TERMS OF USE

Last Revised: November 17, 2015

Sumo Fox Inc. (“SumoFox”) owns and operates the website at www.draftbeast.com (the “Website”). Your use of the Website and the ability to participate in our fantasy sports contests of skill, other content, products, services, and promotions (collectively the “Services”) are subject to these Terms of Use, our privacy policy, as applicable, (the “Privacy Policy”) and the Official Rules and Regulations for the applicable contests and promotions (the “Rules”, and together with the Terms of Use and the Privacy Policy, the “Agreements”).

Please note that all contests and promotions are held by SumoFox alone and are not affiliated or sponsored by Apple. All prizes are supplied by SumoFox and not by Apple.

1. MOBILE APPLICATION and social media

These Terms of Use shall also apply to the use of the DraftBeast Mobile Application (the “Mobile Application”) and any social media accounts of DraftBeast, including, without limitation, the SumoFox accounts on Twitter, Facebook, tumble, LinkedIn, and Pinterest (collectively, the “Social Media Accounts”). These Terms of Use are intended to be in addition to any terms of use applicable to the Mobile Application or the Social Media accounts. If there is any conflict between these Terms of Use and the terms of use applicable to the Mobile Application or the Social Media accounts, these Terms of Use shall prevail.

Any reference to the Website in these Terms of Use shall also be deemed to include the Mobile Application and the Social Media Accounts.

2. acceptance of the terms

Please read all of the Agreements before accessing or using the Website, registering for Services offered on the Website, or accepting, uploading, submitting or downloading any information or content from or to the Website. These Agreements may be updated and modified by us from time to time by posting revised Agreements on the Website. It is your responsibility to check to see whether any of the Agreements are updated. If you do not agree to be bound by the Agreements as they exist or as updated, then do not access or use the Website or Services. Continued use of the Website or Services is deemed to constitute acceptance thereof.

These Agreements constitute a legal agreement between you and SumoFox, and shall apply to your use of the Website and the Services even after your use of the Website or the Services terminates.

3. eligibility

You represent and warrant that you are fully able and competent to enter into the Agreements and to abide by and comply with the terms of the Agreements.

In consideration of your use of the Website and/or the Services, you agree to be bound by the following obligations:

· You are at least 18 years of age. You agree to be bound by the laws of your local jurisdiction or territory. In jurisdictions, territories, and locations where the minimum age for permissible use of the Website and/or Services is greater than 18 years old, you must meet the age requirement in your local jurisdiction or territory before using the Website or accessing any of the Services.

· By inputting a payment method to participate in real money contests, you hereby affirm that you are the lawful owner of the payment method account used to make any deposit(s) on the Website and that SumoFox or its third-party payment processors are authorized to charge any debit or credit cards using the information you so provide to SumoFox or SumoFox’s third-party payment processor. It shall be a violation of these Terms of Use to submit payment using any payment method that you do not own.

· You are a citizen or resident of the United States of America or Canada and reside in a jurisdiction in which participation in any contest you choose to participate in is not prohibited by applicable law.

· You are not a resident of any of the following states: Arizona, Iowa, Louisiana, Nevada, Montana, New York or Washington, or the province of Quebec or reside in any other jurisdiction in which the Services, use of the Websites or participation in any Contest (as defined below) is prohibited.

· You may establish only one account per person to participate in the Services or access the Website. In the event SumoFox discovers that you have opened more than one account per person, in addition to any other rights that SumoFox may have, SumoFox reserves the right to suspend or terminate any or all of your accounts and terminate, withhold or revoke the awarding of any prizes.

· You agree to provide only accurate, current and complete information about yourself as prompted and maintain and promptly update such information to keep it accurate, current and complete.

· You are responsible for maintaining the confidentiality of your login name, password and account, and are responsible for all activities, charges, and damages that occur under your account regardless of whether you are the one actually using your account. It shall be a violation of these Terms of Use to allow any other person to use your account to participate in any contest. You agree to: (i) notify SumoFox immediately of any unauthorized use of your password or account or any breach of security, (ii) ensure that you fully exit from your account at the end of each session, and (iii) not use anyone else’s password on the Website. SumoFox is not responsible for any loss or damage resulting from your failure to comply with this provision or any of the Terms of Use.

