Stop Streaming and start FLXing.
FLX Media, Inc. and/or its parents, affiliates and subsidiaries, including but not limited to MMA Global Holdings Corp. and Eagle FC, Inc. (collectively “FLX” “we” “our” or “us”), have agreed to provide you access to our websites, software, applications, content, products and/or services (“Products”), including for our brands “FLXcast” “Eagle Fighting Championship” “Eagle Fight Club” “Eagle FC” “Gorilla Fighting Championship” and other brands owned or licensed by us, pursuant to these Terms and Conditions of Use including any specific and/or additional terms and conditions (collectively “Agreement”) as set forth herein.
PLEASE READ THIS AGREEMENT, INCLUDING ANY SPECIFIC AND/OR SUPPLEMENTAL TERMS AND CONDITIONS CAREFULLY BEFORE USING OUR PRODUCTS. THIS AGREEMENT GOVERNS YOUR USE OF THE PRODUCTS IN GENERAL. BY USING THE PRODUCTS, YOU AGREE TO BE BOUND BY THIS AGREEMENT, INCLUDING ANY SPECIFIC AND/OR SUPPLEMENTAL TERMS AND CONDITIONS. YOUR USE OF THE PRODUCTS IS ALSO GOVERNED BY OUR PRIVACY POLICY.
ANY DISPUTE BETWEEN YOU AND US, EXCEPT DISPUTES RESOLVED IN SMALL CLAIMS COURT, IS SUBJECT TO A CLASS ACTION WAIVER AND MUST BE RESOLVED BY INDIVIDUAL BINDING ARBITRATION. PLEASE READ THE ARBITRATION PROVISION (SECTION 7 BELOW) AS IT AFFECTS YOUR RIGHTS UNDER THIS AGREEMENT.
This Agreement is a Contract Between You and Us.
Binding Contract This Agreement, including any specific and/or supplemental terms and conditions, is a contract between use and FLX Media, Inc., a Delaware corporation licensed and doing business in the State of Florida and located at 50 NW 14th Street, Miami, Florida 33136, United States of America, and its parents, affiliates and subsidiaries, including by not limited to MMA Global Holdings Corp. and Eagle FC, Inc. Other than as stated expressly herein, there are no third-party beneficiaries of this Agreement.
Agreement. You represent to us that you have read, understood, and expressly agree to be bound by this Agreement and the terms, conditions and notices contained or referenced herein, whether you have created a FLX account (and agree to this Agreement at the time you created that account) or whether you simply browse, use, or access one of the Products offered directly by FLX or through a third party (and agree to this Agreement when you browse, use or access any aspect of one of the Products).
Supplemental Terms. This Agreement governs the Products in general. More specific and/or supplemental terms and conditions may apply to some Products, including but not limited to a particular contest, software, application, promotional code, service or other activity, availability of certain merchandise, content, programs or other activities; conditions or other limitations to the Products for users under certain ages; and/or specific terms or restrictions that may accompany certain territories, programs, content, products, websites, applications or other software. Any supplemental terms and conditions are in addition to this Agreement and, in the event of a conflict, the supplemental terms will prevail over this Agreement. If you do not agree to the applicable supplemental terms and conditions disclosed, then you may not use the Products.
Amendments. We may need to make changes to any portion of this Agreement from time to time and for many reasons, including to reflect updates to the Products or changes in law. If we make a material change to this Agreement, it will be effective thirty (30) days following either our dispatch of a notice to you or our posting of the amended terms through the Products, the third party that makes Products available to you and/or at www.goflx.com. You are responsible for periodically reviewing this Agreement for updates and amendments. By continuing to use the Products, you will be deemed to have agreed to and accepted any amendments. If you do not agree to any change to this Agreement, you must discontinue using the Products. This Agreement may only be amended by an authorized officer of FLX, in writing. No person may amend or modify this Agreement orally.
