GameChanger Terms of Service

Effective Date: 12/17/2020

GameChanger Terms of Service

THIS AGREEMENT GOVERNS YOUR USE OF THE SITES (AS DEFINED BELOW). IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT OR TO MODIFICATIONS THAT GAMECHANGER MAY MAKE TO THESE TERMS IN THE FUTURE, YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THE SITES AND YOU MAY NOT USE OR ACCESS OR CONTINUE TO USE OR ACCESS THE SERVICES OR THE SITE.  THESE TERMS CONTAIN A PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.  PLEASE SEE THE ARBITRATION SECTION FOR INFORMATION.

1. Acceptance of Terms of Use.  These Terms of Service (“Terms of Service”) constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you  or your”) and GameChanger Patch Co., a Delaware corporation (“GameChanger”, “we”, “us”, or “our”), which owns and operates the gamechangerpatch.com website, and govern your access to and use of this GameChanger website as well as any other media form, media channel, mobile application or mobile website related or connected thereto (collectively, the “Site(s)”), and services supplied by or on behalf of us through the Site (“Services”). Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated into these Terms of Service by reference.  Please read these Terms of Service carefully before accessing or using our Site.  By accessing, browsing, or otherwise using the Site and/or purchasing our products (“Products”) from us, you engage in our Services and agree to be bound by the following terms and conditions, including those additional terms and conditions and policies referenced or linked herein. These Terms of Service apply to all visitors and users of the Site, including without limitation users who are browsers, vendors, customers, merchants and/or contributors of Content.  If you do not agree to all the terms and conditions contained herein, then you may not access the Site or use any Services.  If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

1.1 Any new features or tools which are added to the current Site shall also be subject to the Terms of Service.  You can review the most current version of the Terms of Service at any time on this page.  We reserve the right to update, change, discontinue or replace any part of these Terms of Service, Sites, Services or Products in our sole discretion by posting updates and/or changes to our Site.  It is your responsibility to check this page periodically for changes.  Your continued use of or access to the Site following the posting of any changes constitutes acceptance of those changes.  We shall not be liable to you or to any third party for any modification, change, suspension or discontinuance of the Site, Service or Products.

1.2  By agreeing to these Terms of Service, you represent that you have reached the age of majority in your state, province or territory of residence and are legally competent to enter into and agree to these Terms of Service.  You warrant and agree that you are of legal minimum purchasing age in the jurisdiction in which you reside.  Users under the age of majority in their state, province or territory of residence are not permitted to register for the Site or use the Services.

1.3 Information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country.  Persons who choose to access the Site from outside the United States do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

2.  Registration.  You may be required to register with GameChanger in order to access certain areas of the Site. In the course of registration, you must: (i) provide true, accurate, current and complete information on the registration form and (ii) maintain and promptly update such registration information as necessary.  If, after investigation, we have reasonable grounds to suspect that any information is untrue, inaccurate, not current or incomplete, we may suspend or terminate that user's account and prohibit any and all current or future use of the Sites (or any portion thereof) by that user. You may not use a user name (or e-mail address) that is already being used by someone else; that would violate any prohibitions herein; or that GameChanger rejects for any other reason in its sole discretion. Your user name and password are for your personal use only, and not for use by any other person. You are responsible for maintaining the confidentiality of any password you may use to access the Site, and agree not to lend or transfer your password or user name, or lend or otherwise transfer your use of or access to the Site, to any third party. You are fully responsible for all interactions with the Sites that occur in connection with your password or user name. You agree to notify GameChanger immediately of any unauthorized use of your password or user name or any other breach of security related to your account or the Site, and to ensure that you “log off”/exit from your account with the Site (if applicable) at the end of each session. GameChanger is not liable for any loss or damage arising from your failure to comply with this Section, including any loss or damage arising from your failure to immediately notify GameChanger of any unauthorized use of his or her password or account or any other breach of security and ensure that he or she “logs off”/exits from his or her account at the end of each session.

