Terms of Service

LAST UPDATED: DECEMBER 15, 2017

This Terms of Use Agreement (“Agreement” or “Terms”) is an agreement between you (“you” or “user”) and Eclipse Gaming Systems, LLC and its affiliates. (“Eclipse”, “we”, or “us”). This Agreement governs your access and use of the web site at www.eclipsegamingsystems.com (the “Site”). By accessing and using this Site, you hereby acknowledge that you have read, understand and agree to be bound by the following Terms and to comply with all applicable laws and regulations. If you are accepting on behalf of your employer or another entity, you represent and warrant that you have full legal authority to bind your employer, or the applicable entity, to these Terms. If you do not agree or if you do not have the legal authority to bind your employer or the applicable entity, do not access the Site.

You agree that your continued access of the Site is subject to any changes to the Terms that may be made by Eclipse at its sole discretion and that it is your responsibility to check for any such changes.

This Site is intended for adult use only as we do not market any products or services to children. Please do not access this Site if you are under 18 years of age.

Communications Opt-In

By accessing or using the Site, you expressly agree to receive communications (including marketing messages) from us by email, text message, and/or push notifications. Instructions for opting out of receiving marketing emails, SMS messages, and push notifications are available in the Privacy Policy.

Site Content

This Site includes logos, designs, images, text, audio, video and other elements or components (“Content”) owned by Eclipse or its third-party licensors which may not be copied or imitated in whole or in part, except as expressly set forth herein. Eclipse authorizes you to view, print and copy the Content provided that (a) the Content is used only for informational, non-commercial purposes; (b) you do not edit or modify the Content; and (c) you do not remove any copyright, trademark or other proprietary notices associated therewith. Eclipse expressly reserves all other rights related to the Site and the Content.

Except for the limited license provided herein, Eclipse does not grant any express or implied rights to users under any patents, copyright, trademarks, trade secrets, or other intellectual property rights.

You acknowledge and agree that you are expressly prohibited from using any Content found on this Site in any patent infringement proceedings against Eclipse. Your failure to comply with this prohibition constitutes copyright infringement of the materials at issue. Each instance of non-compliance with this prohibition constitutes a separate instance of infringement, and subjects you to a payment obligation in the amount of USD 10,000 per infringement, as liquidated damages and not as a penalty.

Updates and Errors

The Content published on this Site could be outdated or contain technical inaccuracies or typographical errors. Eclipse and/or its respective suppliers may make improvements and/or changes in the product(s) or service(s) offered and/or the program(s) described herein at any time. You acknowledge and agree that Eclipse has no duty to update this Site or the Content hereof and Eclipse shall not be liable for any failure to update such Content.

Information

Except as otherwise provided herein, all ideas, concepts, techniques, comments, feedback, information or materials (collectively “Materials”) submitted through or in association with the Site shall be considered non-confidential. By submitting such Materials, you grant Eclipse an unrestricted, irrevocable, worldwide, non-exclusive, perpetual, fully sublicensable, transferable, royalty-free right and license under all worldwide intellectual property rights to use, copy, reproduce, adapt, modify, translate, distribute, publicly display, perform, modify, rent, sell, make, have made, import, create derivative works from and otherwise freely use the Materials for any purposes.

Site Use; Termination of Use

If you provide Materials to Eclipse through the Site, you agree to (a) provide true, accurate, current and complete information about yourself. If you provide any information that is false, inaccurate, outdated or incomplete, or Eclipse has reasonable grounds to suspect that such information is false, inaccurate, outdated or incomplete, Eclipse has the right terminate your access to the Site and prohibit any and all current or future use of the Site (or any portion thereof) by you.

You agree to use the Site only for lawful purposes, and that you are responsible for your use of the Site. You agree not to use the Site in any manner that interferes with its normal operation or with any other user’s use and enjoyment of the Site.

You further agree that you will not access the Site by any means except through the interface provided by Eclipse for access to the Site. Creating or maintaining any link from another website or application to any page or functionality on the Site without the prior written authorization of Eclipse is prohibited. Running or displaying the Site or any information or material displayed on the Site in frames or through similar means on another website or application without the prior written authorization of Eclipse is prohibited. Any permitted links to the Site must comply with all applicable laws, rules, and regulations.

Visitors who use the Site and reside outside the United States do so on their own initiative and are responsible for compliance with all laws, if and to the extent local laws are applicable. You agree that you will not access the Site from any territory where its contents are illegal, and that you, and not Eclipse and its Affiliated Parties, are responsible for compliance with applicable local laws.

This Agreement is effective unless and until terminated by either you or Eclipse. You may terminate this Agreement at any time, provided that you discontinue any further use of the Site. Eclipse also may terminate or suspend this Agreement, at any time, without notice, and accordingly deny you access to the Site, for any reason, including without limitation, if in Eclipse’s sole discretion you fail to comply with any term or provision of this Agreement or your use is harmful to the interests of another user or Eclipse and its Affiliated Parties. Any fees paid hereunder are non-refundable.

