TERMS OF USE

1. WHO WE ARE

The Iconic Deo Volente Corporation, dba FaceOff, is a Delaware registered Corporation in the USA; WeWorks Office, 404 5th Ave, New York, NY, 10018

2. APPLICABILITY OF THESE TERMS

By using and/or visiting any section (including sub-domains) of www.gofaceoff.com (the "Website") and/or registering on the Website, you agree to be bound by these Terms of Use ("Terms"); and the game rules applicable to our challenging or gaming products, and are deemed to have accepted and understood all the Terms.

Please read the Terms carefully and if you do not accept the Terms, do not use the Website. The Terms shall also apply to all challenging or gaming via mobile phones including downloadable applications to a mobile phone (as if references to your use of the Website were references to your use of our telephone challenging and/or mobile phone challenging applications).

3. AMENDMENTS TO THESE TERMS

We may need to change these terms from time to time for a number of reasons. All changes will be published on the website. The most up-to-date terms will be available on the website. Therefore, you should review these terms from time to time, and before using the website. Any updated terms will be effective upon reasonable notice after posting, or such later date as may be specified. If any change is unacceptable to you, you should cease using the website and/or close your account. If, however, you continue to use the website after the date on which the changes to the terms come into effect, you will be deemed to have accepted those changes and the updated terms.

4. LEGALITY OF THE USE OF THE WEBSITE AND THE SERVICES

The right to use some of the websites products may be restricted by laws in certain countries. You are responsible for determining whether your use of the website is compliant with applicable laws in your jurisdiction and you warrant to us that social and skill gaming is not illegal in the territory where you are currently located. wwwGoFaceOff.com will only be accessible within the USA and access will be granted only to users who are located outside of the State list provided in section 5.

5. REGISTRATION AND USE OF YOUR ACCOUNT

In order to open an account with FaceOff, the prospective account holder (“Account Holder”) must correctly fill in the new user registration form found on the website and read and accept these terms as found on the website.

An Account Holder may open only one account, any additional accounts that are identified will be refused or closed. FaceOff may, at its own discretion and without having to provide any justification, refuse to open an account or close an existing account at any time, including but not limited to any accounts opened by minors.

During the registration process the Account Holder will be able to choose his or her log-in name and password. This password may be changed by the Account Holder at any time. This log-in name may not be changed except upon request to help@gofaceoff.com and upon approval by FaceOff.

In consideration of our accepting your application to open an account, you represent to us (and acknowledge that we rely on these representations) as follows:

You are 18 years of age or over depending on your state of residence, of sound mind and capable of taking responsibility for your own actions and that you can enter into a legally binding agreement with us.

You agree to provide accurate registration information, including (upon request) your correct date of birth, your residence address and your mobile number.

You agree to inform us of any changes in such details.

You are the person whose details are provided in connection with your registration.

You are acting on your own behalf and not as an agent on behalf of a third party.

You are not an undischarged bankrupt or in a voluntary arrangement with your creditors.

It is your responsibility to keep your contact details up to date on your account. Failure to do so may result in you failing to receive important account-related notifications and information from FaceOff, including changes we make to FaceOff's Terms.

FaceOff reserves the right to request proof-of-age and/or address documentation from any applicant or customer at any time, including but not limited to, before being able to claim any prize won on the Website; you are entirely responsible for complying (and that you comply) with your own local, national, federal or state laws concerning gaming prior to opening an Account, placing any challenges ("Challenges") or using our services.

For various legal and/or commercial reasons we reserve the right to limit (to the extent within our control) the range of services offered to customers based in certain jurisdictions (“Restricted Territories”). The Restricted Territories may be changed by us from time to time with or without notice and those changes reflected within the offered services.

Non US residents as well as legal residents of Arizona, Delaware, Florida, Illinois, Indiana, Iowa, Louisiana, Maryland, Montana, Nevada, New York, North Dakota, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Washington are ineligible to open an account with the Website and/or use any of the services offered on the Website.

By accessing or using the Website and our services you also represent and warrant that your activities are lawful in every jurisdiction where you access or use the Website or our services. The availability of our Website or services does not constitute an offer, solicitation or invitation by us for the use of our Website or services in any jurisdictions in which such activities are prohibited by law. FaceOff shall not be liable for any breach of any national, federal, state, local or provincial laws that may occur as a result of your using the Website.

In the event that you are found to have breached any of the above terms:

We may cancel any challenge you may have placed.