3.  Orders From GameChanger.  Third-party service providers host our Sites, ship and deliver our Products, and process your payments.  They provide us with the online e-commerce platform that allows us to sell our Products and Services to you.  Your use of the third-party services may be subject to the separate policies and terms of use of these third parties.  Please note that while we have tried to accurately display the colors of Products, actual colors you see will depend on your monitor and may not be accurate.  You agree that any order you place through the Site (each, an “Order”) is an offer to buy, under these Terms of Service, all Products and Services listed in your Order.  We must accept any Orders before we are obligated to sell the Products or Services to you.  Acceptance of your Order and the formation of the contract of sale between us and you will not take place unless and until you have received your Order confirmation email.  We may choose not to accept any Order, or cancel any Order, in our sole discretion for any reason or no reason.  If we make a change to or cancel an Order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made.  You agree to pay for all Orders you place through the Site. 

3.1  In the event you dispute the amount or validity of any payments made to GameChanger, you must notify us within ten (10) days of payment of any such dispute by mail or email at the address or email address listed below.  You expressly agree that your failure to notify GameChanger of any dispute within ten (10) days of payment will constitute your express waiver of any claims related to the disputed payment.  You agree that you will pay all costs and expenses of collection, including attorneys’ fees, card industry fees, chargeback fees and any other fees incurred by GameChanger in the event of your failure to make payment.

3.2  We reserve the right, but are not obligated, to limit the sales of our Products or Services to any person, geographic region or jurisdiction.  We may exercise this right on a case-by-case basis.  We reserve the right to limit the quantities of any Products or Services that we offer.  All descriptions of Products or Product pricing are subject to change at any time without notice, and in our sole discretion.  We reserve the right to discontinue any Product at any time.  Any offer for any Product or Service made on this site is void where prohibited.  We do not warrant that the quality of any Products, Services, information or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.

3.3  We will arrange for shipment of the Products to you.  You will pay all shipping (which may be waived upon meeting certain criteria) and handling charges specified during the ordering process.  Products are sold GameChanger ExWorks (IncoTerms 2010) such that title and risk of loss pass to you upon Products being made available for pickup by the shipping carrier.  Shipping and delivery dates are estimates only and cannot be guaranteed.  We are not liable for any delays in shipments.

3.4  Except as required by applicable law and as expressly set forth in our Return Policy set forth on our Site, GameChanger does not accept any returns on any Products.  GameChanger does not accept any exchanges on any Products due to health and safety reasons.  GameChanger reserves the right to waive this Return Policy in its sole discretion.

4.  Subscribe and Save Terms and Conditions, Automatic Renewal, Cancellation and Refund.  By placing an order through subscribe & save offers (“Subscribe and Save Order”), you accept these terms, conditions, limitations and requirements. Please read these Terms carefully.  The Subscribe & Save benefits discussed on the Sites are part of these Terms. GameChanger reserves the right to change the Subscribe & Save benefits, including the discount amounts and eligibility used to determine discount amounts, at any time in its sole discretion. All changes will apply to future orders, including for current subscriptions.  Some of the offer details may change as you receive deliveries over time (for example, price, taxes, availability, shipping charges, and the seller). If the item is unavailable when we plan to ship it, you authorize us to update your subscription or fulfill your order with a similar item that we believe will meet your expectations.  Your Subscribe & Save subscription will automatically create a new order according to your chosen delivery schedule, until you cancel.  You understand and agree that it will continue to renew automatically until you terminate it.  We may, in our sole discretion, terminate your subscriptions at any time without notice. If we do so, you will only be charged for orders that have been shipped to you.