· You understand and agree that as a result of your registration of the Website and/or the Services you may receive certain commercial communications from SumoFox. You understand and agree that these communications are part of your registration, and that, to the extent required by law, you may opt out of receiving these communications at any time by either using the unsubscribe functionality. Following such an opt-out, SumoFox may still communicate with you via email to the extent permitted by applicable law.

· You are not an employee of SumoFox or any of their respective parent companies, affiliates, subsidiaries or an immediate family member (defined as mother, father, brother, sister, son, daughter, or spouse, regardless of residence) of any employee of these companies or a persons living in the same household of any such individual.

To be eligible to enter any Contest or receive any prize, you may be required to provide SumoFox with additional documentation and/or information to verify your identity, and to provide proof that all eligibility requirements are met in SumoFox’s sole and absolute discretion. In the event of a dispute as to your identity or eligibility, SumoFox will, in its sole and absolute discretion, utilize certain information collected by SumoFox to assist in verifying your identity and/or eligibility.

4. game rules

4.1 Entries

SumoFox provides three different leagues that you may enter:

· The amateur league is a fantasy contest where you can enter your team for free (the “Amateur League”).

· The pro league is a fantasy contest where the entry fee will be listed in US dollars (the “Pro League”). When you select to participate in the Pro League and complete the entry process, the listed amount of US dollars will be debited from your SumoFox account.

· The mock league is a contest with a head-to-head simulation tool which is free to enter (the “Mock League”, any contest available in the Amateur League, Pro League or Mock League is a “Contest”).

All payments are final. No refunds will be issued. In the event of a dispute regarding the identity of the person submitting an entry, the entry will be deemed submitted by the person in whose name the account was registered.

SumoFox reserves the right to move entrants from the Contests they have entered to substantially similar Contests in certain situations determined by SumoFox in its sole and absolute discretion.

4.2 Conditions of Participation

By entering a Contest, you agree to be bound by the Agreements and the decisions of SumoFox, which shall be final and binding in all respects.

SumoFox reserves the right to take any of the following actions without providing any prior notice to you:

· change or terminate all or any part of the Services, including cancelling of any Contest in SumoFox’s sole and absolute discretion without restriction;

· restrict or terminate your access to all or any part of the Services; or

· refuse, move or remove any content that is available on the Website and any material that may be submitted by you to the Website.

SumoFox, at its sole and absolute discretion, may disqualify you from a Contest, refuse to award benefits or prizes and require the return of any prizes, or suspend or terminate your account if you engage in conduct SumoFox deems, in its sole and absolute discretion, to be improper. Improper conduct includes, but is not limited to, the following:

· falsifying personal information required to enter a Contest or claim a prize;

· violating any of the Agreements;

· engaging in any type of financial fraud, including, without limitation, unauthorized use of credit instruments to enter a Contest or claim a prize;

· colluding with any other individual(s) or engaging in any type of syndicate play;

· tampering with the administration of a Contest or trying to in any way tamper with the computer programs or any security measure associated with a Contest;

· obtaining other entrants information and spamming other entrants;

· abusing the Website in any way; or

· accessing any restricted portion of the Website you are not permitted to access with your account or otherwise.

You further acknowledge that the forfeiture and/or return of any prize shall in no way prevent SumoFox from pursuing criminal or civil proceedings in connection with such conduct. SumoFox reserves the right to seek damages and other remedies available at law for any violation of a criminal and/or civil law.

Where legal, you consent to the use of you name, voice, and likeness/photograph in and in connection with the development, production, distribution and/or exploitation of any Contest, the Services or the Website. Your permission given herein is hereby acknowledged to constitute written consent under applicable law, including, without limitation, New York Civil Rights Law Section 50. Winners of any Contest agree that from the date of notification by SumoFox of their status as a potential winner and continuing until such time when SumoFox informs them that they no longer need to do so that they will make themselves reasonably available to SumoFox for publicity, advertising, and promotion activities.

