Breakaway Republix Terms of Use

Welcome to Breakaway Republix. Breakaway Republix is a social networking "site" that uses actual geographical cities, towns and villages within which registered users can become virtual citizens, who can then in turn purchase towns, villages and cities which they can treat as countries and thereby become country owners. As in life all citizens must abide by rules. In particular, by accessing, browsing or using the services available from and/or otherwise accessing the domain and sub-domains of www.breakawayrepublix.com which are owned and operated by Smog Media Limited, ("Breakaway Republix", "us", "our" or "we") and all linked pages owned and operated by Breakaway Republix (collectively, the "Site"), you agree to be bound by this Terms of Service Agreement (the "Agreement"). Before you may use the Site, you must read and agree to all of the terms and conditions below, including all terms and conditions contained in agreements referenced and linked to below. Please read this Agreement carefully. If you do not accept the terms and conditions below, please exit and do not use the Site. We suggest that you save or print a copy of this Agreement for your records before using this Site.

1. Eligibility

Membership in the Service is void where prohibited. This Site is intended solely for users who are thirteen (13) years of age or older. Any registration by, use of or access to the Site by anyone under 13 is unauthorized, unlicensed and in violation of these Terms of Use. By using the Service or the Site, you represent and warrant that you are 13 or older, and that you agree to and to abide by all of the terms and conditions of this Agreement.

2. Your Account

As part of the Site's registration process, you will be required to set up an account and select a user name and password. Breakaway Republix reserves the right to refuse registration or service, and to terminate accounts, in its sole discretion. In setting up your account, you agree to the following rules:
a. You will provide complete and accurate information about yourself, and update such information in the future to keep it complete and accurate. Breakaway Republix reserves the right to pursue legal action against you for intentionally providing false or inaccurate personal information, as well as the right to terminate your account.
b. You will not enter, select or use a user name that is subject to the rights of a third party without proper authorization, that is or contains or is substantially similar to a trademark or service mark, or that incorporates words that are defamatory, vulgar, obscene, libellous, hateful, or racially or ethnically or otherwise objectionable. You may not use a misspelling or an alternative spelling to circumvent the foregoing restrictions.
c. You accept responsibility for maintaining the confidentiality of your account and password, and all activities that occur under your account.
d. You will pay all fees and charges incurred by your account, including applicable taxes, in accordance with the billing terms that are in effect at the time the fees or charges become payable, and reimburse Breakaway Republix for all costs and expenses incurred by Breakaway Republix in collecting payments due hereunder, including all bank and service charges and all reasonable solicitors' fees.
e. You will exit out of your account at the end of each session, and immediately notify Breakaway Republix of any unauthorized use of your account.

3. Your Conduct

We would like you to enjoy all aspects of the site we have created. However, for your protection and the protection of others in our world, certain conduct is prohibited. If you engage in any of this conduct, you risk not only termination of your membership in the virtual world, but also legal repercussions in the real world. In particular, in using the Site you agree not to (and not to knowingly permit any third party to):
a. conduct any unlawful activity;
b. harm minors in any way;
c. transmit or make available any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libellous, hateful, or racially or ethnically or otherwise objectionable;
d. transmit or make available any content that you do not have a right to make available under any law or contractual or fiduciary relationship, including without limitation any content that infringes a third party's copyright, trademark or other intellectual property and proprietary rights;
e. transmit or make available any material that contains any software virus or other computer code designed to interrupt, destroy or alter the functionality of any computer software or hardware;
f. interfere with, disrupt or reverse engineer the Site in any manner, including intercepting, emulating or redirecting the communication protocols used by Breakaway Republix, creating or using cheats, mods or hacks or any other software designed to modify the Breakaway Republix experience, or using any software that intercepts or collects information from or through the Site (including harvesting of email addresses);
g. use any robot, spider or other automated mechanism to retrieve or index any information from any portion of the Site;
h. participate in any action that, in the sole and absolute opinion of Breakaway Republix, results or may result in a subscriber to Breakaway Republix being defrauded, scammed, or otherwise cheated out of any Breakaway Republix virtual items or other property that such subscriber has earned, purchased or otherwise properly obtained;
i. transmit or make available any unsolicited or unauthorized advertising, junk mail, spam, chain letters, pyramid schemes or other forms of solicitations;
j. create user accounts by automated means or under false or fraudulent pretenses; and
k. impersonate any person or entity.

4. Withdrawal/Interruption/Modification of the Site

Breakaway Republix reserves the right to withdraw the site from service or interrupt the Site or any services available on the Site with or without prior notice for any reason whatsoever. You agree that Breakaway Republix will not be liable for any cessation or interruption of the Site or such services, delay, or failure to perform and you will not be entitled to any refund of fees for interruption of service or failure to perform. Additionally, Breakaway Republix has the right at any time and for any reason to modify and/or eliminate any aspect(s) of the Site or its services as it sees fit in its sole discretion without any liability to you, including, without limitation, to remove any virtual assets or content.