4.1  Subscribe & Save benefits are limited to items displaying the Subscribe & Save offer message. Subscribe & Save is only available to customers shipping to addresses in the United States. Some eligible items may only be available for shipping within the forty-eight (48) contiguous US states. Your participation in the Subscribe & Save program is personal to you, and you may not assign or transfer your Subscription or any of the benefits to any third party without our authorization.  Subscribe & Save discounts and any Subscribe & Save limited time special subscription promotions in effect apply only to eligible items displaying the offer message on the Subscribe & Save item information pages, and then only if you select the Subscribe & Save delivery method. Subscriptions are good while supplies last. Special limited time subscription promotions only apply during their effective dates. All returns under Subscribe & Save are subject to the GameChanger Returns Policy listed on the Sites. Subscribe & Save subscriptions are void where prohibited.  The total cost charged to your payment method for each Subscribe & Save order will be the cost of the item on the day that order is processed less the Subscribe & Save discount, plus any applicable sales tax.

4.2  The charge for each Subscribe & Save item shipment will be billed to the payment method used to create your subscription or as otherwise directed by you. You are responsible for ensuring that your billing information is current, complete, and accurate. If GameChanger experiences a problem processing payment using the information you originally provided, you authorize GameChanger to: (i) complete your transaction, if possible, directly OR INDIRECTLY through your credit account with your financial institution INCLUDING BUT NOT LIMITED TO UPDATING CARD INFO; or (ii) update your subscription with another payment method in your account to charge the payment method for your Subscribe & Save Order to prevent an interruption thereto.

4.3  Your subscription will remain in effect until it is cancelled. You can cancel at any time via your Account with GameChanger, provided that if you fail to cancel at least thirty (30) days prior to your next Subscribe and Save Order it may be fulfilled WITHOUT RIGHT OF RETURN.   If you cancel your subscription and then reactivate it, the discount applied to any Subscribe & Save item may not be the same discount in effect at the time of cancellation. If the Subscribe & Save discount percentage for such Subscribe & Save item changes, the new discount will be applied to your future shipments of that item.

5.  Third Party Links.  Certain content on the Site (“Content”), Products and Services may include materials from third parties.  Third-party links on this site may direct you or automatically connect you to third-party websites that are not affiliated with us.  Also, at your request, the Site may connect to social networking websites that GameChanger does not own or control. We provide such links and connections for your convenience and do not endorse any third-party websites. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products or services of third parties.  We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content or any other transactions made in connection with any third-party websites.  Please review carefully the third-party’s policies and practices, including any website privacy policies, and make sure you understand them before you engage in any transaction, as these policies and practices will govern each third party’s collection and use of your personal information.  Complaints, claims, concerns or questions regarding third-party products should be directed to the third party.

6.  Content of the Site.  The Content, the trademarks, graphics, logos, designs, page headers, button icons, scripts, service names, and look and feel contained on the Site are owned by or licensed by us and are subject to copyright, trademark, patent, and other intellectual property rights under applicable laws (“GameChanger IP”).  Content includes, without limitation, all source code, databases, functionality, software, mobile applications, website designs, audio, video, text, photographs and graphics and derivatives thereof.  GameChanger IP may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated or used, in whole or in part, without our prior written permission. Any ingredients and formulas set forth on the Sites are patented or patent pending and you may not replicate them under any circumstances and doing so is a violation and infringement of GameChanger IP.  Nothing on the Sites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of GameChanger IP or third party marks displayed on the Sites, without prior written permission in each instance. All goodwill generated from the use of the GameChanger IP will inure to our benefit.

6.1  Content on the Site is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners.  We are not responsible if Content is not accurate, complete or current.  The Content is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information.  Any reliance on Content is at your own risk.  We reserve the right to modify the Content at any time, but we have no obligation to update any information on our Site.  Provided that you are eligible to use the Site, you are granted a limited license to access and use the Site and the Content and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use.  We reserve all rights not expressly granted to you in and to the Site and Content. 