Accounts. Some Products permit or require you to create an account to participate or to secure additional benefits. You agree that any information you provide and maintain is accurate, current and complete, including but not limited to your contact information for notices and/or other communications from us and your payment information. You agree not to impersonate or misrepresent your affiliation with any person or entity, including using another person’s username, password or other account information, or another person’s name, image or likeness, or provide false details for a parent or guardian. You agree that we may take reasonable steps to verify the accuracy of information you provide, including contact information for a parent or guardian.
Passwords and Security. You agree that you will not share your password, account or account information with others. You are responsible for taking reasonable steps to maintain the confidentiality of your username and password, and you are responsible for all activities under your account that you can reasonably control. You agree to notify us promptly of any unauthorized use of your username, password or other account information, or of any other breach of security that you become aware of involving your account or any of the Products.
Electronic Notice. You consent to receive notices, including agreements, disclosures and other communications, electronically from us at the email address you provided. You agree that these electronic notices satisfy any and all legal requirements that such communications be in writing.
Termination or Suspension. We may terminate or suspend your access to the Products and/or terminate this Agreement at any time, subject to the survival of terms as provided below, if required by law, or if we have objective reason to believe you have used the Products in violation of any provision of this Agreement or any supplemental terms and/or if you engage in or encourage infringement or any other illegal conduct as it relates to you use of the Products. In the event you are offered a free trial or trial subscription of the Products, we may terminate the free trial or trial subscription at any time.
License Grant and Restrictions.
The Products, including but not limited to movies, television shows, live and on-demand sports, entertainment or informational programming, trainers, bonus material, scripts, code, images and artwork, are our copyrighted, patented and/or trademarked property or the copyrighted, patented and/or trademarked property of our licensors, and all copyrights, trademarks, service marks, trade names, trade dress, patents and other intellectual property rights in the Products are owned by us or our licensors (who may be third-party beneficiaries of this Agreement) and protected by the copyright, trademark, patent and other laws of the United States and international treaties.
Consumer License. If one of the Products, or third party providing any Products subject to this Agreement, is configured to enable the use of software, content, virtual items or other materials owned or licensed by us, we grant you a limited, non-exclusive, non-sublicensable, non-transferable license to access and use in the United States such software, content, virtual item or other material for your personal, non-commercial use only, only for as long as the Products are made available to you by us or an authorized third party, and only in accordance with this Agreement and/or the specific terms that apply to that Product, with no right to reproduce, distribute, communicate to the public, make available to the public or transform any Product, in any media formal or channel now known or hereafter devised (except as may be expressly described or contemplated within the Product). This is a license agreement and not an agreement for sale or assignment of any rights in the Products. Except as we specifically agree in writing, no element of the Products may be used or exploited in any way other than as part of the authorized Product made available to you. You may own the physical media on which elements of the Products are made available to you, but we retain full and complete ownership of all intellectual property. We do not transfer title to any portion of our websites, software, applications, content, virtual items or other materials and/or services to you. Likewise, the purchase of a license to use any of the Products does not create an ownership interest in our websites, software, applications, content, virtual items or other materials and/or services.
Restrictions on Your Use of Our Products. You agree, as a condition of your license, that you will not:
i. circumvent or disable any content protection system or digital rights management technology used in
connection with the Products);
ii. rebroadcast, transmit or perform the Products;
iii. create derivative works of the Products or any part thereof, except as and only to the extent
that any foregoing restriction is prohibited by applicable law;
iv. move, decompile, reverse-engineer, disassemble or otherwise reduce to human-readable form the
Products and/or the video players, underlying technology, any digital rights management mechanism,
device or other content protection or access control measure incorporated into the video players;
v. modify any of the Products, including but not limited to, by removing identification, copyright or
other proprietary notices from the Products or by framing, mirroring or utilizing similar techniques
or technologies;
vi. access or use the Products in a manner that suggests and association with our Products, services
and/or brands;
vii. use any of the Products for any commercial or business related use or build a business utilizing
the Products, whether or not for profit;
viii. bypass, modify, defeat, tamper with or circumvent any of the functions or protections of the
Products;
ix. access, monitor or copy, or permit another person or entity to access, monitor or copy, any
element of the Products using a robot, spider, scraper or other automated means or manual process
without our express written permission;
x. damage, disable, overburden or impair the Products;
xi. use the Products in any unlawful manner, for any unlawful purpose, or in any manner inconsistent
with this Agreement; and
xii. allow third parties to violate the above restrictions.
