NOWHERE
PRIVACY POLICY

Last Updated: October 12, 2021

Welcome to NOWHERE!
NOWHERE is a video chat platform that allows fluid mobility in and out of conversations, activities, and events. The NOWHERE platform, website, products, and services (collectively “Services”) are provided by NWR Corp. We respect your privacy and have designed the Services with your privacy in mind. This Privacy Policy describes how we collect, use, process, store, and disclose personal information when you access and use the Services.
We may update or amend this Privacy Policy in our sole discretion. If we make material changes, we will notify you by posting an updated version on our website. If you object to any changes, you may close your account. Continued use of the Services after any such changes to the Privacy Policy have been made shall constitute your consent to such changes. When we change this Privacy Policy, we will modify the “Last Updated” date above.

Types of Information That We Collect

We may collect both Personal Information and Anonymous Information when you access and use the Services. Personal Information means information that directly or indirectly identifies you, such as your name, email address, telephone number, or social media profile. Anonymous Information means information that does not directly or indirectly identify you, such as your computer’s operating system or browser version.

To access many of the Services, we require that you register for an account on our website and provide us with certain Personal Information, such as a valid email address, username, and password.

We may collect information about how you use the Services, such as the features you use, the actions you take, the people or accounts you interact with, and the time and duration of your activities.

You have the option to create a virtual business card to share with other users of the Services. You may add your name, company, job title, email address, phone number, and/or social media links to your business card. If you do so, we collect and store this information.

We may also collect information about you through your use of our Services. When you access and use the Services, our web server automatically collects Anonymous Information about your computer and/or browser, including the following: your browser type, IP address, operating system, internet service provider’s name and the referring URL.

How We Use Information

We may use your Personal Information for our internal purposes for any of the following reasons, as applicable: to enable you to register an account on the Services, to troubleshoot technical issues you may be experiencing and resolve any disputes, to provide you information that you have requested including information about offers and services, to enforce our terms of service, and to improve the content and general administration of the Services.

We may aggregate and use Anonymous Information to track how the Services are being used, to improve the Services, to offer new products and services, to personalize your experience, and to save your password in password-protected areas.

The Services allow you to join stations to connect with other members and receive access to certain features. Your name and email address are shared with the managers of any station of which you are a member.

Sharing Your Information with Third Parties

We may contract with certain third-party service providers in order to operate the Services. Those service providers may need access to your information, including Personal Information and Anonymous Information, to perform their services. We undertake to provide only that portion of your information needed to perform the pertinent service.

We do not sell your Personal Information to third parties.

We may share your information, including Personal Information and Anonymous Information, when legally required to do so, at the request of governmental authorities conducting an investigation or by applicable law, rule or regulation, to verify or enforce compliance with our terms of service and any other policies governing the Services, or to protect against misuse or unauthorized use of the Services. We also may disclose Personal Information or Anonymous Information whenever we believe disclosure is necessary to protect the safety, rights, or property of users of the Services or other third parties.

In the event of a merger, consolidation, or other corporate reorganization in which NWR Corp. participates, or a sale of all or substantially all of its stock and/or assets to which the Services relate, we may transfer your Personal Information to the successor entity or purchaser.

Cookies

Most Internet sites collect data about visitors through the use of “cookies.” Cookies are small text files that help sites recognize repeat visitors by assigning a random number to each desktop for tracking content preferences and traffic patterns. The Services may use browser cookies to track user behavior. Through cookies we may also record past activity in order to improve your experience with the Services or customize content based on your browser type or other information that you send us. We use cookies to verify your account, and blocking cookies may impact the functionality of the Services and prevent them from operating as expected.

The “Help” tab in the toolbar of most browsers will tell you how to prevent your browser from accepting new cookies, how to set your browser to notify you when you are to receive a new cookie, or how to disable cookies altogether.

Links to Third-Party Sites

The Services may contain links to other websites. We are not responsible for the privacy practices of other websites. This Privacy Policy applies solely to information collected by us.