We may refer the matter to the police or any other appropriate regulatory authority.

We may suspend or terminate your account at any time.

We may ask you to provide additional information or documentation to refute any suspension or termination we place on your account that includes the forfeit of any prizes won.

6. THIRD-PARTY PROVIDERS

FaceOff does not accept any liability in respect of any third-party feeds, commentaries and content including but not limited to match information such as scheduled event start times and results.

FaceOff does not allow any employee, anyone else in any way connected to such an employee or anyone otherwise connected to a third-party service provider (to be determined at FaceOff's absolute discretion) to challenge on any market or event where the third-party service provider is providing a service to FaceOff. FaceOff will void any challenge where it determines at its absolute discretion that such challenging has taken place. FaceOff reserves the right to close the related user account(s).

Where the Website contains links to third-party websites and resources these links are provided for your information only. FaceOff has no control over the content of these sites or resources, and accepts no liability for them or for any loss or damage that may arise from your use of them. The inclusion of a link to a third-party website does not constitute an endorsement of that third party's website, product or services (if applicable).

7. VIRTUAL ITEMS

The website may allow you to obtain, purchase or earn virtual items, including but not limited to virtual coins, tokens, or points all for use on the Website (“FaceOff Chips”); and (b) virtual products and benefits (such as avatars and emojis) (“Virtual Goods”) (FaceOff Coins and Virtual Goods shall be collectively referred to as "Virtual Items”). You may receive for free a certain number of FaceOff Chips when you first become an Account Holder. FaceOff also provides you the opportunity to purchase Virtual Items through the website for a fee using real money. Your purchase of any Virtual Items is final and is not refundable. Prices and availability of Virtual Items are subject to change without notice.

You may also earn Virtual Coins through activities within the website. For example; by winning challenges that you place on the website. You can use Virtual Coins to place challenges, to purchase Virtual Goods, or to participate in other activities that may be offered on the website excluding skill-based games.

Notwithstanding the foregoing, Virtual Items have no real world value and cannot be redeemed (from us or any other party) for real money, goods or other items of monetary value, including in the event that you have unused Virtual Items remaining in your account at any time your account is closed (whether by you or by us). All sales of Virtual Items are final. No refunds will be given, except in our sole and absolute discretion.

You also agree that you will only obtain Virtual Items from us and not from any third party. Virtual Items may only be purchased and held by legal residents of countries where access to and use of FaceOff is permitted.

By acquiring or purchasing Virtual Items, Account Holders have obtained a limited and revocable license to a digital product for use only in the website. This license is personal to the Account Holder, and thus Virtual Items may not be sold, transferred, assigned, gifted, traded or sublicensed (including for monetary exchange or for any other value) and are not transferable upon death, as part of a domestic relations matter or otherwise by operation of law. Virtual Items are not the Account Holder’s personal property and have no real world monetary or cash value. Virtual Items may be revoked at any time by FaceOff. When you purchase a license from us to use Virtual Items, the performance of our services begins immediately once your purchase is complete. Account Holders may not combine, transfer or share Virtual Items with other Account Holders.

Any attempt to transfer, sell or perform other action related to Virtual Items in violation of these Terms may subject the Account Holder to termination of his of her account, a lifetime ban from using the Website or our other products and services, and legal action. We reserve the right to take any other action or additional action we deem appropriate in our sole discretion in the event we believe (in our sole discretion) that an Account Holder has violated these provisions.

8. PLACING A CHALLENGE FACEOFF CHIPS

A challenge can only be placed by a registered Account Holder.

A challenge can only be placed over an electronic communication device such as a mobile phone or over the internet.

A challenge is deemed to have been placed only when confirmation of the acceptance of the challenging offer is received on the device or computer of the Account Holder from FaceOff.

FaceOff reserves the right to suspend a market and/or cancel any challenge at any time. When a market is suspended, any challenges entered will be rejected. FaceOff also reserves the right to cease challenging on any markets at any time without notice.

For events, where there is no official start time declared, the advertised start time of the event will be used. If, for any reason, a challenge is inadvertently accepted after an event or match has commenced, challenges will stand providing the final outcome is not known, and that no participant/team has gained any material advantage (e.g. a score, sending-off for the other team, etc.) at the time the challenge was placed. If the outcome of an event/market is known, FaceOff reserves the right to void the challenge, win or lose.

