TERMS OF SERVICE
I. ACCEPTANCE OF TERMS OF SERVICE
Thank you for visiting paarlroyals.com, the official website of the Paarl Royals team, owned, operated and managed by Paarl Royal Cricket Proprietary Limited (PR Website). These terms of service (Terms) entered into between you and Paarl Royal Cricket Proprietary Limited (PRCPL) intend to capture the legal rights and obligations arising from your use of the PR Website as an independent user (Fan). PRCPL owns and operates the Paarl Royals cricketing franchise (Team) and facilitates their management and administration towards their participation in the South African T20 League (SA T20). PRCPL has conceptualized the PR Website to serve as a fan engagement platform. Through access to the PR Website, you shall be provided an interactive platform filled with various features, inter alia (i) access the schedule, status and results of the matches played by the Team in the SA T20, (ii) access clips, videos, gallery of images of the Team made available on the Website (iii) find details regarding the players of the Team as provided by PRCPL, and (iv) gain access to the latest news in relation to the team, as provided by PRCPL.
As a Fan, by accessing the PR Website and/or on creation of a User Profile (defined hereafter) and on utilization of the services, you shall agree to abide by and be subject to the terms and provisions set forth under these Terms.
Accordingly, by accessing the PR Website and clicking Accept, you have agreed to utilize the PR Website at your own risk and agree that you have carefully read and accepted the terms and conditions set out hereunder and further acknowledge that your use of and association with the PR Website shall be subject to the provisions of these Terms. By agreeing to utilize the PR Website and accepting the terms and conditions set out hereunder, you hereby agree that you have permitted PRCPL to use the personal data and information provided by you in connection with the creation of the User Profile, and such other information, data and materials (whether audio-visual or otherwise) in connection with the utilization of the PR Website.
II. DEFINITIONS AND INTERPRETATION
- Applicable Law shall mean the application of law, regulation, ordinance rule, judgment, order, decree, clearance, approval, directive, guideline, notification, circular, policy requirement, governmental restriction or any similar form of decision, or determination by, or any interpretation or administration of any of the foregoing by, any governmental authority or governmental department or statutory authority or regulatory authority (having a binding effect) whether in effect as of the date of these Terms or thereafter and in each case as amended, as applicable to a Party;
- Business Day shall mean any day (other than a Saturday, Sunday or statutory public holiday) in South Africa;
- CSA shall mean Cricket South Africa;
- Confidential Information shall mean any and all information, provided by PRCPL to the Fan(s), during the term of their association with and usage of the PR Website under these Terms, including without limitation information related to the PR Team, business, trade secrets, team strategies, plans, team tactics, copyrighted information, proprietary information, intellectual property (either owned by or licensed to PRCPL), marketing information, computer software, programs, contractual relationships, existing and proposed contracts or businesses, business forecasts and plans, new businesses, negotiations and discussions, programs, processes, methodology and PRCPL supported ventures like the cricket academy and schools, past and current financial records, financial information, and/or any other such information either related to the PR Team, its players, other support staff members, management or employees, shareholders or owners of the PR Team.
- Effective Date shall be the date on which these Terms shall come into force.
- Force Majeure Event shall mean any event due to any cause beyond the reasonable control of the Party, including, without limitation, unavailability of any communication system, sabotage, fire, flood, explosion, accident, acts of God, civil commotion, pandemic (including but not limited to COVID-19), strikes or industrial action of any kind, riots, insurrection, war, (and the use of any derelict weapons of war including bombs, torpedoes, bio-chemical war weapons, atomic weapons, weapons employing nuclear fission or radioactive materials), the use or operation, as a means for inflicting harm, of any computer, computer system, computer software, computer software programme, malicious code, computer virus or process or any other electronic system, terrorism, change in schedules, rules, regulations or guidelines of the SA T20 and/or CSA, or the cancellation or rescheduling of any matches of the SA T20.