7.  Healthcare and FDA Disclaimer.  By using the Site(s), you acknowledge, understand and agree that neither the Products, their labeling nor the statements relating to the Products have been evaluated or approved by the U.S. Food and Drug Administration (“FDA”). The efficacy of these Products has not been confirmed by FDA-approved research. The Products are not intended to diagnose, treat, cure, mitigate or prevent any medical condition, illness or disease, and should not be used as a substitute for existing medication.  All information presented here is not meant as a substitute for or alternative to information from health care practitioners. If you are taking any medication or are under treatment for any disease, please consult your health care professional about potential interactions or other possible complications before using any GameChanger Product. The Federal Food, Drug and Cosmetic Act requires this notice.  Consult with your physician prior to using any Products if you are taking medication, have a medical condition, are pregnant, breastfeeding or are planning to become pregnant.  GameChanger shall have no liability, for any damages, loss, injury, or liability whatsoever suffered as a result of your reliance on the information contained in this site. To the extent that any medical information on this site is provided it is solely for informational purposes only and is not to be used or relied on for any diagnostic or treatment purposes. This information does not create any patient-physician relationship and should not be used as a substitute for professional diagnosis and treatment.

8.  Privacy Policy and Personal Information.   We care about the privacy of our users.  By accepting these Terms of Service, you understand and agree that we may collect, use and share your personal information in accordance with our Privacy Policy. A complete statement of our current Privacy Policy can be found by clicking on it on the Site.  The GameChanger Privacy Policy is expressly incorporated into these Terms of Service by this reference. Additionally, by using the Site, you acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information you send to the Site may be read or intercepted by others, even if there is a special notice that a particular transmission (e.g., credit card information) is encrypted.  We do not sell any customer information including personal information.  GameChanger may transfer and process such data in the United States and other countries where GameChanger or it’s service providers have facilities.

9.  2018 Farm Bill and Hemp Products. Some of our Products contain “hemp”, as defined in the Agriculture Improvement Act of 2018 (also known as the “2018 Farm Bill”).  The 2018 Farm Bill exempts hemp from the definitions of “marihuana” and “tetrahydrocannabinol” in the Controlled Substances Act, 21 USC § 801, et seq.  However, Products may contain detectable amounts of hemp-derived THC or other ingredients that may cause you to test positive for THC metabolites on drug screenings.  Consult with your employer prior to using Products if you are subject to drug testing for marijuana or THC.  Nothing herein shall be construed as legal advice and we make no representations or warranties as to the legal activity in the jurisdiction in which you are located.  We do not make any representations or warranties as to the legality of purchasing Products in any state or country.  Certain Products and Product ingredients may be restricted or prohibited under state or foreign law.  When you access this site and purchase our Products, you do so at your own risk, and you are solely responsible for your compliance with all applicable international, federal, state, and local laws, rules, and regulations.  Refunds will not be issued for any Order that is refused or abandoned by the intended recipient, Orders that cannot be delivered due to address error, or Orders seized by Customs or other enforcement agencies.

10.  Content Errors, Accuracy and Omissions.  There may be information on our Site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to Product descriptions, pricing, promotions, offers, Product shipping charges, transit times and availability.  We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel Orders if any information in the Site or Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your Order).  We undertake no obligation to update, amend or clarify information in the Site or Service or on any related website, including without limitation, pricing information, except as required by law.  No specified update or refresh date applied in the Site or Service or on any related website, should be taken to indicate that all information in the Site or Service or on any related website has been modified or updated.

11.  Site Use Restrictions.  In addition to other restrictions and prohibitions as set forth in the Terms of Service, you are prohibited from using the Site or its Content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites or the Internet.  We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

12.  No Warranty; Disclaimers; and Limitation of Liability.  YOU AGREE THAT YOUR USE OF THIS SITE, PRODUCTS AND SERVICES WILL BE AT YOUR SOLE RISK.  TO THE FULLEST EXTENT PERMITTED BY LAW, GAMECHANGER, ITS AFFILIATES AND ITS AND THEIR RESPECTIVE ITS OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, MAKE NO WARRANTIES, PROVIDES ALL PRODUCTS AND SERVICES AS-IS AND FURTHER DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