Eclipse reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. Except as otherwise expressly stated in this Agreement, you agree that Eclipse and its Affiliated Parties shall not be liable to you or to any third party for any modification, suspension or discontinuation of the Site.

You agree that Eclipse may terminate or suspend your access to all or part of the Site, without notice, for any conduct that Eclipse, in its sole discretion, believes is in violation of this Agreement or any applicable law or is harmful to the interests of another user or Eclipse and its Affiliated Parties.

Privacy

Use of the Site is subject to the terms of our Privacy Policy, which is hereby incorporated into and made part of this Agreement. Please carefully review our Privacy Policy. By using the Site, you acknowledge that you have read, and you agree to be bound by, the terms of our Privacy Policy. We reserve the right, and you authorize us, to use information regarding your use of the Site and any other personal information provided by you in accordance with our Privacy Policy. You further acknowledge and agree that any disputes related to the Privacy Policy, including any breaches in security or privacy, will be subject to the limitations on liability and dispute resolution provisions contained in this Agreement.

Linking to this Site

Eclipse consents to links to this Site, providing such links do not: (a) create frames around any page of this Site or in any way alters the visual presentation or appearance of any Content; (b) misrepresent any relationship between you and Eclipse; and (c) create or provide a misleading impression about Eclipse or otherwise damages Eclipse reputation in any way. You agree as a condition to linking to this Site that Eclipse, at its sole discretion, may terminate its consent to such linking and you agree to remove all such links and use of any Eclipse trademarks upon termination.

Third-Party Sites

Eclipse may provide links to third party sites from this Site. Access to any such sites is at your own risk and subject to the terms and conditions of each such site which may be different from this Site. Eclipse is not responsible for such provisions and the content of such sites, and expressly disclaims any and all liability related to such provisions and sites.

Without limiting the foregoing, your correspondence or business dealings with, participation in promotions of, or purchases from, advertisers or third party applications found on or through the use of the Site, including payment for and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser or third party application provider. You agree that Eclipse and its Affiliated Parties shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers or third party application providers on the Site.

Access to Password Protected / Secure Areas

Access to and use of password protected and/or secure areas of this Site is restricted to authorized users only. Individuals misusing passwords and unauthorized individuals attempting to access restricted areas of this Site may have their password access withdrawn and may be subject to civil liability and criminal prosecution. Each registered user of password protected and/or secure areas of this Site will maintain the confidentiality of his or her username and/or password and agrees and understands that he or she will be responsible for activities under his or her username and/or password.

Your use of Eclipse customer support sites is subject to these Terms and any applicable license and support agreement between you and Eclipse. Any information posted on or in the support site is considered Eclipse confidential information and may not be shared with any third party for any reason without Eclipse’s prior written consent.

Limitation of Liability; Disclaimer of Warranty

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SERVICES AND MATERIALS CONTAINED HEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, ECLIPSE, ITS AFFILIATED PARTIES, AND THEIR RESPECTIVE OWNERS, OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES AND OTHER REPRESENTATIVES AND ECLIPSE’S VENDORS AND BUSINESS PARTNERS (COLLECTIVELY, “ECLIPSE AND ITS AFFILIATED PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, ECLIPSE AND ITS AFFILIATED PARTIES MAKE NO WARRANTY THAT (I) THE SITE WILL MEET YOUR REQUIREMENTS, (II) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF SERVICES, PRODUCTS, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS ON THE SITE WILL BE CORRECTED. ANY MATERIAL OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, YOUR MOBILE DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ECLIPSE AND ITS AFFILIATED PARTIES OR ON OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

ECLIPSE AND ITS AFFILIATED PARTIES SHALL NOT UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH OR RELATING TO THE USE OF OR INABILITY TO USE THE SITE, INCLUDING ANY LIABILITY (I) AS A PUBLISHER OF INFORMATION;; (II) FOR ANY INCORRECT OR INACCURATE INFORMATION, (III) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA, (IV) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE, OR (V) FOR ANY OTHER MATTER RELATING TO THE SITE OR ANY THIRD PARTY WEBSITE OR APPLICATION. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF GOOD WILL, LOSS OF USE, LOSS OF DATA, COST OF PROCURING SUBSTITUTE GOODS, SERVICES OR INFORMATION, LITIGATION OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ECLIPSE AND YOU. THE INFORMATION PRODUCTS, AND SERVICES OFFERED ON AND THROUGH THE SITE WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NOTWITHSTANDING THE FOREGOING, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH ECLIPSE IS TO STOP USING THE SITE AND CANCEL YOUR ACCOUNT.

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS AND LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE EXCLUSIONS AND LIABILITY ARE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
THIS SECTION SHALL SURVIVE ANY EXPIRATION OR TERMINATION OF THIS AGREEMENT.