You understand and agree that SumoFox is not responsible for: any incorrect, invalid or inaccurate entry information; human errors; postal delays/postage due mail; technical malfunctions; failures, including, without limitation, public utility, Internet or telephone outages; omissions, interruptions, deletions or defects of any telephone system or network, computer online systems, data, computer equipment, servers, providers, or software (including, but not limited to software and operating systems that do not permit an entrant to participate in a Contest), including, without limitation, any injury or damage to any entrant’s or any other person’s computer or video equipment relating to or resulting from participation in a Contest; inability to access the Website, or any web pages that are part of or related to the Website; theft, tampering, destruction, or unauthorized access to, or alteration of, entries and/or images of any kind; data that is processed late or incorrectly or is incomplete or lost due to telephone, postal issues, computer or electronic malfunction or traffic congestion on telephone lines or transmission systems, or the Internet, or any service provider’s facilities, or any phone site or website or for any other reason whatsoever; typographical, printing or other errors, or any combination thereof.

You understand and agree that SumoFox is not responsible for incomplete, illegible, misdirected or stolen entries. If for any reason the Service is not running as originally planned, or if a Contest, or the Website (or any portion thereof) becomes corrupted or does not allow the proper entry to a Contest in accordance with the Terms of Use or applicable Contest rules, or if infection by a computer (or similar) virus, bug, tampering, unauthorized intervention, actions by entrants, fraud, technical failures, or any other causes of any kind, in the sole opinion of SumoFox corrupts or affects the administration, security, fairness, integrity, or proper conduct of the Services, SumoFox reserves the right, at its sole and absolute discretion, to disqualify any individual implicated in such action and/or to cancel, terminate, extend, modify or suspend the Contest, and select the winner(s) from all eligible entries received. If such cancellation, termination, modification or suspension occurs, notification will be posted on the Website.

4.3 Contest of Skill

Contests offered on the Website are contests of skill. Winners are determined by the criteria set out in each Contest’s rules or described in the documentation associated with the Contest. From all entries received for each Contest, winners are determined by the individuals who use their skill and knowledge of relevant sports information and fantasy sports rules to accumulate the most points according to the corresponding scoring rules. The Website and Contests may not be used for any form of illicit betting or gambling.

4.4 Contest Results

Contest results are based on the final statistics and scoring results at the completion of the last professional sports game of each individual Contest. The scoring results of a Contest will not be changed regardless of any official statistics or scoring adjustments made by the leagues at later times or dates, except in SumoFox’s sole and absolute discretion.

Scoring is gathered from fantasydata.com and is detailed in our FAQ.

4.5 Prizes and Promotions

For any Contests in the Amateur League and Mock League, contest winners can earn Beast Points that may be exchanged for different prizes as set out in the prize table list. For Contests in the Pro League, the prizes for each Contest are set out in the Contest’s associated prize table list.

Once Contest results are reviewed and graded, prizes are awarded by 12:00 NOON Eastern Time on the following day except in circumstances where technical failure or other reasons prevent such timely payout. Contest prizes are listed in SumoFox’s prize table list. Prizes won are added to the winning participant’s account balance.

In the event of a tie, a tiebreaker will be calculated to determine a winner. If two users have the same score, prizes will be awarded to the user who entered the contest first. Time is determined based on SumoFox’s internal data, as recorded by parse.com.

Prizes will only be awarded if a Contest is run. SumoFox reserves the right to cancel Contests at any time. In the event of a cancellation, all entry fees will be refunded to the customer except as specifically otherwise provided in these Terms of Use.

In the case of a 50/50 contest where the maximum number of entries is not filled, winners will be chosen out of the existing number of eligible entries. If the number of entries is an odd number, SumoFox will award prizes to the upper half of the entry pool.

Contest prize payouts will be published with the creation of each new Contest. Each Contest or promotion is governed by its own set of official rules. SumoFox encourages you to read such Contest and promotions Rules before participating.

No substitution or transfer of a prize is permitted. All taxes associated with the receipt or use of any prize are the sole responsibility of the winner; provided, however, that SumoFox reserves all rights to withhold prizes pursuant to its interpretation of tax withholding laws that may be applicable. In the event that the awarding of any prizes to winners of the Contest is challenged by any legal authority, SumoFox reserves the right in its sole and absolute discretion to determine whether or not to award or adjust such prizes. In all disputes arising out of the determination of the winner of the Contest, SumoFox is the sole judge and its actions are final and binding.