Unsubscribing from Communications and Your Right to Be Forgotten

When you supply us with Personal Information in the course of registering an account, the information you provide may be added to our user database and email list.

We may send you an email with information on new products, services, and offers. If you do not wish to receive such email in the future, please contact us at support@urnowhere.com with the subject header “unsubscribe” to remove yourself from our email list.

We may send you periodic notices or announcements relating to the Services and/or your account. We reserve the right to send you such notices even if you unsubscribe from all voluntary email communications. If you do not wish to receive any communications from us at all, then you will need to delete your account entirely. To do so, go to the “My Account” page on the website and click the “Delete Account” button at the bottom of the page. Alternatively, you can email support@urnowhere.com with the subject header “delete account”. Upon your request we will delete your account as soon as reasonably possible.

Security

We employ procedural and technological measures that are reasonably designed to help protect your Personal Information from unauthorized access, disclosure, alteration, or destruction. We may use firewalls and/or password protection to help prevent unauthorized access to your Personal Information.

However, we cannot guarantee the protection of information against unauthorized access, disclosure, alteration, or destruction or that your information may not be disclosed or accessed by accidental circumstances or by the unauthorized acts of others.

The security of this information depends in part on the security of the computer you use to communicate with us, the security you use to protect usernames and passwords, and the security provided by your internet service provider. We are not responsible for the security of your internet service provider; you should review the security and privacy policies of your internet service provider carefully.

Children’s Privacy

We are committed to protecting the privacy of children. The Services are not intended or designed to attract children under the age of 13. We do not collect personally identifiable information from any person we actually know is a child under the age of 13.

Governing Law

This Privacy Policy is governed by the laws of the State of New York, without regard to its choice of law rule and without regard to the location of any user. Any dispute arising in connection with this Privacy Policy must be filed in the state or federal courts located in New York.

European Residents

If you are a resident of the European Union (“EU”) or European Economic Area (“EEA”), you may have additional rights under the EU General Data Protection Regulation (the “GDPR”) with respect to your Personal Information, as detailed below.

Subject to any exemptions provided by law, you may have the right to request access to your Personal Information, as well as to seek to update, delete, or correct your Personal Information. 

All individuals have a number of rights under data protection laws. However, they do not apply in all circumstances. If you wish to exercise any of them, please email us at support@urnowhere.com and we will explain at that time if they are applicable or not.

We will inform you in writing following receipt of your written request and if necessary, seek additional information from you about your request, including proof of identity.

The right to request access to your personal information, be informed about the processing of your personal information and receive a copy of the personal information we hold about you. We are obliged to respond to any such request within one month of receiving a request, subject to limited exceptions.

NWR Corp. will be the controller of your Personal Information processed in connection with the Services.

Data Protection Officer (GDPR)

NWR Corp. takes data privacy and security very seriously. We will always comply with any applicable data protection legislation and will ensure that collection and use of your Personal Information is carried out in accordance with applicable data protection laws. To that end, we have designated a Data Protection Officer (DPO) who shall be given the authority and responsibility of information security and data privacy. The objective of such designation shall be to have a single point of contact that shall be answerable for any information security related incidents. To communicate with our Data Protection Officer, please email privacy@urnowhere.com.

Contact Us

If you have any concerns or questions regarding this Privacy Policy, please contact us at support@urnowhere.com.

PRIVACY POLICY FOR USERS FROM THE EUROPEAN ECONOMIC AREA

This Privacy Policy for Users from the European Economic Area is an addendum to NWR Corp’s existing Privacy Policy.

All capitalized terms shall be understood as defined in the Terms of Service.

Since NWR Corp is an American company, all data collected from users is processed within the United States.

NWR Corp respects personal data of users within the European Economic Area and commits to adhering to all regulations of the generally applicable law of the European Union, in particular, with regard to Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation or GDPR).