Violation. Any attempt to perform any of the restricted actions listed above is a violation of our rights and/or the intellectual property rights holder.
Export Controls. You may not access or use the Products in violation of United States export control and economic sanctions requirements. By acquiring services, content or software through the Products, you represent and warrant that your access to and use of the services, content or software will comply with those requirements.
Usage Rules.
Changes to the Products. The Products are consistently evolving and will change over time. We reserve the right to make such changes or, if necessary, discontinue Products. If required by law, we may also need to suspend, restrict or terminate your access to Products.
Third-Party Services or Platforms. The Products may integrate, be integrated into, or be provided in connection with third-party websites, services, applications, platforms and/or content. We do not control those third-parties or the products they make available. You should read the terms of use agreements and privacy policies that apply to such third-party products. If you access the Products with an Apple iOS, Android or Microsoft Windows-powered device or Microsoft Xbox One, then Apple Inc., Google, Inc. or Microsoft Corporation, respectively, shall be a third-party beneficiary to this Agreement. However, these third-party beneficiaries are not a party to this Agreement. You agree that your access to the Products using these devices also shall be subject to the usage terms set forth in the applicable third-party beneficiary’s terms of service. You represent to us that you have read and agreed to those terms.
Internet, Browser and System Requirements. You may need a high speed internet connection and/or minimum system and/or browser requirements to access and use certain aspects of the Products. You are required to review the minimum requirements necessary for use of the specific Product.
Mobile Networks. When you access the Products through a mobile network, your network or roaming provider’s messaging, data and other rates and fees will apply. Downloading, installing or using certain Products may be prohibited or restricted by your network provider and not all Products may work with your network provider or device.
Consent to Messages. When you use the Products, you may be given the opportunity to consent to receive communications from us though email, text and/or mobile push notifications. Standard text and calling rates will apply. You agree that texts, calls or pre-recorded messages may be generated by automatic telephone dialing systems. You can opt out of promotional communications by following the Unsubscribe directions for emails, through the settings of the Products or, if via text message, by replying thereto with the word STOP. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE PRODUCTS.
App Permissions. When you use the Products, you may grant certain permissions to us for your device and/or accounts. Most mobile device platforms provide additional information regarding these permissions and how, if possible, to change your permission settings. By downloading, installing or using the Products, you agree to receive automatic software updates (as applicable).
Informational and Entertainment Purposes. You understand that the Products are for your personal, non-commercial use and are intended for informational and entertainment purposes only; the content available does not constitute legal, financial, professional, medical or healthcare advice or diagnosis and cannot be used for such purposes.
Commercial, Marketing or Branding Use Prohibited. Except as expressly licensed, we do not allow uses of the Products or our other intellectual property that are commercial or business-related, including used in marketing or branding, or which advertise or offer to sell or promote products or services (whether or not for profit) or that solicit others (including solicitations for contributions or donations).
Malware. You agree not to knowingly or recklessly introduce a virus or other harmful component, or otherwise tamper with, impair or damage any Product or connected network, or interfere with any person’s or entity’s use or enjoyment of any of the Products. You agree not to modify a Product to create an advantage for one user over another.
Affiliate Advertising Programs. We are a participant in affiliate advertising programs designed to provide a means for websites, apps or services to earn advertising fees by advertising and linking to third-party retail sites. For further information, please refer to our Privacy Policy.
International Shipping and Customs. When ordering goods for delivery to countries other than the country where the seller is located, you may have to pay import duties and taxies levied. These and any additional charges for customs clearance must be borne by you. You are responsible for assuring the goods can be lawfully imported to the destination country. When ordering from us, the recipient is the importer of record and must comply with all laws and regulations of the destination country.