12.1  GAMECHANGER DOES NOT WARRANT THAT YOUR USE OF THIS SITE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT THIS SITE OR ITS SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS, OR THAT ANY SUCH ERRORS, HARMFUL ELEMENTS, OR DEFECTS WILL BE CORRECTED.  ALTHOUGH GAMECHANGER ENDEAVORS TO PROVIDE ACCURATE INFORMATION, IT DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE ACCURACY OR RELIABILITY OF INFORMATION ON THIS SITE.  NEITHER GAMECHANGER NOR ITS AFFILIATED OR RELATED ENTITIES OR ITS VENDORS OR CONTENT PROVIDERS SHALL BE LIABLE TO ANY PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY LOSS, DAMAGES (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE, SPECIAL OR OTHERWISE), INJURY, CLAIM OR LIABILITY OF ANY KIND OR CHARACTER WHATSOEVER BASED UPON OR RESULTING FROM YOUR USE OR INABILITY TO USE THIS SITE, ANY ORDER, THE FULFILLMENT OR NON-FULFILLMENT THEREOF, OR ANY INFORMATION OR MATERIALS PROVIDED ON THE SITE.  GAMECHANGER IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER.  IF YOU ARE DISSATISFIED WITH THE SITE OR ANY MATERIALS ON THE SITE, OR WITH ANY OF THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

12.2  GAMECHANGER DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND GAMECHANGER WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. 

12.3  TO THE FULLEST EXTENT PERMITTED BY LAW, GAMECHANGER IS NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE USE OF THE SERVICES OR PRODUCTS, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF GAMECHANGER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS, IN WHOLE OR IN PART, HELD TO BE INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, GAMECHANGER’S AND ITS AFFILIATES’ LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OR NATURE OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) THE AMOUNT PAID, IF ANY, BY YOU TO GAMECHANGER FOR THE PRODUCTS AND SERVICES DURING THE PERIOD OF ONE (1) MONTH PRIOR TO ANY CAUSE OF ACTION ARISING, OR (B) TEN US DOLLARS ($10).

13.  Indemnification.  YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS GAMECHANGER, ITS PARENT, SUBSIDIARIES, AFFILIATES, PARTNERS, SHAREHOLDERS, MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, INTERNS, AGENTS, DISTRIBUTORS, VENDORS FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, LIABILITIES, COSTS OR EXPENSES, INCLUDING REASONABLE ATTORNEYS' FEES AND EXPENSES, RESULTING OR ARISING OUT OF YOUR BREACH OF ANY OF THESE TERMS OF SERVICE OR THE DOCUMENTS THEY INCORPORATE BY REFERENCE, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF GAMECHANGER OR A THIRD PARTY. NOTWITHSTANDING THE FOREGOING, GAMECHANGER RESERVES THE RIGHT, AT YOUR EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER FOR WHICH YOU ARE REQUIRED TO INDEMNIFY GAMECHANGER, AND YOU AGREE TO COOPERATE, AT YOUR EXPENSE, WITH GAMECHANGER’S DEFENSE OF SUCH CLAIMS.  GAMECHANGER WILL USE REASONABLE EFFORTS TO NOTIFY YOU OF ANY SUCH CLAIM, ACTION, PROCEEDING OR OTHER MATTER WHICH IS SUBJECT TO THIS INDEMNIFICATION UPON BECOMING AWARE OF IT.