5. International Use

You agree to comply with all local laws and rules regarding online conduct and acceptable content. Without limiting the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United Kingdom, United States or the country in which you reside.

6. Intellectual Property

Except for the personal information and content submitted by users of the Site, the Site, all other content and software included therein (including, without limitation) are owned by Breakaway Republix or its licensors, and are protected by United Kingdom, United States, and other international intellectual property laws. Without limiting the foregoing, "Breakaway Republix " and Breakaway Republix graphics, logos, page headers, buttons, icons, scripts and service names are trademarks or trade dress of Breakaway Republix in the United Kingdom, United States, and/or other jurisdictions. You may not use Breakaway Republix trademarks and trade dress in connection with any product or service that is not Breakaway Republix, in any manner that is likely to cause confusion among customers or subscribers, or in any manner that disparages Breakaway Republix . Except as expressly provided herein, Breakaway Republix and its licensors do not grant you any express or implied rights, and all rights, title and interest that Breakaway Republix has in and to the Site (including all content and services therein) that are not expressly granted by Breakaway Republix to you are retained by Breakaway Republix.

7. Your License from Breakaway Republix

Subject to the terms of this Agreement and so long as you remain compliant with such Agreement, Breakaway Republix grants you a non-exclusive, limited, fully revocable license to use the software and content contained on this Site. You may not modify, publish, transmit, transfer, sell, reproduce, upload, post, distribute, perform, display, create derivative works from, or in any way exploit such Site content or software, except as Breakaway Republix expressly permits in this Agreement or otherwise on the Site. Your use of the Site content or software for any purpose other than as expressly permitted in this Agreement or the Site is a violation of the intellectual property rights and other proprietary rights of Breakaway Republix and may subject you to civil liability and/or criminal prosecution under applicable laws.

8. Your License to Breakaway Republix

When you provide us with content or create content on the Site, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, fully paid-up, sublicensable right throughout the world to exercise all copyright, publicity, and other rights you have in the content in any media known now or in the future. Such rights include, without limitation, all rights you have in use, distribution, reproduction, modification, adaptation, creation of derivative works, translation, public performance and public display of the content. You also hereby waive any moral rights you may have in such content under the laws of any jurisdiction. We reserve the right to remove or modify any content you provide to us or otherwise post on the Site at our sole discretion and without prior notice or any liability to you.

9. Intellectual Property Complaints

Breakaway Republix respects the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Breakaway Republix designated agent with the written information specified below:
a. An electronic or physical signature of the person authorized to act on behalf of the owner of the intellectual property interest;
b. A description of the copyrighted work or other intellectual property 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 e-mail address;
e. A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright or other intellectual property owner, its agent, or the law;
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 or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Breakaway Republix designated agent for notice of claims of copyright or other intellectual property infringement on the Site can be reached as follows:

By mail:
SMOG Media Ltd
To be confirmed
By email: privacy@breakawayrepublix.com

10. Privacy

Use of the Site is also governed by Breakaway Republix Privacy Policy, a copy of which is currently located here and which is incorporated into this Agreement by reference.

11. Transactions with Third Parties

Although we created this site, we do not control many of the things that happen inside of it. For example, we do not generally regulate the content of communications between users nor do we monitor users' interactions with the Site. Just like in the real world, you should exercise common sense when dealing with others. In particular, if you enter into a transaction with another user of the Site, your transaction is solely with that user. Although Breakaway Republix may provide a mechanism to help facilitate such activities within the site, Breakaway Republix will have no responsibility or liability for such activities and cannot guarantee that you will have the same legal rights with respect to those transactions as if they had occurred in the real world (e.g., including but not limited to the sale or lease of virtual assets).

12. Links

This Site contains links to other sites that are not maintained by, or related to, Breakaway Republix. Links to such sites are provided solely as a convenience to you and do not imply any endorsement by Breakaway Republix of, any affiliation with or endorsement by the owner of the linked site. Breakaway Republix has no control over such third party sites. Breakaway Republix is not responsible for the availability of such external sites and no endorsement of any third party products or services is expressed or implied by any information, material or content referred to or included on or linked from or to the Site Breakaway Republix does not assume responsibility for the accuracy, completeness, accessibility and usefulness of the information, data, opinions, advice or statements contained at such sites and your access and use of such third party sites, including any information, material, products and services therein, is solely at your own risk. Breakaway Republix accepts no liability for any direct, indirect, incidental, special, consequential, punitive or other losses or damages of whatsoever kind arising out of access to or use of any linked website or any information or reliance on any such content, goods or services available on or through any such linked website. You also understand and agree that the Breakaway Republix privacy policy is applicable only while you are using the Site. Once you are linked to another website, you should read the privacy statement of that website before disclosing any personal information.