NWR Corp ensures that its employees are trained in how to protect the personal data of its users.

Why does NWR Corp process personal data?

NWR Corp collects personal data from our users to provide the services outlined in the Terms of Service.

What rights do users have over the collection, storage and use of their personal data?

A user has the right to request from NWR Corp access to their personal data and to obtain information about the purposes of its processing, categories of data processed, recipients of data, and storage period of said data.

A user also has the right to update incorrect personal data and to provide missing personal data if they deem their personal data is incomplete.


A user has the right to request that their personal data be deleted if:

  1. Their personal data is no longer required by NWR Corp to fulfill the Terms of Service
  2. They have withdrawn their consent for NWR Corp to collect and use their personal data
  3. They object to their personal data being used for marketing purposes
  4. They object to the processing of their personal data by NWR Corp, or any third party, on any grounds unless there are valid, legally justified grounds for processing of the user's personal data that override the interests, rights and freedoms of the user, or there are grounds for establishing, investigating or defending such claims.


A user has the right to request that the use of their personal data be restricted if:

  1. They contest the accuracy of the personal data; in this case, the use of personal data will be restricted for a period of time suitable for NWR Corp to verify the accuracy of the personal data
  2. They feel that the use of their personal data is unlawful and would prefer that the use of it be restricted rather than requesting that their data deleted
  3. NWR Corp no longer needs the User’s personal data, but the user still needs pieces of personal data to be retained by NWR Corp for the purpose of legal claims
  4. They are in disagreement with NWR Corp as to the legitimate grounds for the use of their personal data; in this case, the user can request that the use of their data be restricted until this is resolved.


If a user requests that the use of their personal data be restricted, NWR Corp will refrain from using their personal data without their consent except to:

  1. store or process personal data in order to establish, exercise, or defend claims
  2. protect the rights of another natural or legal person
  3. honor important reasons of public interest of the European Union or one of its member states.

The user will be informed about this before the restriction of processing is lifted.

The user has the right to object in case of processing of the personal data for the purposes of direct marketing, including profiling, to the extent that it is related to such direct marketing. After submitting the objection, NWR Corp will refrain from processing the personal data of the User for direct marketing purposes (including profiling). The user has the right to submit objections by automated means using technical specifications.

A user has the right to request a copy of their personal data collected by NWR Corp. The data must be given to the user in a structured, commonly-used and machine-readable format. A user also has the right to transfer their personal data to another service without interference from NWR Corp if:

  1. processing takes place on the basis of the user’s consent or a contract, which performance needs processing of data; and
  2. the processing is carried out by automated means.

A user has the right to withdraw their consent to the processing of personal data at any time, but the withdrawal does not retroactively apply to the consented-to use of their personal data before the withdrawal.

A user has the right to lodge a complaint with a supervisory authority about NWR Corp’s use of their personal data.

What personal data does NWR Corp collect?

In order for a user to create and maintain an account with NWR Corp, the following data are collected:


When contacting a user, NWR Corp will only collect what personal data the user provides to us for such purpose.

NWR may collect a user’s email address, with te user’s consent, for the following purposes:


How long is personal data stored?

NWR Corp stores a user’s personal data from the moment when the user registers their account or when the user starts using the Service. After a user deletes their account or sends an email requesting to delete an account, NWR Corp will permanently remove all of the user’s data from its servers within 30 days.

NWR Corp will store user data for longer than 30 days only in instances where storing the data is necessary under a legal obligation such as in handling disputes or complaints from users.

Who does NWR Corp transfer personal data to?