- ICC shall mean The International Cricket Council;
- Intellectual Property Rights shall mean any and all (by whatever name or term known or designated) tangible and intangible and now known or hereafter existing (i) rights associated with works of authorship world-wide; including but not limited to copyrights, moral rights, and mask-works; (ii) trademark and trade name rights and similar rights, business names, logos, slogans, designs, rights in trade dress or get-up, common law trade marks and service marks, trade mark and service mark registrations and applications therefor and all goodwill, rights to sue for passing off, and unfair competition rights, associated with or pertaining to any of the foregoing; (iii) all inventions (whether patentable or not), invention disclosures, improvements, proprietary and confidential information, trade secret rights, know-how, technology, technical data, utility models, topography rights and customer lists, and all documentation relating to any of the foregoing, (iv) patents, designs, algorithms and other industrial property rights;(v) all software, databases and data collections and all rights therein (vi) all internet uniform resource locators and domain names and all goodwill associated with or pertaining to any of the foregoing, and all social media accounts including all log in and password details to such accounts and content (vii) all other intellectual and industrial property rights (of every kind and nature world-wide and however designated) (including logos, rental rights and rights to remuneration), whether arising by operation of law, contract, license, or otherwise; (viii) all registrations, initial applications, renewals, extensions, continuations, divisions or reissues thereof now or hereafter in force, and ; (ix) all rights arising out of or associated with any of the foregoing, including all rights to sue and recover damages for past, present and future infringement, misappropriation, dilution or other violation of any of the foregoing; and (x) all rights or forms of protection having equivalent or similar effect to any of the aforementioned, which may subsist in any country in the world.
- User shall mean a Fan who has created a User Profile.
Under these Terms unless the context otherwise requires:
- Word and numbers denoting the singular number shall include the plural and vice;versa.
- A reference to any Person shall mean and include an individual, natural person, body corporate, partnership, joint venture, incorporated or unincorporated body or association, company, and governmental authority.
- Reference to days/month/year shall mean calendar days/month/year.
- Any reference to a statute or statutory provision shall be construed as a reference to such provisions as from time to time amended, consolidated, modified, extended, re-enacted or superseded.
- A reference to a clause, section or paragraph is, unless indicated to the contrary, shall be construed as a reference to a clause, section or paragraph of these Terms.
- A reference to includes means includes without limitation.
- ZAR or Rand means the official currency of South Africa.
If the day on which any act, matter or thing is to be done pursuant to these Terms, and which is not a Business Day, then that act, matter or thing must be done on the next succeeding Business Day.
III. THE PR WEBSITE
The PR Website invites Fan to register and apply for availing the services offered by it. The PR Website is the exclusive property of PRCPL. By using the PR Website, the Fan agrees and acknowledges to have read, understood, and agreed to be bound by these Terms.
PRCPL reserves the right to modify these Terms in any manner and at any point in time, effective immediately on such revised terms being posted on the PR Website. The Fan's continued usage of the PR Website will be deemed to be an acceptance of any such modification.
IV. USE OF THE PR WEBSITE
1.Access to the PR Website
- The Fan would be permitted to access the PR Website from any internet browser and would be permitted to avail the services offered on the PR Website. The Fan represents and warrants that all information furnished by the Fan on the PR Website is true and correct and undertakes to ensure that the information continues to remain true and correct as long as the Fan is in use of the PR Website.
- On successfully accessing the PR Website and in order to access all the services offered on the PR Website, the Fan may create a User Profile (defined hereafter). The Fan, for creating a profile on the PR Website (User Profile), will be required to provide their personal information including but not limited to their name, email-address and phone number or any other form of personal identification as accepted under Applicable Law from time to time and further the Fan would be required to accede to these Terms. The Fan may, from time to time, be asked to verify and update the details of the User Profile on the PR Website.
- On creation of the User Profile, the User would be required to provide further information (which may include personal information) as may be required by PRCPL to enable the PR Website to provide it with appropriate services.
- On completion of the User Profile and provision of any additional information as required by the PR Website, the User may proceed to avail the services offered by the PR Website, including but not limited to accessing the PR Stores available on the PR Website for the sale of official PR masks and merchandise.
- The User Profile will serve as the single source of information recording all data and activity of the User on the PR Website.
2. Continued Use of the PR Website
- The Fan shall be permitted to have continued access to all the services offered on the PR Website for such period as the Fan shall continue to maintain a valid and duly updated User Profile on the PR Website.
- Such access shall continue even during the period that the User has signed out of the PR Website, however, in order to use the PR Website, the User would require to log-in again to access the PR Website and the services provided thereunder.