13. Indemnification

As a condition of your access to and use of the Site, you agree to hold Breakaway Republix and Breakaway Republix directors, officers, employees, agents, attorneys, subsidiaries, affiliates, independent contractors, advertisers, partners, co-branders and sublicensees and each of their respective successors and assigns (collectively, the " Breakaway Republix Indemnitees") harmless from, and indemnify them for, all damages, costs, expenses and other liabilities, including but not limited to attorneys' fees and expenses, relating to any claim arising out of or related to: (i) your access to and use of the Site and the content therein; (ii) your violation of this Agreement, the privacy Policy, any applicable law or the rights of another person or party; (iii) any dispute you have or claim to have with one or more users of the Site; (iv Breakaway Republix resolution (if any) of any dispute you have or claim to have with one or more users of the Site; (v) your improper authorization for Breakaway Republix to collect, use or disclose any data or content provided by you; and (vi) any disclosures made with your permission (including, without limitation, your consent that Breakaway Republix disclose your personal information and other information collected as set forth in our Privacy Policy). Furthermore, you fully understand and agree that: (a) Breakaway Republix will have the right but not the obligation to resolve disputes between users relating to the Site and Breakaway Republix resolution of a particular dispute does not a create an obligation to resolve any other dispute; and (b) Breakaway Republix resolution of a dispute will be final with respect to the Site. You further agree to hold the Breakaway Republix Indemnitees harmless from, and indemnify them for, all damages, costs, expenses and other liabilities arising out of or in any way connected with Breakaway Republix resolution of disputes relating to the Site.

14. Disclaimer of Warranties

YOUR USE OF THE SITE IS AT YOUR OWN RISK. THE SITE IS PROVIDED BY BREAKAWAY REPUBLIX ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW. BREAKAWAY REPUBLIX MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION OR CONTENT INCLUDED ON THE SITE. BREAKAWAY REPUBLIX MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, SECURE, OR TIMELY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BREAKAWAY REPUBLIX EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, TRADE OR PERFORMANCE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, AND THEREFORE SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BREAKAWAY REPUBLIX WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM OR RELATED TO THE USE OF OR INABILITY TO USE THE SITE, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOSS OF GOODWILL OR ANY OTHER LOSSES, EVEN IF BREAKAWAY REPUBLIX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BREAKAWAY REPUBLIX TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED THE AMOUNTS YOU PAID TO BREAKAWAY REPUBLIX DURING THE PERIOD THREE MONTHS PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY. YOU AGREE THAT THIS LIMITATION OF LIABILITY IS COMPREHENSIVE AND APPLIES TO DAMAGES OF ANY KIND. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON CERTAIN DAMAGES, AND THEREFORE SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

16. General Provisions

a. Governing Law, Jurisdiction and Venue. If you are a legal resident of the United States, this Agreement shall be governed by the laws of the State of California, without regard to principles of conflict of laws that would result in the application of different law; and in such event you and Breakaway Republix agree to submit to the personal and exclusive jurisdiction of the courts located in Los Angeles County, California. If you are not a legal resident of the United States, this Agreement shall be governed by the laws of England and Wales, without regard to principles of conflict of laws that would result in the application of different law; and in such event you and Breakaway Republix agree to submit to the personal and exclusive jurisdiction of the courts located in England and Wales. The United Nations Convention on the International Sale of Goods is explicitly excluded from this Agreement.
b. Changes to the Agreement. Breakaway Republix may modify the terms of this Agreement at any time at its sole discretion. Such modified Agreement will be effective immediately upon posting to the Site where the prior version of this Agreement was posted. You agree to be bound to any changes to this Agreement when you use the Site after any such modified Agreement is posted.
c. Waiver. The failure of Breakaway Republix to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
d. Severability. If any term or other provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or incapable of being enforced, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and all other terms and other provisions of this Agreement shall nevertheless remain in full force and effect.
e. Assignment. Neither this Agreement nor any of the rights or obligations hereunder may be assigned by you without the prior written consent of Breakaway Republix. Breakaway Republix may, without your consent, assign all or any portion of its rights and obligations hereunder.
f. Titles. The titles, captions or headings in this Agreement are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement.
g. Other Rules. Breakaway Republix may have additional or other rules that govern your use of particular services, contests or promotions available on the Site, and may change such rules from time to time. Those rules will be made available to your prior to or at the time of your use of such services or entry in such contests and promotions. Please read those rules carefully.
h. Entire Agreement. This Agreement constitutes the entire agreement between you and Breakaway Republix governing your use of the Site, and supersedes all other prior agreements and communications, whether oral or written, by any party hereto with respect to the subject matter hereof.
i. Language. You agree that English will be the language of the Site and of all transactions occurring in connection with the Site, and you agree to waive any right to use and rely upon any other language or translations. It is the express intention of the parties that this Agreement has been drawn up in English.