14.  Binding Arbitration and Class Action Waiver.

14.1  Agreement to Arbitrate Disputes. Any claim, dispute or controversy (“Claim”) by either you or GameChanger against the other arising from, relating to or in any way concerning the Agreement, the Products, Services or any products, or services you receive from GameChanger (or from any advertising for any such products or services) shall, at the demand of either party, be resolved by confidential binding arbitration.  This agreement to arbitrate also includes claims relating to the enforceability or interpretation of any of these arbitration provisions.  However, GameChanger will not demand arbitration pursuant to this Agreement in connection with any individual claim that you properly file and pursue in a small-claims court of your state or municipality, so long as the claim is pending only in that court and the claim is on an individual (non-class, non-representative) basis. This agreement to arbitrate includes all controversies and claims of any kind, regardless of the type of claim or legal theory or remedy (damages, injunctive relief, or declaratory relief).  The disputes subject to this arbitration agreement include not only claims by you, but also made on your behalf or connected with you, such as an employee, representative, agent, predecessor, successor, heir, assignee, or trustee in bankruptcy. Disputes subject to this arbitration agreement include not only claims that relate directly to GameChanger, but also to GameChanger’s parent, affiliates, successors, assignees, employees, and agents.  This agreement to arbitrate includes claims made as part of a class action, private attorney general or other representative action, it being expressly understood and agreed to that the arbitration of such claims must proceed on an individual (non-class, non-representative) basis and the arbitrator may award relief only on an individual (non-class and non-representative) basis.  You and GameChanger agree that no class action, private attorney general or other representative claims may be pursued in arbitration, nor may such action be pursued in court if either you or GameChanger elect arbitration.  By accepting this arbitration agreement, you agree to waive the right to initiate or participate in a class action, representative action, private attorney general litigation or consolidated arbitration related to this Agreement.

14.2  Notice of Dispute. If either of us intends to seek arbitration, the party seeking arbitration must first notify the other party of the dispute in writing at least 30 days in advance of initiating arbitration.  Notice should be sent to GameChanger at 5739 Belmont Avenue, Dallas, Texas 75206, Attention: General Counsel.  The notice must include your name, address, and contact information, the facts giving rise to the dispute, and the relief requested.  You and GameChanger will attempt to resolve any dispute through informal negotiation within 60 days from the date of the Notice of Dispute is sent.  After 60 days, you or GameChanger may commence arbitration.  All offers, promises, conduct and statements, whether oral or written, made in the course of  negotiation to resolve the dispute by any of the parties, their agents, employees, experts and attorneys are confidential, privileged and inadmissible for any purpose, including impeachment, in arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the negotiation.

14.3  Administration of Arbitration. If you and GameChanger do not resolve any dispute by informal negotiation or in small claims court, any other effort to resolve the dispute will be conducted exclusively by binding arbitration governed by the Federal Arbitration Act (“FAA”).  YOU ARE GIVING UP THE RIGHT TO LITIGATE (OR PARTICIPATE IN AS A PARTY OR CLASS MEMBER) ALL DISPUTES IN COURT BEFORE A JUDGE OR JURY.  Instead, all disputes will be resolved before a single, neutral arbitrator and the proceeding shall be confidential.  The arbitrator will be either a lawyer admitted to practice law in his or her jurisdiction and with at least ten years’ experience or a retired or former judge selected in accordance with the rules of the AAA.  The arbitrator is bound by the terms of this Agreement, and the arbitration shall be governed by the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes of the AAA, as modified by this Agreement (the “Arbitration Rules”).  For more information, see adr.org or call 1.800.778.7879.  Unless the disclosed claims or counterclaims are less than $25,000, the arbitrator shall issue a reasoned, written decision sufficient to explain the essential findings and conclusions on which the award is based.  All arbitration proceedings shall be conducted in English, and the United States FAA shall apply to the Agreement and the binding arbitration.  The award shall be confidential and only disclosed as is necessary to obtain judgment or as otherwise required by law.  Where authorized by applicable law, the arbitrator’s award may include attorneys’ fees and other expenses.  The arbitration award shall determine the rights and obligations between the named parties only, and only in respect of the claims in arbitration, and shall not have any bearing on the rights and obligations of any other dispute.

14.4  Costs.  The party initiating the arbitration shall pay the initial filing fee.  If you file the arbitration and an award is rendered in your favor, GameChanger will reimburse you for your filing fee.  If there is a hearing, GameChanger will pay the fees and costs for the first day of that hearing.  All other fees and costs will be allocated in accordance with the arbitration rules.  However, GameChanger will advance or reimburse filing fees if the arbitrator rules that you cannot afford to pay them or if you ask GameChanger and GameChanger determines there is a good reason for doing so.  Each party shall bear the expense of their respective attorneys, experts, and witnesses and other expenses, regardless of who prevails, but a party may recover any or all expenses from another party solely if the arbitrator, applying applicable law, so determines.