- In the event that the User wishes to discontinue such use of the PR Website, the User would be required to delete the User Profile on the PR Website.
- The User hereby agrees that the User shall continue to be bound by the confidentiality obligations of the PR Website and such other terms even after the deletion of the User Profile and further, on deletion of their User Profile the User shall undertake to delete all such data, information and such other Confidential Information provided by PRCPL to the User in connection with their association with the PR Website.
- The User hereby further agrees that any information provided by the User (including in the form of photographs and personal information submitted in connection with the User Profile) shall be provided at the User's sole discretion and risk. The User understands that PRCPL does not guarantee any confidentiality with respect to any user content, information or personal data submitted by the User during the use of the PR Website.
V. THE PREDICTOR GAME
- Through the access to the PR Website, the User shall have the right to participate in the PRCPL predictor game (“Predictor Game”), subject to the fulfilment of the following conditions:
- a). That the User is a resident of India or South Africa;
- b). That the User is 18 (eighteen) years of age or above and is of sound mind.
- The Predictor Game shall commence 24 (twenty-four) hours prior to each match day from January 09, 2023, and shall end on February 02, 2023. This can further be extended subject to the Team qualifying for play-offs. As a participant in the Predictor Game, the User shall have the ability to answer a set of specific questions in relation to each match of the SA T20. Correct answers provided shall acquire points in favour of the relevant User. The correctness of any answer provided in the Predictor Game shall be at the sole and exclusive discretion of PRCPL. PRCPL shall not be liable to any User under any circumstances for any matter related to the Predictor Game, including but not limited to the manner of conduct, the results, the answers, questions, etc.
- At the end of each matchday, the winner for that matchday the User with the highest number of points (“Matchday Winner”) on that match day shall earn Rewards (as defined below) provided at the exclusive discretion of PRCPL.
- Further, at the end of the relevant SA T20 season, the top 10 Users with the highest number of points garnered in the Predictor Game (“Season Winners”) for that relevant SA T20 season, shall earn Rewards provided at the exclusive discretion of PRCPL.
- Such winners are to be determined through an independent and automated process without any human intervention whatsoever.
- In case of a tie, the User whose submission enters the servers of PRCPL first in time for that respective matchday contest, shall be considered as the Matchday Winner. The same process shall also be applicable for tiebreakers in determining the Season Winners for that relevant season.
- The reward to be given to the Matchday Winner and Season Winners shall be exclusive Paarl Royals merchandise (“Reward”).
- PRCPL will contact the the Matchday Winner and Season Winners via email within 30 (thirty) days from the end of the relevant SA T20 season. If PRCPL is unable to make contact with any of the Matchday Winner and Season Winners during this period, PRCPL will attempt to contact such Matchday Winner or Season Winner (as the case maybe) one more time following which PRCPL reserves the right to allocate the Reward to the next eligible nominee.
- All Rewards are non-transferable, non-negotiable and no cash alternative is available.
- PRCPL reserves the right to cancel, modify, alter, rescind, expand or change in the rules and regulations applicable to the Predictor Game and any and all aspects of the same, including but not limited to the Rewards provided.
- If you require any help or have any enquiries, or if you wish to access a copy of these terms and conditions applicable to the Predictor Game, please contact email@example.com [during normal business hours, 10:30-18:00, from Monday to Friday, excluding public holidays in South Africa].
- In respect of the South African participants, it is not intended that any provision of these rules contravenes any provision of the Consumer Protection Act, 68 of 2008, and therefore all provisions of this Part V must be treated as being qualified, if necessary, to ensure that the provisions of the Consumer Protection Act are complied with.
Access to the PR Website shall include the following features:
- Access the schedule, status and results of the matches played by the Team in the SA T20. The Fan hereby agrees and acknowledges that the schedule and timelines for matches are determined purely at the discretion of CSA/SA T20. PRCPL does not take any responsibility for any such change in schedule.
- Access to clips, videos, gallery of images of the Team made available on the Website, it is clarified that all such clips, videos and images, and the Intellectual Property Rights subsisting therein, made available are the sole and exclusive property of PRCPL or licensed to PRCPL under a licensing arrangement. The Fan shall not in any manner carry out any usage of such Intellectual Property Rights outside the right of access on the PR Website.