Third Party
Address
Purpose
Category of Personal Data
Google Firebase
1600 Amphitheatre Parkway Mountain View, CA 94043
We use Firebase to store information about users and spaces they use in the NOWHERE platform.
  • Name
  • Email
  • Social media handles
  • Title
  • Company
  • Phone
  • Website
  • Usage statistics
Google Analytics
1600 Amphitheatre Parkway Mountain View, CA 94043
We use Google Analytics to track visits to our website and user behavior on the site.
  • IP Address
  • Location
HubSpot
25 First Street, 2nd Floor Cambridge, MA 02141
HubSpot is a marketing and sales platform. It is used to manage all of our email correspondence with users.
  • Name
  • Email
  • Social media handles
  • Title
  • Company
  • Phone
  • Website
Sendgrid
1801 California Street, Suite 500, Denver, CO 80202
Sendgrid sends an initial email once the user first registers an account and is used for automated communication and email invitations.
  • Email
  • User name
DataDog
Insert address
Used for error and performance tracking. Data is only cached for 30 days.
  • User name
  • Usage statistics
Preset
Insert address
Analytics service to track system and usage metrics.
  • Name
  • Usage statistics

As far as NWR Corp is aware, all of the servers that belong to the companies outlined above, to which a user’s personal data are transferred by NWR Corp, are located in the United States of America.

Cookies

This website uses cookies. We use cookies to personalize content and to provide features and to analyze our traffic. We also share information about your use of our site with our social media and analytics partners who may combine it with other information that you’ve provided to them or that they’ve collected from your use of their services.

Cookies are small text files that can be used by websites to make a user's experience more efficient.

The law states that we can store cookies on your device if they are strictly necessary for the operation of this site. For all other types of cookies, we will obtain your permission.

This site uses different types of cookies. Some cookies are placed by third party services that appear on our pages.

Your consent applies to the following domains: urnowhere.com

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NOWHERE
Terms of Service

Last Updated: October 12, 2021

Welcome to the NOWHERE Beta.
NOWHERE enables organizers of events to offer video chat experiences in 3D environments via its proprietary social gathering platform (the “Service”).
PLEASE READ THE FOLLOWING CAREFULLY BEFORE USING THE SERVICE.
By using the Service, whether as a host, guest, player, or otherwise, you expressly acknowledge and agree that you are entering into a legal agreement with NWR Corp (“NWR”), and have understood and agree to comply with and be legally bound by these Terms of Service. If you do not agree to be bound by these Terms of Service, please do not use the Service.
  1. Ability to Accept. You represent and warrant that you are legally authorized to use the Service in your jurisdiction. If you use the Service on behalf of a business of entity, you further represent that you are authorized to bind that business or entity to these Terms of Service.

  2. Permission to Use. Subject to these Terms of Service, NWR hereby grants you a revocable, nonexclusive, non-sublicensable, non-transferable right and permission to use the Service. 
  3. Events and Gatherings. The following terms shall apply to any events or gatherings that you organize and/or operate in or using the Service:
  • NWR will provide access to its proprietary virtual social gathering platform (the “Platform”) to guests and attendees of your event or gathering. Depending on your account type, the Platform will allow access to one or more spaces that players can navigate via video avatars.


  • The Platform supports multiple concurrent players in one or multiple spaces.


  • NWR will provide a link that you can provide to guests to access the event or gathering. You will be responsible for adding all information (including image and text).

The following shall be considered out of scope and are, as between the parties, your sole responsibility as host of the event or gathering:

  • You are solely responsible for opening and closing the spaces for the event or gathering.
  • You are solely responsible for providing all on-screen content and for obtaining all licenses for images, audio and video content.
  • You are solely responsible for moderating the event or gathering as well as all players in your spaces.