Disputes over times challenges are placed will be settled using the FaceOff’s Website transaction log; FaceOff’s system is the official timekeeping device concerning all challenges and activities related to the Services. All times stated on the Website and/or referred to by FaceOff staff relate to Coordinated Universal Time (UTC) unless stated otherwise.

If, for any reason, we are unable to validate the outcome of a particular market, all challenges will be void, unless settlement of challenges is already determined.

The Account Holder affirms that at the time he or she placed a challenge, he or she had no knowledge as to the outcome of the respective events. Challenges on games in which the Account Holder has gained access to insider information concerning the respective event(s) are not allowed. Where there is a suspicion of a violation of this rule, FaceOff retains the right to void the challenge. It also retains the right to take any further action to investigate any challenge, protect its legitimate interests and to comply with other laws and regulations.

FaceOff retains the right to decline to accept challenges or cancel challenges without providing any reason.

The list of all the challenges, their status and details are available to the Account Holder on the Website after log-in.

Should challenging on an event be stopped, the Account Holder will be refunded all FaceOff Chips used by the Account Holder for such challenge.

Should FaceOff decide to close an Account Holder's account, challenges that have already been placed and accepted will voided.

A challenge that has been placed and accepted cannot be amended, withdrawn or cancelled by the Account Holder.

A mistake regarding the details of a challenge will not influence the validity of the challenge. If the event on which the challenge has been placed is incorrect, then this will automatically void the challenge.

When the Account Holder places a challenge, he or she acknowledges that he or she has read and understood in full all of the Terms regarding the challenges offered by FaceOff as stated on the Website.

When the Account Holder places a challenge, he or she recognizes that unless other users back his or her challenge, the challenge will not be matched and therefore he or she cannot win the attempted challenge, even if the outcome of the event is as predicted.

FaceOff manages the Account Holder's account, calculates the available FaceOff Chips, the pending FaceOff Chips, the challenging FaceOff Chips as well as the amount of FaceOff Chips won by a winning Account Holder. Unless proved otherwise, these amounts are considered as final and are deemed to be accurate. FaceOff’s decisions regarding the deduction and crediting of FaceOff Chips to any Account Holder are final and binding. FaceOff Chips credited to an Account Holder’s account that are subsequently determined to be invalid for any reason are subject to disqualification and will be removed from the Account Holder’s account.

The Account Holder is fully responsible for all challenges he or she places on the Website. FaceOff will never question the Account Holder about the relevance of the challenges they wish to place and will not be held responsible for mistakes that could have been made during the placing of such challenges, including the stake or odds of the challenge.

FaceOff Chips won through a challenge will be credited into the Account Holder's account after the final result of the event and challenge are confirmed. However, FaceOff reserves the right to set aside any FaceOff Coin winnings should there be investigations into the result of an event caused by a suspicion of criminal activities that may have affected the result of the event and related challenge(s). If the irregularity is confirmed, then FaceOff retains the right to void any related challenges and purported FaceOff Coin winnings associated therewith.

Should FaceOff become aware that an Account Holder has placed a number of challenges from different accounts he or she has irregularly opened, all challenges from all such accounts will be voided. FaceOff retains the right to take further action as deemed necessary.

9. RESULTS AND EVALUATION OF CHALLENGES

The challenge, once settled, will be governed by the version of Terms valid at the time of the challenge being accepted.

FaceOff Chips won from settled challenges and not otherwise used for any Skill-based contest as set out in section 11 are added to the account balance of the winning Account Holder. Any FaceOff Chips credited to an account in error are not available for use, and FaceOff reserves the right to void any transactions involving such FaceOff Chips and/or withdraw the relevant FaceOff Chips from your account and/or reverse the transaction, either at the time or retrospectively.

FaceOff reserves the right to withhold crediting of any FaceOff Chips and to declare challenges on an event void if we have evidence that the following has occurred: (i) the integrity of the event has been called into question; (ii) the odds price(s) has been manipulated; or (iii) match-rigging has taken place. Evidence of the above may be based on the size, volume or pattern of challenges placed with FaceOff. A decision given by the relevant governing body of the sport or activity in question (if any) will be conclusive. If any Account Holder owes any money to FaceOff for any reason, we have the right to take that into account before crediting any FaceOff Chips to that customer.

Where there is evidence of a series of challenges each containing the same selection(s) having been placed by or for the same individual or syndicate of individuals, FaceOff reserves the right to make challenges void.