- Access to details regarding the players of the Team as provided by PRCPL.
- Access to the latest news in relation to the team, as provided by PRCPL.
VII. QUERIES AND COMPLAINT
- The Fan may raise any complaints, queries and concerns (Complaint) regarding the provision of services, payment details and such other complaint or grievance arising in connection with the Fan's utilization of or experience on the
- Such Complaint may be raised by way of raising a complaint with the customer care executives of the PR Website (PRCPL Customer Care Executive) and record a grievance through writing at the link available on the Contact Us section on the PR Website, and then providing the details requested therein. The Fan hereby agrees that any toll, data charges or additional call charges arising from raising a telephonic/email grievance will be borne by the Fan.
- PRCPL undertakes that all Complaint's raised by the Fan(s) shall be appropriately resolved (including the resolution of any follow up queries to the Complaint raised by any Fan) within a period not exceeding 3 (three) Business Days.
VIII. REQUIREMENTS AND CONDUCT OF FANS AND USERS
- For creation of the User Profile, the Fan hereby undertakes that he/ she is of 18 (eighteen) years of age and is of sound mind.
- The Fan hereby explicitly provides its consent to PRCPL, as may be required under the relevant applicable laws, to collect, utilise, exploit, share and store such data and personal information relating to such Fan.
- The Fan further undertakes that the Fan shall not be permitted to assign or allocate the right to use and receive the benefits of the PR Website to any third party or any other Person.
- The User hereby undertakes that the User shall be the sole identified user of the PR Website through the User Profile, and the User Profile created by the User shall not be used, operated or assigned to any such third party not identified as a User for the purpose of the User Profile.
- During the term of use of the PR Website the Fan hereby undertakes that he/she shall ensure compliance with all Applicable Law(s) at all times and shall ensure that the actions undertaken by the Fan shall not be prejudicial to PRCPL and shall not result in any disrepute to PRCPL, the PR Team, its players, support staff members and their associates and affiliates.
- The Fan hereby undertakes to ensure compliance with the extant regulatory framework regulating anti-corruption anti-money laundering activities.
- The Fan hereby acknowledges that PRCPL would be permitted to utilize the personal data and information provided by the Fan in connection with the creation of the User Profile, any image, audio-visual content and such other information, data and materials (whether audio - visual or otherwise) in connection with the utilization of the PR Website or any other Website similar to PR Website. Any claims, actions, legal proceedings and injunctive relief or any remedy in this regard, available under Applicable Law will be resolved by arbitration, unless an arbitration is prohibited by Applicable law or the subject matter of the dispute is incapable of resolution by way of arbitration. [Equilex Comment: to be discussed No claim may be brought against PRCPL unless arbitration proceedings have been exhausted.
- The Fan hereby unequivocally undertakes to ensure that he/ she will not perform any action (and shall not assist or support any third party to) modify, reproduce or infringe in any manner on the Intellectual Property Rights of PRCPL. The Fan further acknowledges that such infringement shall be regarded as a breach of the Fan's contractual obligations under these Terms and PRCPL shall be entitled to undertake all such actions as deemed appropriate in accordance with the provisions of these Terms and shall be entitled to all such remedies as available under Applicable Law.
- The Fan hereby agrees and acknowledges that the Fan shall at all times and under all circumstances shall refrain from the usage of any language, terms, graphical, audio-visual or other representations (including speeches, defamatory reviews and defamatory and offensive emails, messages and public statements) which would result in any loss, harm, damage or disrepute to the reputation and the brand name carried by PRCPL (including its affiliates, associated entities, shareholders, directors, staff and employees). The Fan further agrees that in the event he/ she undertakes the usage of any language or representations which result in loss or disrepute to the reputation of PRCPL (including its affiliates, associated entities, shareholders, directors, staff and employees), PRCPL would be entitled to take such actions as would be considered appropriate including a breach of the terms of these Terms.
- Through the use of the PR Website, the Fan hereby agrees that the PR Website may automatically download and install updates from time to time as provided by and deemed necessary by PRCPL. These updates are designed to improve, enhance and further develop the services provided on the PR Website and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. The Fan hereby provides their consent to receive such updates (and permit PRCPL to deliver these to you) as part of his/ her use of the PR Website.
