimates, we consider these estimates regarding your data to be non-identifiable even though (a) the estimates may be very similar to the actual performance data you provide as part of your Collected Data
If you have any questions about the foregoing, please contact us at email@example.com.
Except as described herein, your specific set of Collected Data will not be provided to a third party in an identifiable form without your consent, unless we conclude that it is required by law, such as to comply with a subpoena or similar legal process, or when we believe in good faith that disclosure is necessary to protect our rights, implement a change of control transaction, protect your safety or the safety of others, investigate fraud, or respond to a government request.
You understand and agree that Hertzian Analytics may not be sponsored or endorsed by any third parties accessible through Hertzian Analytics.
In addition to the foregoing, you hereby grant us a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, sub licensable and transferable right to use your Collected Data for internal purposes to operate and improve our Services (including Hertzian Analytics) for you and other customers, and to build and operate new services and products.
C. Information Security.
We understand that the use of Hertzian Analytics requires statistical ata to be stored on our servers, and that steps must be taken to ensure this data stays private.
While using Hertzian Analytics, all data that is transferred between your computer and our servers is encrypted with Secure Socket Layer (SSL) technology.
D. Disclaimer of Warranties and Limitation of Liability
HERTZIAN ANALYTICS IS PROVIDED “AS IS.” TO THE FULLEST EXTENT PROVIDED BY LAW, WE HEREBY EXCLUDE AND DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, RELATED TO HERTZIAN ANALYTICS, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF HERTZIAN ANALYTICS WILL BE UNINTERRUPTED OR ERROR-FREE.
We attempt to have Hertzian Analytics available and operating effectively at most times but cannot guarantee that it will always be available. Hertzian Analytics may become unavailable for a number of reasons, including, without limitation, the performance of maintenance, the implementation of new software, in emergency situations and/or due to equipment or telecommunications failures. While we attempt to prevent any loss of data, we do not provide any guarantee against any loss of data, including, without limitation, any loss of data due to equipment or telecommunication failures. We do not guarantee complete accuracy in all aspects of Hertzian Analytics at all times. Features of Hertzian Analytics contingent on Sources are not guaranteed to always be available and are dependent on the Sources’ technologies and policies.
YOU EXPRESSLY ACKNOWLEDGE THAT HERTZIAN DISCLAIMS ANY LIABILITY FOR DAMAGES INCURRED BY YOU AS A RESULT OF SANCTIONS IMPOSED BY THIRD PARTIES (INCLUDING, WITHOUT LIMITATION, SUSPENSION OF YOUR USE OF A SOURCE) BECAUSE OF YOUR USE OF HERTZIAN ANALYTICS. YOU AGREE THAT WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY MODIFICATION, SUSPENSION, OR DISCONTINUANCE OF HERTZIAN ANALYTICS. YOU AGREE THAT WE HAVE NO LIABILITY WITH RESPECT TO ANY APPLICATIONS YOU PUBLISH OR DISTRIBUTE.
E. Indemnification for Hertzian Analytics
You agree to indemnify and hold us, our directors, officers, employees and suppliers harmless to the fullest extent of applicable law from any claim, action, demand, loss, liability, damage, cost or expense (including, without limitation, legal fees) arising from or in connection with (i) your breach of these Analytics Terms, (ii) your violation of any laws or regulations or third-party rights (such as intellectual property or privacy rights), (iii) any content you have submitted to or through Hertzian Analytics or (iv) any dispute you have or may have with other users or any third party.
If you access Hertzian Analytics via API, the following provisions also apply:
Subject to these Analytics Terms, we grant you a limited, personal, non-sub licensable, non-transferable, royalty-free, non-exclusive license to: (1) use our APIs to build software applications (each, an “Application”) that communicate with the Services and (2) display our brand, logo and links to playerxp.co.uk to promote or advertise your API integration.
You may not use our brand, logo or any links in any way that suggests, directly or indirectly, that you or the Application is sponsored, approved by, or affiliated in any way with Hertzian Ltd.
We reserve the right to modify the API and to release subsequent versions of the API. You may be required to obtain and use the most recent version of the API in order to maintain functionality.
We may suspend or terminate your use of the API at any time, for any reason, without notice or liability to you.
You agree to limit access to the API (and any derived information) to employees involved in building your Application and to apply and implement in the Application at least the same level of security used to protect your own most confidential information.
You agree to provide us with access to your Application and/or other materials related to your use of the API as reasonably requested by us to verify your compliance with these Analytics Terms. Hertzian reserves the right to monitor your use of the API and/or impose limits on certain API features and services.
You understand that we are in no way obligated to provide you with any error correction or support, or otherwise maintain the API.
Except as expressly and unambiguously authorized under these Terms, you agree not to:
- Access the API with credentials other than your own.
- Provide a service that offers access to the API where you require an PlayerXP User ID and password, or any information derived from an PlayerXP User ID or password.
- Disclose (or allow access to) the API (or any information derived from it) to any third-party.
- Charge any fee or other consideration for any part of the API (or information derived from it), anyApplication, or any related intellectual property.
- Copy, distribute, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer or decompile (except to the limited extent expressly authorized by applicable statutory law), modify, extend, subset or superset any part of the API.
- Use the API to create an Application that offers or promotes services that damage, disparage or negatively affect us or our licensors, licensees, affiliates or partners.
- Restrict or inhibit any user from using and enjoying our Sites, Services or API.
- Circumvent or modify any access keys or other security mechanism employed by Hertzian or the API.
- Use the API in violation of any applicable law.
Violation of any of the foregoing is grounds for termination of your right to use or access the API.
YOU SHOULD REVIEW THESE TERMS IN ACCORDANCE WITH YOUR COMPANY’S POLICIES TO CONFIRM THAT YOUR PROVISION OF CONSENT IS WITHIN YOUR AUTHORITY AND CONSISTENT WITH YOUR COMPANY’S POLICIES REGARDING YOUR COLLECTED DATA.
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