10. SPECIAL RULES FOR SPECIFIC GAMES AND CHALLENGES

FaceOff facilitates challenges between Account Holders as displayed on the gaming platform. All such challenges are subject to the rules specific to each relevant event as maybe set out on the Website and amended from time to time, and it is the responsibility of all Account Holders to make themselves aware of all such rules to the extent that it is relevant to any challenges they place.

11. SKILL-BASED CONTESTS

From time to time, the Website may provide some or all Account Holders the opportunity to use FaceOff Chips to enter skill-based contests. The eligibility requirements for such skill-based contests, the number of FaceOff Chips needed to enter, and any prizes awarded will be determined by FaceOff in its sole discretion and be posted on the Website or otherwise communicated to Account Holders. Account Holders may determine in their own discretion whether they wish to enter such skill-based contests, which may award either Virtual Items and/or prizes of real-world value. Prizes available for any skill-based contest will be awarded solely based upon the Account Holder successfully completing the required skill(s) of such skill-based contest, and are therefore not awarded based upon Account Holder’s challenges based upon any event or any other reason. If Account Holders elect to enter a skill-based contest, the required number of FaceOff Chips will be deducted from their account.

FaceOff’s decisions regarding the deduction of FaceOff Chips from any Account Holder or awarding of prizes from any skill-based contest are final and binding. Prizes awarded to an Account Holder that are subsequently determined to be invalid for any reason due to the Account Holder’s inappropriate action or violation of these Terms are subject to revocation.

Any withdrawals under $5 will be subject to a surcharge for transaction fees.

Users who have won a social contest will be given no less than 14 days to select their option to submit won FaceOff Chips in exchange for leaderboard points, should this time elapse, the users won coins will automatically be transferred into their wallet as the total amount of won FaceOff Chips

Users who have been invited into a skill based game to redeem points will have no less than 14 days to complete their skill based game, should this time elapse the option to play this game will be terminated and the points will be re-submitted on the leaderboard.

12. NO WARRANTY

To the fullest extent permissible by law, FaceOff disclaims any and all warranties, expressed or implied, in connection with the Website or our services or the functions made accessible through them, or the security associated with the transmission of information transmitted to or from FaceOff through the Website. The Website and our services are provided to you "as is" and we provide you with no warranty or representation whatsoever regarding its quality, fitness for purpose, completeness or accuracy, non-infringement, title, custom, trade, quiet enjoyment, system integration and freedom from computer virus.

Regardless of our efforts to provide you with service of the highest quality, safety and security, we make no warranty that the Services will be uninterrupted, timely or error-free, that defects will be corrected or that the Website shall be free from viruses, bugs or other contaminants.

FaceOff reserves the right to suspend, discontinue, modify, remove or add to our services in its absolute discretion with immediate effect and without an obligation to provide you with notice where we consider it necessary to do so, including (for example) where we receive information that you have entered into any self-exclusion agreement with any social gaming provider or where we deem it necessary for the management, maintenance or update of the Website and we shall not be liable in any way whatsoever for any loss suffered as a consequence of any decision made by FaceOff in this regard.

13. LIMITATION OF LIABILITY

FaceOff does not accept any liability for any damages, liabilities or losses which are deemed or alleged to have arisen out of or in connection with the Website or its content (including delays or interruptions in operation or transmission, loss or corruption of data, communication or lines failure, any person's misuse of the Website or its content or any errors or omissions in content).

While FaceOff endeavors to ensure that the information on the Website is correct, FaceOff does not warrant the accuracy or completeness of the information and material on the Website. The Website may contain typographical errors or other inaccuracies, or information that is out of date. FaceOff is under no obligation to update such material. The information and material on the Website is provided "as is", without any conditions, warranties or other terms of any kind. Accordingly, to the maximum extent permitted by law, FaceOff provides you with the Website on the basis that FaceOff excludes all representations, express or implied warranties, conditions and other terms which, but for these Terms, might have effect in relation to the Website.

FaceOff shall not be liable, in contract, tort (including negligence) or for breach of statutory duty or in any other way for any of the following (whether incurred directly or indirectly):

loss of profits;

loss of business;

loss of revenue;

loss of data;

injury or death

loss of goodwill or reputation; or

any special, indirect or consequential losses, whether or not such losses were within the contemplation of the parties at the date of these Terms.