- The Fan acknowledges that PRCPL hereby reserves the right to add, modify, delete or otherwise change the provisions of these terms and conditions, the benefits and rewards arising from the Terms at any time as determined appropriate by PRCPL, without the prior notification to the Fan.
IX. COMPLIANCE WITH RULES AND REGULATIONS OF THE CSA AND THE SA T20
- The Fan acknowledges and understands that PRCPL, will always be bound by and will be subject to the rules/regulations/ directives/ decisions of SA T20/CSA/ International Cricket Council (ICC) and/or any other concerned cricket governing body and/or any court/arbitrator/tribunal orders, rules/decisions/directives of government and quasi-governmental bodies.
X. LIMITATION OF LIABILITY
- PRCPL hereby states that it shall not be responsible for any technical or software failure (including any technical failure affecting the continued use and performance of the PR Website) arising on account of factors beyond the reasonable control of PRCPL where PRCPL has taken all reasonable efforts to eliminate any such technical failure and difficulty faced by the Fan of the PR Website.
- PRCPL hereby clarifies that PRCPL shall under on no account and under no circumstance be held liable and responsible for any technical failure, loss or damage faced by the Fan from the utilization of the payment gateway while making a payment or receiving a refund from the PR Website.
- The Fan hereby agrees to, at all times, indemnify and hold harmless PRCPL and all its officers, directors, employees, agents, and any authorised affiliates and permitted assigns, from any and all claims, demands, losses, liabilities, and expenses (including attorneys fees) arising out of or in connection with: (i) The Fan's use of the PR Website and the services availed thereof; (ii) A breach or violation by the Fan of these Terms; (iii) PRCPL's use of any content generated or provided by the Fan; or (iv) any violation of the rights of any third party due to the actions of the Fan.
- The Fan hereby further undertakes to ensure that the Fan shall undertake all efforts to prevent the inclusion/ impleading of PRCPL in any legal actions, suits and legal proceedings instituted before any court of law by the Fan or any third party in connection with the Fan's use of the PR Website.
- PRCPL retains all ownership and any rights thereto over any information (including any Confidential Information) provided by PRCPL in connection with the Terms of the PR Website. The Fan hereby agrees that he/ she shall not (and shall not assist or support any third party to) modify, disassemble, decompile, reverse engineer, make derivative works of, reproduce, republish or copy any part of the proprietary information (including but not limited to data, figures, proprietary information, logos and graphical and audio - visual representations) provided by PRCPL in connection with these Terms of the PR Website.
- The Fan shall not, without the prior written consent of PRCPL, disclose, restyle or publish any of the proprietary information provided by PRCPL in connection with these Terms of the PR Website.
XIII. COLLECTION OF INFORMATION
- The Fan hereby acknowledges that the Fan shall share such relevant information (including but not limited to personal information of the Fan submitted in connection with the creation of the User Profile and information submitted to PRCPL in connection with any survey, feedback or service questionnaire provided on the PR Website) as required by PRCPL, in connection with the Fan's utilization of the services on the PR Website, from time to time.
- Further, the Fan permits PRCPL to collect and retain all such relevant Fan data (including but not limited to data collected in connection with usage statistics of every Fan of the PR Website, location images and data and any such other data as collected in connection with the Fan’s utilization of the PR Website) as required in connection with the Fan's continued utilization of the PR Website.
- The Fan hereby acknowledges that PRCPL shall have the right to use such Fan data and information which shall include (but not be limited to) a right to use, copy, display, distribute, modify, translate, incorporate into advertisements and other promotional and marketing activities of PRCPL, analyse, promote, transfer to any sub-contractor or agent of PRCPL for any such purpose as required by PRCPL, transfer to any third party for commercial purposes as deemed necessary by PRCPL in their sole discretion.
- The User acknowledges PRCPL's right to use (in the manner as described hereinabove) the User data and information shall subsist even after the User has deleted their User Profile from the PR Website.
- Notwithstanding the foregoing section, PRCPL may disclose any Fan provided information or without the prior written consent of the Fan, to the extent such information is required to be disclosed by PRCPL by order or direction of a court or tribunal of competent authority under Applicable Law or by a governmental statute, order, decree, regulation, rule or law or is required to be disclosed to any governmental authority, regulatory authority, stock exchange or auditor.