Entrants may withdraw their cash prize awards as well as cash deposits by using the “Withdrawal” option on the Website. Entrants may be requested to complete an affidavit of eligibility and a liability/publicity release (unless prohibited by law) and/or appropriate tax forms and forms of identification including, but not limited to, (for U.S. prizewinners) W-9s with a U.S. prizewinner’s social security number, a copy of a driver’s license, proof of residence, and/or any information relating to payment/deposit accounts as reasonably requested by SumoFox in order to complete the withdrawal of prizes. Failure to comply with this requirement may result in disqualification and forfeiture of any prizes. Any withdrawal requests, after approved by SumoFox, will be paid out through PayPal, unless otherwise requested. SumoFox will only release withdrawals to a different credit card or other payment method other than that which was used to make deposit(s) after the aggregate amount of such deposit(s) has already been released back to the credit card(s) or payment method(s) used for the deposit(s).

U.S. prizewinners will receive an IRS Form 1099 reflecting the final actual value of any prize valued at $600 or more.

4.5.1 Deposit Bonus

During promotional periods, deposit bonuses will be paid out according to the amount initially deposited by the user. Bonuses will not be credited to accounts until the initial deposit amount has been used. SumoFox reserves the right to withhold or revoke bonuses if it suspects that the user is engaged in fraudulent activity.

4.6 Website Content

All information, including, without limitation, ‘live’ statistics provided through the Website and related information sources are unofficial. Live sports statistics and their respective components are offered for informational and/or entertainment purposes only and are not used to determine the results of our Contests. SumoFox and its third party providers do not warrant or make any representations of any kind with respect to the ‘live’ statistics or any other information provided through the Website and related information sources.

SumoFox and its third party providers are not responsible or liable for the accuracy, usefulness, or availability of any information transmitted or made available via the Website and related information sources, and shall not be responsible or liable for any error or omissions in that information.

4.7 User Content

The Website may allow you to submit, post or upload videos, images, files information, posting, tags, comments, messages and other information, including, but not limited to, profile information and communication with other users (“User Content”). You are entirely responsible for all content that you upload, post, email or otherwise transmit via the Website. You agree to post only messages, comments or other information that are proper, non-abusive and lawful. In addition, but without limitation, you may not post content or engage in any other activity on the Website that:

· defames, threatens, abuses or otherwise violates the legal rights of others;

· is harmful to children, profane, obscene, indecent or racially or ethnically offensive;

· infringes another’s rights to intellectual property, publicity, or privacy;

· collects or stores personal information about other Website users;

· contains advertisements, promotions, commercial solicitations, contests or surveys (unless you have SumoFox’s written consent to do so);

· contains, transmits or disseminates spam, chain letters, or information intended to assist in the placement of a bet or wager;

· contains, transmits or disseminates viruses, corrupted files, or any other similar software or programs that may damage or adversely affect the operation of another’s computer, the Website, or any software, hardware or other related equipment;

· disrupts or otherwise interferes with the Website or the networks or servers used by SumoFox;

· impersonates any person or entity or misrepresents your connection or affiliation with a person or entity; or

· constitutes illegal activity.

You acknowledge that SumoFox may or may not pre-screen User Content, but that SumoFox and its designees have the right (but not the obligation) in their sole and absolute discretion to pre-screen, refuse, permanently delete, undelete, modify and/or move any User Content available via the Website, at any time without notice for any reason whatsoever.

With respect to User Content you submit or otherwise make available on or to the Services, you grant SumoFox an irrevocable, fully sub-licensable, perpetual, world-wide, royalty-free, non-exclusive license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such User Content (in whole or in part), and to incorporate such User Content into other works, in any format or medium now known or later developed. You represent and warrant that you have all rights necessary to grant to SumoFox the license above and that none of your User Content violate any rights of third parties (including intellectual property rights or rights of publicity or privacy), or violate applicable law. You waive any moral rights in any User Content in favor of SumoFox. Without limiting the foregoing, if User Content includes any video and/or photographic images or pictures of you, you further agree that, without limitation, the license provided includes a grant of an unrestricted right and permission to use, re-use and publish the video and/or photographic images or pictures of you, in you may be included intact or in part, composite or distorted in character or form (the “Images”), without restriction as to changes or transformations in conjunction with your own or a fictitious name, or reproduction thereof in color or otherwise, made through any and all media now or hereafter known for purposes of illustration, art, promotion, advertising, trade, sale or any other purpose whatsoever. Your permission given herein is hereby acknowledged to constitute written consent under applicable law, including, without limitation, New York Civil Rights Law Section 50, if applicable. You also permit the use of any printed material in connection therewith. You hereby relinquish any right that you may have to examine or approve the use of the Images regardless of the form and type, the material that may be used in conjunction therewith or the use to which they may be applied. Further, you represent and warrant to SumoFox that: (i) all persons who appear in any Images have given you their express consent to submit the Images for unlimited, royalty-free use, exhibition and other exploitation in any manner and in any and all media, whether now existing or hereafter discovered, throughout the world, in perpetuity (and you agree to provide evidence of such permission in writing if requested by SumoFox in its sole and absolute discretion); (ii) there are no claims for payment of any kind, including, without limitation, for royalties or residuals; and (iii) no persons who appear in any Images has any approval or consultation rights or any rights of participation arising out of any use, exhibition or other exploitation of any Images.