THE FOREGOING LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE WEBSITE OR ANY LINKS ON THE WEBSITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE WEBSITE OR ANY LINKS ON THE WEBSITE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Nothing in this section shall limit FaceOff's liability to credit the Account Holder with FaceOff Chips won through challenges, other Virtual Items earned or purchased, or prizes won through skill-based or other sums properly owing to it, subject always to the Terms set out herein and the maximum stake amounts or winnings on products.

Nothing in these Terms shall exclude or limit FaceOff's liability for:

death or personal injury caused by the User's negligence;

fraud or fraudulent misrepresentation; or

any liability which cannot be excluded or limited under applicable law.

Some jurisdictions limit or do not allow the disclaimer of implied or other warranties, so the above disclaimer or limitation of liability may not apply to the extent such jurisdiction’s law is applicable to these Terms.

14. THIRD-PARTY OBLIGATIONS

You confirm and acknowledge that your use of the Website and the services provided by FaceOff is for online social entertainment purposes only. You understand and confirm that FaceOff is not responsible for any Third-Party Provider and any agreement between you and a Third-Party Provider does not form part of these Terms between you and FaceOff. You agree and confirm that in no circumstances will FaceOff be responsible for the conduct of or provision of services by a Third-Party Provider.

You confirm and acknowledge that any agreement between you and the Third-Party Provider is not a contract to which FaceOff is a party and therefore FaceOff is not liable for any element of the relationship between you and the Third-Party Provider.

15. INDEMNITY

The Account Holder agrees fully to indemnify, defend and hold FaceOff, its parent company, subsidiaries and affiliates, and their officers, directors, employees, agents and suppliers (collectively, the “ FaceOff Parties”), harmless immediately on demand, from and against all claims, liabilities, damages, losses, costs and expenses, including legal fees, arising out of: (a) any breach or alleged breach of these Terms by the Account Holder; (b) any other liabilities arising out of the Account Holder's use of the Website and the services or use by any other person accessing the Website using the Account Holder's details; (c) any breach or alleged breach of Account Holder’s warranties or representations including, but not limited to, the representations that the Account Holder is not a citizen or a resident of a country which prohibits such gaming activities nor will they use these Services from a jurisdiction where such challenging activity is prohibited by law; (d) losses and any actual or alleged wrongdoings and/or fraud by the Account Holder or group of Account Holders acting in concert or as a syndicate. "Wrongdoings and/or fraud" will include but not be limited to attempts to breach the single-account-per-user rule, hacking, use of artificial intelligence or bots, providing false personal information, and/or any actions and/or omissions which FaceOff reasonably deems to be a fraud and/or wrongdoings; (e) the Account Holder’s violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any government and quasi-governmental authorities, including without limitation, all regulatory, administrative and legislative authorities; (f) information or material transmitted through the Account Holder’s computer or other device used to access the Website, even if not submitted by the Account Holder, that infringes, violates or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy or other right of any person or defames any person; (g) any misrepresentation made by the Account Holder; or (h) the FaceOff Parties’ use of the Account Holder’s information.

The Account Holder will cooperate as fully required by the FaceOff Parties in the defense of any claim. Notwithstanding the foregoing, the FaceOff Parties retain the exclusive right to settle, compromise and pay any and all claims, demands, proceedings, suits, actions or causes of action which are brought against them herein under the terms and provisions of this Section. The FaceOff Parties reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by the Account Holder, and the Account Holder will not in any event settle any claim without the prior written consent of a duly authorized employee of the FaceOff Parties.

16. TRANSFER

You may not assign or otherwise transfer any of your rights or obligations under these Terms and/or these Terms to any third party. FaceOff may assign or otherwise transfer any of our rights and/or obligations under these Terms and/or these Terms to a third party.

17. THIRD-PARTY CONTENT

The Website provides content from other Internet sites or resources ("Third Party Content") and while FaceOff takes all reasonable steps to ensure that material included on the Website is correct, reputable and of high quality, FaceOff does not make any warranties or guarantees in relation to Third-Party Content and will not be held liable by the Account Holder for any such Third-Party Content. If FaceOff is informed of any inaccuracies in the Third-Party Content contained on the Website, it will attempt to correct the inaccuracies as soon as it reasonably can.