- To the extent permissible under Applicable Law, the Fan hereby waives any rights, claims, assertations, remedies (including any legal claims for damages and suit for injunction) as available under Applicable Law and applicable data protection laws (including under the Protection of Personal Information Act 4 of 2013 (POPIA), with respect to the utilization and transfer of the Fan information and data by PRCPL in their sole discretion and pursuant to these Terms of the PR Website.
- The Fan agrees and acknowledges that PRCPL pursuant to the information received from the Fan, PRCPL shall have the right to communicate with the Fan and provide the Fan with commercial communication in the nature of information relating to latest news about PR, or any new features on any of the platforms of PRCPL, and such other commercial communication as may be in relation to PRCPL to the PR Team. The Fan specifically consents to the receipt of all such commercial communication in relation to PRCPL and the PR Team inter alia though email, SMS and WhatsApp. The Fan shall have the right to revoke its consent to receive such information by sending a revocation request to firstname.lastname@example.org.
XIV. ACTIONS IN THE EVENT OF BREACH BY THE FAN OF THESE TERMS
In the event of a breach of the terms and conditions set out under these Terms by any such Fan, PRCPL may take any such action, as deemed appropriate, including (without limitation to) taking all or any of the following actions:
- Immediate, temporary or permanent suspension of the User Profile and the Fan's access to the PR Website;
- Filing of any suit, claim for damages or take any legal action available against the Fan for breach of the terms of these Terms; and
- To undertake any and all such actions and remedies as may be available to PRCPL under Applicable Law including filing a suit for claim for damages resulting from any losses suffered from the actions of the Fan in derogation of the terms and conditions of these Terms.
XV. TERM AND TERMINATION
- These Terms (including any modifications and revisions thereof) shall continue to be binding and applicable upon the Fan for such period as the Fan continues to access the PR Website and/ or maintain a User Profile on the PR Website, whichever is later.
- The Fan, on discontinuing his/ her access to the PR Website and/ or deletion of the User Profile, whichever is later, would not be subject to these Terms (save and except such obligations that shall survive termination as provided under clause XXI (Survival) of these Terms).
- The Fan may on objection of the Terms or dissatisfaction with the services provided proceed to delete the User Profile and to discontinue the use and access of the PR Website
- In the event any Fan is involved in any illegal or prohibited activity under Applicable Laws of United Kingdom, such activities shall be regarded as a breach of these Terms and PRCPL shall retain the right to terminate the Fan's access to the PR Website with immediate effect.
- Further a breach (or potential breach) of these Terms, shall entitle PRCPL to call for an immediate termination of the Fan's access to the PR Website and the User Profile, as provided for under these Terms which shall be in effect from the date of service of notice of termination by PRCPL. PRCPL hereby retains the right to terminate these Terms in the event PRCPL, in its sole and absolute discretion, believes that the Fan has violated, abused, or unethically manipulated or exploited any term of these Terms or has in any such manner otherwise acted unethically.
- Upon termination of access to the PR Website and suspension/ deletion of the User Profile, the Fan would be required to return (where applicable) and delete any information acquired from PRCPL in connection with these Terms within 2 (two) days. However, PRCPL shall retain the right to preserve the information provided by the Fan through the use of the PR Website and the transaction details of the Fan for any regulatory purposes duly prescribed under Applicable Law(s).
XVI. INTELLECTUAL PROPERTY RIGHTS
- All Intellectual Property Rights associated with the PR Website (including any software updates, additions, modifications and revisions thereto), the PR Team and PRCPL shall remain the sole and exclusive property of PRCPL, and the Fan shall not have any claim or title in relation thereto. Any right of the Fan to access the PR Website under these Terms, is limited to the term prescribed under clause XVI (Term and Termination), and is for the sole and exclusive purpose of enabling the Fan utilise the PR Website and the services provided thereunder. The Fan shall not in any way claim any right, title or interest on the PR Website pursuant to the provisions of these Terms. PRCPL shall be the first and exclusive owner of all rights including but not limited to Intellectual Property Rights and copyright in all which is the resultant of obligations of the Fan under these Terms, in all languages and in perpetuity.