You are solely responsible for your interactions with other users of the Services. SumoFox reserves the right, but has no obligation, to monitor disputes between you and other users.

Except as provided in the Privacy Policy, SumoFox does not guarantee that User Content will be private, even if the User Content is in a password-protected area. Accordingly, you should not provide User Content that you want kept confidential or otherwise protected from others.

SumoFox does not endorse any users or any User Content. Even to the extent that any of Agreements requires you and other users to provide accurate information, SumoFox is under no obligation to attempt to confirm the identity of any user of the Services or anything else about the user or the information the user is providing through the Services or the Website.

5. TERMINATION AND EFFECT OF TERMINATION

In addition to any other legal or equitable remedy, SumoFox may, without prior notice, terminate or suspend any or all of your rights granted hereunder. In such event, you will immediately cease all access to and use of the Website and the Services. SumoFox may revoke any password(s) and/or account identification issued to you and deny you access to and use of the Website.

Any such action shall not affect any rights and obligations arising prior thereto. All provisions of the Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, intellectual property rights, disclaimers of warranty, indemnity and limitation of liability.

6. indemnity

You agree to indemnify, release and to hold harmless SumoFox, its parents, subsidiaries, affiliates and agents, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities (collectively, the “Released Parties”), from any and all liability, claims or actions of any kind whatsoever, including but not limited to injuries, damages, or losses to persons and property which may be sustained in connection with participation in the Contest, the receipt, ownership, use or misuse of any prize or while preparing for, participating in and/or travelling to or from any prize related activity, as well as any claims based on publicity rights, defamation, or invasion of privacy. SumoFox may, in its sole and absolute discretion, require you to execute a separate release of claims similar to the one listed above in this paragraph as a condition of being awarded any prize or receiving any payout.

7. DISCLAIMER OF WARRANTIES

You understand and agree that your use of the Services is at your sole risk. The Website, including, without limitation, all content, software, and functions made available on or accessed through or sent from the Website, are provided on an “as is” and “as available” basis, without warranties of any kind, either express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose or non-infringement. You acknowledge that SumoFox has no control over, and no duty to take any action regarding: which users gain access to or use the Services; what effects the content on the Website may have on you; how you may interpret or use the content on the Website; or what actions you may take as a result of having been exposed to the content on the Website. You release SumoFox from all liability for you having acquired or not acquired content through the Website and/or any of the Services.

The Website may contain or direct you to other websites containing information that some people may find offensive or inappropriate. SumoFox makes no representations concerning any content contained in or accessed through the Website, and SumoFox will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Website.

SumoFox does not warrant that your activities or use of the Website and/or the Services is lawful in any particular jurisdiction and, in any event, SumoFox specifically disclaims such warranties. You understand that by using any features of the Website and/or Services, you act at your own risk, and you represent and warrant that your activities are lawful in every jurisdiction where you access or use the Website and/or the Services.

Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not fully apply to you.