Free Trial Access. You understand and agree that if we offer you free trial access to our Products, that access can be terminated by us at any time and for any reason. If we intend to charge you for future access to the Products, you will be notified of that intention and asked to provide a method of payment in order to continue accessing the Products.
Contests, Sweepstakes and Promotions.
Contests, sweepstakes and other similar promotions that you enter on a Product or in connection with the Products integrated with a third-party website, service, application, platform, and/or content (“Promotions”) may be subject to official rules and/or conditions that are supplemental to this Agreement, and which may provide details governing the Promotion such as eligibility requirements, entry instructions, deadlines, prize information and restrictions. If you wish to participate in any Promotion, please first review the applicable Promotion official rules and/or conditions. If a Promotion’s official rules and/or conditions conflict with this Agreement, the provisions contained in the official rules and/or conditions govern and control the Promotion. Your entry into a Promotion constitutes User Generated Content and is subject to all provisions of this Agreement that govern your submission and our use of your User Generated Content.
Disclaimers and Limitation on Liability.
THE PRODUCTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES NOT EXPRESSLY SET OUT IN THESE TERMS TO THE FULLEST EXTENT PERMITTED BY LAW.
PLEASE REFER TO THE HELP SECTION OF THE APPLICABLE PRODUCT FOR ASSISTANCE IF A PRODUCT IS NOT WORKING PROPERLY. It is your responsibility to ensure you follow installation instructions, have the minimum system requirements, update software as recommended, and consult our customer service resources if you encounter a problem with the Products.
We shall not be liable for delay or failure in performance for causes beyond our control or any other damage which does not result from a breach of our obligations under this Agreement.
We are not liable for business losses. We only supply Products for your personal, non-commercial, and domestic use. If you use the Products for any other purpose we will have no liability to you for any loss of profit, loss of business, business interruption, loss of business opportunity, or similar loss.
WE ARE NOT RESPONSIBLE FOR ANY LACK OF FUNCTIONALITY OR FAILURE TO PROVIDE ANY PART OF THE PRODUCTS, OR ANY LOSS OF CONTENT OR DATA THAT IS DUE TO: YOUR EQUIPMENT, DEVICES, OPERATING SYSTEM OR INTERNET CONNECTION; OR YOUR FAILURE TO COMPLY WITH SPECIFIED COMPATIBILITY REQUIREMENTS.
WE SHALL NOT BE LIABLE TO YOU FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS AND PROPERTY DAMAGE, EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, NOR SHALL WE BE HELD LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND OUR REASONABLE CONTROL.
IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED ONE THOUSAND U.S. DOLLARS (US $1,000).
Submissions, User Generated Content, DMCA Takedown Notices.
Submissions and Unsolicited Ideas Policies. It is our policy that we will not accept or consider unsolicited creative ideas, suggestions or materials. In conjunction with anything you submit to us, whether or not solicited by us, you agree that creative ideas, suggestions or other materials you submit are not being made in confidence or trust and that no confidential or fiduciary relationship is intended or created between you and us in any way, and that you have no expectation of review, compensation or consideration of any type.
B. User Generated Content. The Products may ask for or allow you to communicate, submit, upload or
otherwise make available text, chats, images, audio, video, contest entries or other content (“User
Generated Content”), which may be accessible and viewable by the public. Access to these features may be
subject to age restrictions. Whether a Product made available by us or in connection with Products
appears on our websites, services and/or platforms or is integrated with a third-party website, service,
application, and/or platform, you may not submit or upload User Generated Content that is defamatory,
harassing, threatening, bigoted, hateful, violent, vulgar, obscene, pornographic, or otherwise offensive
or that harms or can reasonably be expected to harm any person or entity, whether or not such material
is protected by law.