14.5  Right to Resort to Provisional Remedies Preserved. Nothing herein shall be deemed to limit or constrain GameChanger’s right to resort to self-help remedies or to comply with legal process, or to obtain provisional remedies such as injunctive relief, attachment, or garnishment by a court having appropriate jurisdiction; provided, however, that you or GameChanger may elect to arbitrate any dispute related to such provisional remedies.

14.6  Conflicting Terms. In the event of a conflict between the arbitration rules and this arbitration agreement, this arbitration agreement shall govern.

14.7  WAIVER OF JURY TRIAL. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN THROUGH ARBITRATION, YOU AND GAMECHANGER AGREE THAT THERE WILL NOT BE A JURY TRIAL.  YOU AND GAMECHANGER UNCONDITIONALLY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY DISPUTE THAT IN ANY WAY RELATES TO OR ARISES OUT OF THE AGREEMENT OR FROM ANY EQUIPMENT, PRODUCTS AND SERVICES YOU RECEIVE FROM GAMECHANGER (OR FROM ANY ADVERTISING FOR ANY SUCH PRODUCTS OR SERVICES).  IN THE EVENT OF LITIGATION, THIS PARAGRAPH MAY BE FILED TO SHOW A WRITTEN CONSENT TO A TRIAL BY THE COURT.

15.  User Submissions: Certain Sites enable users to submit content, email, or other information that will be made available to other users of the Sites or directly to GameChanger. You understand and agree that GameChanger: (a) is NOT responsible for the content of user submissions, (b) has no obligation to remove any user-submitted content, and (c) has sole discretion to determine whether any user submitted content violates this Agreement and to take action or inaction based on that determination.  If you submit content or information to a Sites or Service that makes your content available to other users, you represent and agree that: (i) your content in not prohibited by this Agreement; (ii) you are solely responsible for the form, content, and accuracy of any material you submit to a Sites; (iii) you are granting GameChanger a royalty-free, perpetual, irrevocable, non-exclusive license (including a waiver of any moral rights) under your intellectual property rights to use, reproduce, modify, adapt, translate, publish, transfer, create derivative works of, publicly display, publicly perform sell and redistribute your content, know-how, ideas, techniques and elements of submissions (in whole or in part) worldwide, and to incorporate such content, know-how, ideas, techniques and elements of submissions in other works in any form, media, or technology now known or later developed, for the full term of any rights that may exist in such content; and (iv) GameChanger is not obligated to exercise the rights you granted above.  For the avoidance of doubt, any ideas, concepts, know-how, or techniques contained in any communication or material you send to GameChanger via email or through the Sites for any purpose whatsoever, will be considered non-confidential and non-proprietary.  Also, if you provide GameChanger any comments, information, opinions, or suggestions, which GameChanger considers “Feedback,” you allow GameChanger to use your Feedback without restriction, for any purpose and without compensation to you.

16.  Intellectual Property Rights in the Sites. You acknowledge that the Sites and various elements contained therein are protected by copyrights, trademarks, trade secrets, patents, or other proprietary rights, and that these worldwide rights are valid and protected in all forms, media, and technologies existing now and hereinafter developed. As between you and GameChanger, you also acknowledge and agree that the GameChanger IP is and shall remain the sole property of GameChanger. You agree to comply with all intellectual property laws and you shall not encumber any interest in, or assert any rights to, the GameChanger IP. You may not modify, publish, reproduce, transmit, redistribute, participate in the sale or transfer of, or create derivative works based on any GameChanger IP, in whole or in part.  You may not use any of the information presented on the Sites in any manner to bring any claim of action against GameChanger in any jurisdiction, including specifically misappropriation or infringement of an intellectual property right of you or a third party and agree to indemnify GameChanger from such claims.