8. LIMITATION OF LIABILITY

You understand and agree that SumoFox limits its liability in connection with your use of the Website and/or Services as set forth below: Except as limited by applicable law, under no circumstances shall SumoFox, its parents, subsidiaries, or affiliates, or the directors, officers, employees, or other representatives of each of them (collectively, the “Company Entities and Individuals”), be liable to you for any loss or damages of any kind (including, without limitation, for any special, direct, indirect, incidental, exemplary, economic, punitive, or consequential damages or loss of profits) that are directly or indirectly related to (1) the Website, the Services, or your User Content; (2) the use of, inability to use, or performance of the Website and/or Services; (3) any action taken in connection with an investigation by SumoFox or law enforcement authorities regarding your use of the Website and/or Services; (4) any action taken in connection with copyright owners; (5) any harm to your computer, hardware, computer software or other equipment or technology; or (6) any errors or omissions in the Website’s technical operation, even if foreseeable or even if the Company Entities and Individuals have been advised of the possibility of such damages whether in an action of contract, negligence, strict liability tort (including, without limitation, whether caused in whole or in part by negligence, acts of God, telecommunications failure, or theft or in destruction of the Website). In no event will the Company Entities and Individuals by liable to you or anyone else for loss or injury. To the maximum extent permitted by applicable law, in no event shall the Company Entities and Individuals total liability to you for all damages, losses or causes of action exceed one hundred dollars ($100).

You understand and agree that in the event you incur any damages, losses or injuries that arise out of SumoFox’s acts or omissions, the damages, if any, caused to you are not irreparable or sufficient to entitle you to an injunction preventing any exploitation of any website or other property owned or controlled by SumoFox and/or its parents, subsidiaries, and/or affiliates or your User Content, and you will have no rights to enjoin or restrain the development, production, distribution, advertising, exhibition or exploitation of the Website or other property or your User Content or any and all activities or actions related thereto. By accessing the Website and/or Services, you understand that you may be waiving rights with respect to claims that are at this time unknown or unsuspected. Accordingly, you agree to waive the benefit of any law, including, to the extent applicable, California Civil Code section 1542, that otherwise might limit your waiver of such claims.

Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.

9. INTELLECTUAL PROPERTY RIGHTS

All title, ownership and intellectual property rights in and to the Website and/or Services, including, without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like and the trademarks, service marks and logos contained therein are owned by or licensed to SumoFox. Content on the Website is provided to you “as is”, “where is” and “with all faults” for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of SumoFox. You agree not to circumvent, disable or otherwise interfere with security related features of the Website or features that prevent or restrict use or copying of any content on the Website or enforce limitations on use of such content.

10. Notice and procedure for copyright infringement claim

SumoFox takes claims of copyright infringement seriously. SumoFox will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on, from, or through the Website or the Services infringe your copyright, you may request removal of those materials (or access to them) from the Website by submitting written notification to the SumoFox Copyright Agent (designated below). In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:

· your physical or electronic signature.

· identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works, a representative list of such works.

· identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.

· adequate information by which SumoFox can contact you (including your name, postal address, telephone number and, if available, email address).

· a statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent or the law.

· a statement that the information in the written notice is accurate.

· a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

SumoFox’s copyright agent can be reached in the following ways:

Mail:
1 First Canadian Place, Suite 3400
Toronto, ON
M5X 1A4

Email: [support@sumofox.com]

It is SumoFox’s policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat copyright infringers.

11. MOBILE APPLICATION EXPORT REGULATION AND RELATED COMPLIANCE

11.1 The Mobile Application may be subject to export control laws, including, without limitation, the U.S. Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Mobile Application to, or make the Mobile Application accessible from, any jurisdiction or country to which export, re-export or release is prohibited by law, rule, or regulation. You shall comply with all applicable law and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Mobile Application available outside the United States of America or Canada.

11.2 You represent and warrant that you are not located in a country subject to an embargo from the U.S. or Canadian governments, or a country that the U.S. or Canadian government has designated a “terrorist supporting” country.

11.3 You represent and warrant that you are not listed on any U.S. or Canadian government list of prohibited or restricted parties.

12. MOBILE CARRIER CHARGES

You acknowledge and agree that the use of the Mobile Application and the Services may cause you to incur SMS and data charges from your mobile phone carrier. You agree that you shall be fully responsible for such charges and shall hold all Company Entities and Individuals harmless for such charges.

13. MOBILE Application Use and Downloads for Apple Devices.

To the extent you download the Mobile Application through the Apple App Store® or iTunes® or use the Mobile Application on an Apple®-branded product, including, without limitation, an Apple Watch®, Apple TV®, iPhone®, iPod-touch®, or iPad®, the following terms and conditions apply notwithstanding any contrary provisions in the Agreements:

(a) You and SumoFox agree and acknowledge that the Agreements are by and between you and SumoFox and not with Apple.