In most instances, we do not claim ownership of your User Generated Content; however, you grant us
a non-exclusive, sublicensable, irrevocable and royalty-free worldwide license under all copyrights,
trademarks, patents, trade secrets, privacy and publicity rights and other intellectual property rights
for the full duration of those rights to use, reproduce, transmit, print, publish, publicly display,
exhibit, distribute, redistribute, copy, index, comment on, modify, transform, adapt, translate, create
derivative works based upon, publicly perform, publicly communicate, make available, and otherwise
exploit such User Generated Content, in whole or in part, in all media formats and channels now known or
hereafter devised (including in connection with the Products and on third-party websites, services,
applications, and/or platforms), in any number of copies and without limit as to time, manner and
frequency of use, without further notice to you, without attribution (to the extent this is not contrary
to mandatory provisions of applicable law), and without the requirement of permission from or payment to
you or any other person or entity. You agree that submission of User Generated Content does not
establish any relationship of trust and confidence between you and us, and that you have no expectation
of compensation whatsoever (except as may be specifically stated in the provisions of the Products in
connection with the submission, or arising from it).
You represent and warrant that your User Generated Content conforms to this Agreement and that you
own or have the necessary rights and permissions including, without limitation, all copyrights, music
rights and likeness rights (with respect to any person) contained in the User Generated Content, without
the need for payment to any other person or entity, to use and exploit, and to authorize us to use and
exploit, your User Generated Content in all manners contemplated by this Agreement; and you agree to
indemnify and hold us harmless from any claims or expenses (including attorneys’ fees) by any third
party arising out of or in connection with our use and exploitation of your User Generated Content
resulting from your breach of this Agreement. You also agree to waive and not to enforce any moral
rights, ancillary rights or similar rights in or to the User Generated Content against us or our
licensees, distributors, agents, representatives and other authorized users, and agree to procure the
same agreement to waive and not to enforce from others who may possess such rights.
To the extent that we authorize you to create, post, upload, distribute, publicly display or
publicly perform User Generated Content that requires the use of our copyrighted works, we grant you a
non-exclusive license to create a derivative work using the specifically referenced copyrighted works as
required for the sole purpose of creating such a work, provided that such license shall be conditioned
upon your assignment to us of all rights worldwide in the work you create for the duration of copyright
in the User Generated Content, in all formats and media known or unknown to date, including for use on
the Products and on third party sites and platforms. If such rights are not assigned to us, your license
to create derivative works using our copyrighted works shall be null and void.
We may monitor, screen, post, remove, modify, store and review User Generated Content or
communications sent through a Product, at any time and for any reason, including to ensure that the User
Generated Content or communication conforms to this Agreement, without prior notice to you. We may
terminate your account and access to the Products if your User Generated Content violates this
Agreement, including unlawful postings or content, without prior notice to you. We are not responsible
for, and do not endorse or guarantee, the opinions, views, advice or recommendations posted or sent by
users.
Claims of Copyright Infringement. Notifications of claimed copyright infringement and counter notices must be sent to our designated agent:
FLX Media, Inc.
Attn: General Counsel
50 NW 14th Street
Miami, Florida 33136
United States of America
Email: [email protected]
We are only able to accept notices in the languages in which this Agreement is made available by us.
We will respond expeditiously to claims of copyright infringement committed using the Products that are reported to our designated copyright agent, in accordance with the U.S. Digital Millennium Copyright Act of 1998 (“DMCA”) or, as applicable, other laws/ With respect to Products hosted in the United States, these notices must include the required information set forth in the DMCA and described in detail.
BINDING ARBITRATION AND CLASS ACTION WAIVER.
PROCEEDINGS TO RESOLVE OR LITIGATE A DISPUTE IN ANY FORUM WILL BE CONDUCTED ON AN INDIVIDUAL BASIS. Neither you nor we will seek to have a dispute heard as a class action or private attorney general action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No arbitration or proceeding can be combined with another without the prior written consent of all parties to the arbitrations or proceedings.