- The Fan shall be granted a personal non-commercial, non-exclusive, non-transferable, revocable license to download, view, display, and use the any content developed and marketed by way of the PR Website solely in connection with your permitted use of the services PR Website. The Fan shall not be permitted to sub-license, sell, assign, transfer or in any manner facilitate or support any third party to acquire any Intellectual Property Rights in relation to the PR Website.
- The Fan shall not undertake, cause, permit or authorize the modification, creation of derivative works or improvements, translation, reverse engineering, decompiling, disassembling, decryption, emulation, hacking, discovery or attempted discovery of the source code or protocols of the PR Website or any part or features thereof (except to the extent permitted by Applicable Law).
- The Fan disclaims any copyright, patent or other Intellectual Property Rights in the PR Website and its other deliverables, and agrees to make no claims against PRCPL respect of such rights and to undertake any reasonably necessary act to assign or otherwise transfer Intellectual Property Rights and other rights, including rights relating to copyright and trade mark, in the all works including the other deliverables rendered during the course of these Terms to PRCPL such that all such rights in the works shall vest in PRCPL.
- The Fan hereby submits that the Fan shall be solely responsible for any Fan content (including personal information provided in connection with the services availed by way of the PR Website) and the consequences of submitting and publishing any Fan owned and Fan developed content on the PR Website. The Fan hereby affirms, represents, and warrants that the Fan owns or has the necessary licenses, rights, consents, and permissions to publish, share and transfer any Fan owned and Fan developed content submitted on the PR Website. By making any Fan owned and Fan developed content available on the PR Website, the Fan hereby grants PRCPL a nonexclusive, perpetual, irrevocable, transferable, fully sublicensable through multiple tiers (including to other Fans of the PR Website), worldwide, royalty-free license to use, copy, modify, create derivative works based upon, publicly display, publicly perform, and distribute the Intellectual Property Rights subsisting in any Fan owned and Fan developed content, information and documentation disclosed in connection with the Fan's association and use of the PR Website, in connection with operating and providing the services on the PR Website.
- The Fan hereby agrees and undertakes that the Fan content and Fan information (including personal information provided in connection with the services availed by way of the PR Website) shall not violate or infringe upon any third party copyrighted material, or material that is subject to other third party proprietary rights, unless the Fan has obtained specific written permission from the rightful owner of the material or the Fan is otherwise legally entitled to post the material and to grant PRCPL all of the license rights granted herein.
- Without prejudice to the foregoing, PRCPL may, at its sole and exclusive discretion, grant to the Fan the right to use content and materials, which are the Intellectual Property Rights of PRCPL, for the sole purpose of enabling the Fan to avail of the services under the PR Website, during the extent of the term prescribed under clause XVI (Term and Termination).
XVII. GOVERNING LAW AND JURISDICTION
- The provisions of these Terms shall be governed by and construed in accordance with the English laws. In the event any disputes arise between PRCPL and the Fan in connection with these Terms, that cannot otherwise be amicably resolved between the parties, such dispute shall be submitted to the courts of England and Whales (subject to the provisions of paragraph 5 of VII REQUIREMENTS AND CONDUCT OF FANS AND USERS).
- PRCPL hereby reserves the right to bring any action seeking injunctive relief or any other form of equitable relief available to PRCPL under applicable law(s) of England and Whales before any courts of England and Whales and the courts of England and Whales shall have exclusive jurisdiction over any such dispute raised by PRCPL in connection with these Terms.
- PRCPL hereby reserves the right to assign, transfer or allocate the rights available to it under the provisions of these Terms to any entity as deemed appropriate by PRCPL.
- The Fan hereby undertakes that it shall not assign, transfer or allocate any rights, duties, and obligations available to it under the provisions of these Terms during the term of use of the PR Website and maintenance of a Fan Profile on the PR Website.
In the event any provisions of these Terms are deemed as illegal or unenforceable under the provisions of any Applicable Law in force in England and Whales , the remaining clauses under these Terms (and any terms and conditions contained hereunder) shall continue to remain and have full force and effect unless such illegality and unenforceability violates the very basis of these Terms.
All such provisions of these Terms that by their nature are required to survive the term and termination of these Terms shall survive. Further, the obligations of the Fan to refrain from all such actions and activities which may be deemed as detrimental to the reputation and the brand name of the Paarl Royals franchise, shall operate in perpetuity and survive the termination of these Terms.