17.  Digital Millennium Copyright Act (DMCA) Copyright Infringement Claims. Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to the GameChanger Designated Agent, by providing the following information:

(i)  Identification of the copyrighted work that you claim has been infringed;

(ii) Identification of the material that you claim is infringing and needs to be removed, including a description of where it is located on the Services so that the copyright agent can locate it;

(iii) Your address, telephone number, and, if available, e-mail address, so that the copyright agent may contact you about your complaint; and

(iv) A signed statement that the above information is accurate; that you have a good faith belief that the identified use of the material is not authorized by the copyright owner, its agent, or the law; and, under penalty of perjury, that you are the copyright owner or are authorized to act on the copyright owner's behalf in this situation.

Notices of copyright infringement claims should be sent as follows:

By mail:

GameChanger Patch Co.

5739 Belmont Avenue, Dallas, Texas 75206

Attention: Copyright Agent


By e-mail: DMCA@gamechangerpatch.com
If you give notice of copyright infringement by text e-mail, Company's copyright agent may begin investigating the alleged copyright infringement; however, we must receive your signed statement by mail or as an attachment to your e-mail before we are required to take any action.

INQUIRIES NOT COMPLIANT WITH THE PROCEDURE OUTLINED MAY NOT RECEIVE A RESPONSE.

18.  Translations.  Where GameChanger has provided a translation of the English-language version of a GameChanger Site, this Agreement, or other Content, or you have used a translator you agree that: (a) the translations are only for your convenience; (b) the English-language version governs your use of the Content provided by GameChanger; and (c) the English-language version shall take precedence in the event of a conflict between the English-language version and the translated version (except as prohibited by local law).

19.  Electronic Communications and Contracting.  The Sites may contain additional agreements and disclosures in electronic form. By assenting to this Agreement, you agree that a printed version of this Agreement and other agreements entered into by you on the Sites in electronic form shall be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.  You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.

20.  Miscellaneous. In the event that any portion of this Agreement is held to be invalid or unenforceable, then such portion shall be construed in accordance with the applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of this Agreement shall remain in full force and effect. Sections 1, 2, 3, 6, 7, 9, 10, 11, 12, 13, 14, 15, 16, 18, 19, and 20 of this Agreement shall survive the termination of this Agreement. The paragraph headings herein are provided only for reference and shall have no effect on the construction or interpretation of this Agreement. You expressly absolve and release the GameChanger parties from any claim of harm resulting from a cause beyond their control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes or other labor problems, wars, pandemics, terrorist activities or governmental restrictions. You may not assign this Agreement. No waiver shall be effective unless in writing. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement and any other agreements between the parties entered into through the Sites shall be governed by and construed in accordance with the laws of the State of Texas and shall not be governed by the provisions of the United Nations Convention on Contracts for the International Sale of Goods, the Brussels or Lugano Conventions, the UCITA, or the Rome or Rome 1 Conventions. Except for proceedings commenced by us to protect our intellectual property or confidential information which may be brought in any court of competent jurisdiction, the parties mutually agree that any and all disputes arising hereunder shall be resolved exclusively by state or federal courts located in Dallas, Texas for purchases in the United States and in Panama City, Panama for any purchases outside of the United States. This Agreement contains the entire agreement of the parties concerning the Sites and supersedes all existing agreements and all other oral, written or other communication between the parties concerning its subject matter. You shall comply with all laws, rules and regulations, which are now or hereinafter promulgated by any government authority or agency, which govern or apply to the operation and use of the Sites. Without limiting the generality of the foregoing, you expressly agree to comply with such restrictions and not to export or re-export any of the Content or Services to countries or persons prohibited under the export control laws of the United States. You agree that these Terms will not be construed against GameChanger by virtue of having drafted them.  All rights not expressly granted herein are reserved by us.  Thank you for your cooperation.  All notices required or permitted under these Terms of Service shall be made in writing by email to: GameChanger Patch Co. at compliance@gamechangerpatch.com.

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