FaceOff makes no representations or warranties regarding any websites linked to the Website ("Linked Sites"), the entities which operate the Linked Sites or which feature on the Linked Sites. FaceOff will not accept liability for any loss (including any indirect or consequential loss) or damage the Account User may suffer directly or indirectly as a result of using any of the Linked Sites or relying on any material contained therein. The Account User acknowledges that the Site's access to and use of any of the Linked Sites is entirely at their own risk.

The FaceOff website contains various Licensed Materials provided by third parties. Use of these Licensed Materials is solely for non-commercial purposes and shall specifically exclude, without limitation, consumers that would reasonably be expected to have a commercial or business use for the Licensed Materials, such as professional sports teams, professional sports leagues, agents and republishers (book publishers, magazines, television, radio, etc.)

18. THIRD-PARTY RIGHTS

Except insofar as these Terms expressly provide that a third party may in their own right enforce a term of these Terms, a person who is not a party to these Terms has no right under local law or statute to rely upon or enforce any term of these Terms.

19. SETTLEMENT OF DISPUTES

In the first instance, any disputes should be referred to our customer services team for resolution by emailing help@goFaceOff.com.

Thereafter our internal review mechanisms will be used to investigate a complaint from you. We will keep you up to date with our investigations. We will deal with all complaints as soon as reasonably practicable.

Disputes should be referred to us as soon as possible and not later than seven days after the incident relating to the relevant dispute.

If you are an Account Holder in the United States, the following shall apply if any dispute between you and FaceOff cannot be resolved:

(a) ARBITRATION. You understand and agree that all claims, disagreements, disputes or controversies between you and any faceoff parties and/or related companies arising out of or relating to the website or the services, the use or access thereof, or these terms shall be resolved by final and binding arbitration, which must be commenced within one (1) year after such claim or cause of action arises. Because the website provided by faceoff concerns interstate commerce, the U.S. federal arbitration act ("faa") governs the arbitrability of all disputes. The arbitration shall take place in New York, New York. USA. The arbitration shall be administered by the American Arbitration Association (“aaa”) in accordance with title 9 of the us code (united states arbitration act) under the aaa’s commercial dispute resolution procedures as supplemented by the supplementary procedures for consumer-related disputes (and as stated therein, if there is a difference between the commercial dispute resolution procedures and the supplementary procedures, the supplementary procedures will be used). You and we voluntarily and knowingly waive any right you or we have to a jury trial.

(b) no class actions. Neither you nor we shall be entitled to join or consolidate claims in arbitration by or against other users/consumers or arbitrate any claim as a representative or member of a class or in a private attorney general capacity.

20. NOTICES

Any notice FaceOff gives to the Account Holder (save as otherwise set out herein) will be sent to the email address that the Account Holder provided when the Account Holder established their Account.

21. EVENTS OUTSIDE OUR CONTROL

We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by events outside our reasonable control (a "Force Majeure Event").

Our performance is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations may be performed despite the Force Majeure Event.

22. PUBLICITY

FaceOff reserves the right to publicize and promote the names, photographs, likeness, biographical information, and other details of Account Holders who win challenges and/or skill-based contests. FaceOff publishes on the Website the name and geographical location of all such winners and a condition of these Terms is that you agree to FaceOff including your name, geographic location, likeness and any other information about you available to us on the Website if you are a winner.

All media enquiries regarding FaceOff received by Account Holders must be referred to FaceOff immediately by email to Media@gofaceoff.com

Account Holders' personal data will be collected, use and processed by FaceOff in accordance with the FaceOff Privacy Policy.

23. ACCEPTABLE USE

You may use FaceOff only for lawful purposes. You may not use FaceOff:

in any way that breaches any applicable local, national or international law or regulation;

in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

for the purpose of harming or attempting to harm minors in any way;

to send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards, as set out below;

to transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation;

to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

You agree not to access without authority, interfere with, damage or disrupt:

any part of the Website;

any equipment or network on which the Website is stored;

any software used in the provision of the Website; or

any equipment or network or software owned or used by any third party.

FaceOff may from time to time provide interactive services on the Website, including, without limitation, video games, chat rooms and bulletin boards ("Interactive Services").

Where FaceOff does provide any Interactive Services, FaceOff will provide information to Account Holders about the kind of service offered, if it is moderated and what form of moderation is used (including whether it is human or automated). FaceOff will use reasonable endeavors to assess any possible risks for Account Holders from third parties when they use Interactive Services, and FaceOff will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks. However, FaceOff is under no obligation to oversee, monitor or moderate any Interactive Services FaceOff provides on the Website, and FaceOff expressly excludes any and all liability for any loss or damage arising from the use of any Interactive Services by an Account Holder in contravention of our content standards, whether the service is moderated or not. Where FaceOff does moderate Interactive Services, FaceOff will normally provide the Account Holder with a means of contacting the moderator, should a concern or difficulty arise.