You and we agree to arbitrate, as provided below, all disputes between you (including any related disputes involving FLX Media, Inc., its parents, its subsidiaries or its affiliates), that are not resolved informally, except disputes relating to the ownership or enforcement of intellectual property rights. “Dispute” includes any dispute, action, or other controversy, whether based on past, present, or future events, between you and us concerning the Products and/or this Agreement, whether in contract, tort, warranty, statute, regulation, or other legal or equitable basis. You and we empower the arbitrator with the exclusive authority to resolve any dispute relating to the interpretation, applicability or enforceability of these terms or the formation of this contract, including the arbitrability of any dispute and any claim that all or any part of this Agreement are void or voidable.
In the event of a dispute, you or we must send to the other party a notice of dispute, which is a written statement that sets forth the name, address, and contact information of the party giving the notice, the facts giving rise to the dispute, and the relief requested. You must send any notice of dispute to FLX Media, Inc., Attn: General Counsel, 50 NW 14th Street, Miami, Florida 33136, United States of America. We will send any notice of dispute to you at the contact information we have for you. You and we will attempt to resolve a dispute through informal negotiation within sixty (60) days from the date the notice of dispute is sent. After that sixty (60) day period and not before, you or we may commence an arbitration proceeding. You may instead litigate a dispute in small claims court if the dispute meets the requirements to be heard in small claims court, whether or not you negotiated informally first.
If you and we do not resolve a dispute by informal negotiation or in small claims court, the dispute shall be resolved by binding arbitration before a neutral arbitrator whose decision will be final except for a limited right of appeal under the U.S. Federal Arbitration Act. YOU ARE GIVING UP THE RIGHT TO LITIGATE A DISPUTE IN COURT BEFORE A JUDGE OR JURY. Arbitration will be administered by JAMS Mediation, Arbitration and ADR Services (“JAMS”) in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “JAMS Rules”). The JAMS Rules and instructions about how to initiate an arbitration are available at www.jamsadr.com or 1-800-352-5267. Arbitration may be conducted in person, through the submission of documents, by phone, or online. Proceedings that cannot be conducted through the submission of documents, by phone, or online, will take place in Miami, Florida; provided, however, that if circumstances prevent you from traveling to Miami, Florida, JAMS may hold an in-person hearing in your hometown area. You and we agree to submit to the exclusive jurisdiction of the federal or state courts located in Miami, Florida, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The arbitrator may award damages to you individually as a court could, including declaratory or injunctive relief, but only to the extent required to satisfy your individual claim.
In accordance with the JAMS Rules, the party initiating the arbitration (either you or us) is responsible for paying the filing fee. However, if the arbitrator issues you an award of damages and: (a) that award is greater than the amount of our last written settlement offer; or (b) if we did not make a settlement offer, then in addition to paying for any JAMS Case Management Fees and all professional fees for the arbitrator’s services, we will reimburse you for the filing fees you incurred.
Except as provided above with respect to jurisdiction in Miami, Florida, nothing in this arbitration provision shall be construed as consent by us to the jurisdiction of any other court with regard to disputes, claims or controversies unrelated to the Products or this Agreement.
Additional Provisions.
Choice of Forum. You agree that any action at law or equity arising out of or relating to this Agreement that is not subject to Arbitration shall be filed, and that venue properly lies, only in the state or federal courts located in Miami, Florida, United States of America, and you consent and submit to the personal jurisdiction of such courts for the purposes of litigating such action.
Choice of Law. This Agreement is governed by and construed in accordance with the laws of the State of Florida and the laws of the United States, without giving effect to any conflict of law principles.
Severability. If any provision of this Agreement shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
Survival. The provisions of this Agreement which by their nature should survive the termination of this Agreement shall survive such termination, including but not limited to the restrictions, disclaimers, limitations, our rights to use submitted content, and rules regarding dispute resolution in Sections 2, 3, 5, 6 and 7 as well as the general provisions in this Section 8.
Waiver. No waiver of any provision of this Agreement by us shall be deemed a further or continuing waiver of such provision or any other provision, and our failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
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