(b) You will only use the Mobile Application in compliance with the “Usage Rules” set forth in the Apple App Store Terms of Service.

(c) You and SumoFox agree and acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Mobile Application.

(d) To the extent any warranty cannot be effectively disclaimed pursuant to Section 7or otherwise, and without otherwise limiting such disclaimer, SumoFox is solely responsible for any product warranties, express or implied, with respect to the Mobile Application. To the extent any warranty does so apply, you may notify Apple, and Apple will refund the purchase price for the Mobile Application, and that, to the maximum extent permitted by all applicable local, state, federal and international, law, rules, regulation, or orders, Apple will have no other warranty obligation whatsoever with respect to the Mobile Application, any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure of the Mobile Application to conform to any applicable warranty.

(e) Without otherwise prejudicing the limitations, disclaimers, and rights set forth in the Agreements that benefit SumoFox, including, without limitation, those set forth in Sections 6, 7 and 8, SumoFox, and not Apple, shall be responsible for any indemnification claims brought by you or any third party relating to the Mobile Application, your possession and/or use of the Mobile Application, including, but not limited to, (i) product liability claims; (ii) any claim that the Mobile Application fails to conform to any requirement under applicable law; and (iii) claims arising under consumer protection or similar applicable law.

(f) Without otherwise prejudicing the limitations, disclaimers and rights set forth in the Agreements that benefit SumoFox, including, without limitation, those set forth in Sections 6, 7 and 8, in the event of any third-party claim that the Mobile Application or your possession and use of the Mobile Application infringes that third party’s intellectual property rights, SumoFox, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.

(g) Notwithstanding Section 14.3, you and SumoFox acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of the Agreements, and that, upon your acceptance of the terms and conditions of the Agreements, Apple has the right (and will be deemed to have accepted the right) to enforce the Agreements against you as a third-party beneficiary hereof.

14. MISCELLANEOUS

14.1 Governing Law

These Terms of Use shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without giving regard to its conflict of laws principles.

14.2 Arbitration

Any and all disputes, claims or controversies arising out of or relating to the Agreements, the breach thereof, or any use of the Website and/or the Services (including all commercial transactions conducted through the Website) (“Claims”), except for claims filed in a small claims court that proceed on an individual (non-class, non-representative) basis, shall be settled by binding arbitration before and under the auspices of one of the following centers, to be agreed upon by you and SumoFox, Roundtable Mediation & Arbitration Services, Aptus Conflict Solutions Inc., and Ottawa Dispute Resolution Group (the “Arbitration Center”) in accordance with its International Commercial Arbitration Rules

In agreeing to arbitrate all Claims, you and SumoFox waive all rights to a trial by jury in any action or proceeding involving any Claim. Arbitration will take place in Toronto, Ontario, and you and SumoFox agree to submit to the personal jurisdiction of any court in Toronto, Ontario, 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 parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. You and SumoFox agree that each may bring claims against the other only in your or its individual capacity and not as a plaintiff or class member in any purported, class or representative proceeding. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring an action in the courts in the Province of Ontario or the Federal Court of Canada to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

14.3 No Third Party Beneficiaries

Nothing in the Terms of Use shall create or confer any rights or other benefits in favor of any third parties except as specifically provided herein.

14.4 No Agency Relationship

Nothing in the Terms of Use shall create or be deemed to create a partnership, agency, trust arrangement, fiduciary relationship or joint venture between you and SumoFox.

14.5 Other Associations

No professional or amateur sports league or any team associated with any professional or amateur sports league is associated with SumoFox or in any way affiliated or associated with the Contests.

Third-party online publishers that refer users to the Website shall not be responsible or liable for the Website or any of the content, software, or functions made available on, or accessed through, or sent from, the Website.

14.6 Waiver Severability of Terms

If any provision of these Terms of Use is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect. No waiver of any term of these Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and SumoFox’s failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

14.7 Force majeure

The failure of SumoFox to comply with any provision of these Terms of Use due to an act of God, hurricane, war, fire, riot, earthquake, terrorism, act of public enemies, actions of governmental authorities outside of the control of SumoFox (excepting compliance with applicable codes and regulations) or other force majeure event will not be considered a breach of these Terms of Use.

14.8 Headings

The section headings and sub-headings are contained in these Terms of Use for convenience only and have no legal or contractual effect.