Contributions by Account Holders to the Website must be accurate (where they state facts); be genuinely held (where they state opinions); not be defamatory; comply with applicable law in any country from which they are posted

Contributions by Account Holders to the Website ("Content Standards") must not;

contain any material which is obscene, offensive, hateful or inflammatory;

promote sexually explicit material;

promote violence;

promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;

provide financial advice or investment advice;

infringe any copyright, database right, trade mark or other intellectual property right of any other person, or violate any publicity, privacy or other right of any other person;

be likely to deceive any person;

be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;

promote any illegal activity;

be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety;

be likely to harass, upset, embarrass, alarm or annoy any other person;

be used to impersonate any person, or to misrepresent an Account Holder's identity or affiliation with any person;

give the impression that they emanate from FaceOff, if this is not the case;

advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement, computer misuse or financial market manipulation.

24. WITHDRAWALS

For check withdrawals over $250 we require a valid mailing address and social security number in order to file the appropriate tax forms at year end. We also may conduct checks for Terms compliance, including anti-fraud checks on playing patterns and deposits prior to processing a withdrawal, and we may request additional information before permitting a withdrawal.

Taxation

It is the policy of the Site, and in compliance with United States Internal Revenue Service regulations, FaceOff may be required to submit a Form 1099-MISC, Miscellaneous Income (Form 1099) with the Internal Revenue Service (IRS) or other appropriate form to any person who wins in excess of $600 (USD) on the Site (winnings less entry fees) in any given year. Depending on the jurisdiction in which you reside, FaceOff may require you to complete a Form W-9, Request for Taxpayer Identification Number (TIN) and Certification and/or additional tax forms. This information will be used to file the Form 1099 with the IRS.  FaceOff reserves the right to withhold (from your existing account balance and/or from future net winnings) any amount required to be withheld by law. You remain solely responsible for paying all federal and other taxes in accordance with the laws that apply in your local, state, province, and/or country of residence.

Form W-9, Request for Taxpayer Identification Number (TIN) and Certification prior to the final event. This information will be used to file a Form 1099-MISC, Miscellaneous Income with the Internal Revenue Service.

25. GENERAL

These terms and the interpretation of these Terms will be governed by and construed in accordance with the laws of the united states, without regard to its conflicts of laws principles and specifically will not be governed by the United Nations Conventions on Contracts for the International Sale of Goods, if otherwise applicable.

If any part of these Terms will be deemed unlawful, void or for any reason unenforceable, then that provision will be deemed to be severable from these Terms and will not affect the validity and enforceability of any of the remaining provisions of these Terms.

The time stamp on all records either stored in or written to the FaceOff's transactional database including but not limited to challenges (whether accepted or declined), announcements, messages and reports shall be recorded as Coordinated Universal Time (UTC).

No waiver by FaceOff of any of these Terms will be construed as a waiver of any preceding or succeeding breach of any of these Terms.

Unless otherwise expressly stated, nothing in these Terms will create or confer any rights or any other benefits in favor of any person other than the Account Holder and FaceOff.

Nothing in these Terms will be construed as creating any agency, partnership or any other form of joint enterprise between the Account Holder and FaceOff.

The "Indemnity" clause will continue in force after and despite expiry or termination (for whatever reason) of these Terms.

The Account Holder agrees to be bound by and adhere to any applicable challenge or game rules in their participation in the Website. FaceOff also reserves the right to modify such rules, including game features.

Winnings may be subject to taxation. Players should consult their own tax advisors regarding the appropriate tax treatment of their winnings and tax reporting requirements.

These Terms contain the entire agreement between the Account Holder and FaceOff relating to the Website. The Account Holder confirms that, in agreeing to accept these Terms, the Account Holder has not relied on any representation save insofar as the same has expressly been made a representation in these Terms. The Account Holder agrees that the Account Holder will have no remedy in respect of any misrepresentation which has not become a term of these Terms save that the Account Holder's agreement will not apply in respect of any fraudulent or negligent misrepresentation whether or not such term has become a term of these Terms.