Indemnity

You agree to indemnify, defend and hold harmless Eclipse and its Affiliated Parties against all claims, demands, causes of action, losses, expenses, damages and costs, including any reasonable attorneys’ fees, resulting or arising from or relating to your use of or conduct on the Site or any other person, any material that you submit to, post on or transmit through the Site, your breach of this Agreement, your infringement or violation of any rights of another, or termination of your access to the Site.
This Section shall survive any expiration or termination of this Agreement.

Unsolicited Ideas

Neither Eclipse nor any of its employees accept or consider any ideas, concepts or materials relating to any aspect of its business, including new or improved products, enhancements, game themes, processes, artwork, graphics or names relating to any aspect of gaming (“Ideas”), unless specifically requested by them. Please do not send or submit any such ideas in any form to Eclipse or any of its employees. The purpose of this notice is to avoid any disputes or misunderstandings should Eclipse release any products or services that might seem similar to ideas submitted to Eclipse. If you choose to submit any Ideas to Eclipse, by electronic means or otherwise, then you hereby agree to the following terms and conditions regardless of any statements by you to the contrary:

  • The Ideas will be treated as non-confidential
  • The Ideas and any intellectual property rights relating thereto shall automatically become the property of Eclipse without any compensation or accounting to you. In the event the property transfer is incomplete or ineffective then you hereby release Eclipse from any and all claims related to such ideas and hereby grant Eclipse an unrestricted, irrevocable, worldwide, non-exclusive, perpetual, fully sublicensable, transferable, royalty-free right and license under all worldwide intellectual property rights to use, copy, reproduce, adapt, modify, translate, distribute, publicly display, perform, modify, rent, sell, make, have made, import, create derivative works from and otherwise freely use the Ideas for any purpose.
  • You represent and warrant that you own or have all of the rights to the Ideas and have full authority to disclose such ideas to Eclipse.
  • Eclipse is under no obligation to review the Ideas
  • Eclipse is under no obligation to communicate with you regarding the Ideas or any plans related thereto.

Copyright Policy

If you believe that your proprietary work has been copied in a way on the Site that constitutes copyright infringement, please forward the following information to the Company’s Copyright Agent, designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2), named below:

(a) A signature of the person authorized to act on behalf of the owner of the copyright;

(b) A description of the copyrighted work that you claim has been infringed;

(c) A description of where the material that you claim is infringing is located on the Site;

(d) Your address, telephone number and email address;

(e) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

(f) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Copyright Agent:
Eclipse Gaming Systems, LLC
Attn: General Counsel
3237 Satellite Blvd, Suite 120
Duluth, GA 30096

Filtering

The Site is not intended for use by anyone under the age of 18. If we discover that a user is under the age of 18, we will take steps to block that user from accessing the Site. Pursuant to 47 U.S.C. Section 230 (d) as amended, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protection is available at http://www.staysafeonline.org.

Applicable Law; Jurisdiction; Dispute Resolution

This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Illinois as it is applied to agreements entered into and to be performed entirely within such state, without regard to its conflict of law principles. You agree that any all disputes, claims, and causes of action relating to this Agreement, the Site, and/or the Privacy Policy, shall be resolved individually, without resort to any form of class action, exclusively by confidential arbitration in Chicago, Illinois, before a single arbitrator pursuant to the then-current arbitration rules of the American Arbitration Association. Any award rendered shall be final and conclusive upon the parties and a judgment thereon may be entered in the highest court of any state or federal forum holding jurisdiction; provided, however, that the party commencing an action to enforce, vacate, or otherwise modify an arbitration award shall not include any confidential information in such filing unless required to do so by applicable court rules and, if so required, shall take all reasonable actions to prevent the disclosure of such confidential information, including but not limited to moving for permission to make its initial filing under seal or filing a redacted version of its filing that omits such information. The parties to the arbitration will share equally the administrative costs of such arbitration proceedings. You agree to commence any arbitration proceeding with respect to this Agreement within one year after the claim arises. You agree that a proceeding commenced after such date is barred.

Miscellaneous

If any provision of this Agreement is deemed unlawful, void, or for any reason unenforceable by a court of competent jurisdiction, the validity and enforceability of any remaining provisions shall be unaffected. This Agreement, including the Privacy Policy and other policies incorporated herein by reference, constitutes the entire and only Agreement between the Company and you with respect to the Site, and supersedes any and all prior or contemporaneous agreements and understandings, written or oral, with respect to the Site. The failure of Eclipse and its Affiliated Parties to insist upon strict adherence to any term of this Agreement shall not constitute a waiver of such term or limit any right thereafter to insist upon strict adherence to that term or any other term of this Agreement.

Contact Information

If you have any comments or questions regarding this Agreement or the Site, please contact us at 770.277.8783.