  1. Restrictions.

(a) You agree not to, directly or indirectly, and shall not permit any third party to: (i) license, redistribute, sell, lease, lend, or rent the Service; (ii) disassemble, reverse engineer, decompile, or decrypt or attempt to derive the source code, object code, or underlying structure, ideas, knowhow, or algorithms relevant to the Service or any documentation or data related to the Service; (iii) copy, modify, improve, or create derivative works or features or a competitive product to the Service or any part thereof; (iv) circumvent, disable, or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying of any content or that enforce limitations on use of the Service; (v) remove, alter, or obscure any proprietary notice or identification, including copyright, trademark, patent, or other notices, contained in or displayed on or via the Service; (vi) use any communications systems provided by the Service to send unauthorized and/or unsolicited commercial communications; (vii) use the NOWHERE name, logo, or trademarks without the prior written consent of NWR in each instance; and/or (viii) use the Service to violate any applicable laws, rules, or regulations, or for any unlawful, harmful, irresponsible, or inappropriate purpose, or in any manner that breaches these Terms of Service. 

(b) You undertake and agree to fully comply with all applicable laws and any other contractual terms which govern your use of the Service, including those specific laws applicable to you or your guests and other end users (collectively “players”) in any of your geographical locations, including, without limitation, any applicable privacy, data protection and anti-spam laws.

(c) You undertake and agree to be solely responsible and liable with respect to any of the uses, including by other players, of the Service which occur in your space(s) and/or in connection with your event(s) and for any content imported, uploaded, streamed, or otherwise provided by or on behalf of you or other players in your space (“Your Content”), including for any consequences of accessing, using, or publishing Your Content on or with respect to the Service.

(d) You understand that NWR does not provide any legal advice or any recommendation with respect to any laws or requirements applicable to the use of the Service by you or any other players in your spaces, or your compliance therewith.

(e) NWR RESERVES THE RIGHT TO SHUT DOWN ANY EVENT OR GATHERING AND/OR TO TERMINATE YOUR ACCOUNT, WITH NO NOTICE OR COMPENSATION TO YOU, IF IT DETERMINES IN ITS SOLE DISCRETION THAT YOU OR OTHER PLAYERS IN YOUR SPACE ARE MISUSING THE SERVICE. ANY SUCH DETERMINATION SHALL BE FINAL.

  1. Active Development. You acknowledge and agree that: (a) the Service is and shall be in the development (Beta) stage with limited functionality only; (b) the Service may not operate properly, be in final form, or be fully functional; and (c) it may not be possible to make the Service fully functional or to comply with any particular specifications. You further acknowledge and agree that all updates, improvements, modifications, error corrections, bug fixes, and additional features that may be implemented or incorporated into the Service after the date hereof, as well as the timeline of implementing or incorporating any of the foregoing, shall be at the sole direction of NWR.
  2. NWR Content.

(a) The: (i) Service; (ii) the content on the Service which has been provided by NWR, including without limitation, the text, information, documents, descriptions, products, graphics, photos, sounds, videos, interactive features and services (the “Materials”), and (iii) NWR’s trademarks, service marks, and logos contained therein (“Marks”, and together with the Materials, the “NWR Content”), are the property of NWR and/or its licensors and are protected by applicable intellectual property laws and treaties. “NOWHERE”, “URNOWHERE” and the NOWHERE logo are Marks of NWR and its affiliates. All other trademarks, service marks, or logos used on the Service are the trademarks, service marks, or logos of their respective owners.

(b) The NWR Content is provided to you “as is” for your use under these Terms of Service only and may not be used, copied, distributed, transmitted, broadcast, displayed, sold, licensed, decompiled, or otherwise exploited for any other purposes whatsoever without the prior written consent of NWR in each instance.

(c) NWR attempts to be as accurate as possible. However, NWR cannot and does not warrant that the NWR Content is accurate, complete, reliable, current, or error-free. NWR reserves the right to make changes in or to the NWR Content, or any part thereof without the requirement of giving you any notice prior to or after making such changes to the NWR Content.

(d) These Terms of Service grant you the right and permission to use the Service in accordance with the terms and conditions herein. You acknowledge that NWR and its licensors retain all title, ownership rights, and intellectual property rights in and to the Service, and any or all modifications to the Service, related documentation, and marketing materials. NWR reserves all rights not expressly granted herein.

(e) Nothing in these Terms of Service will directly or indirectly be construed to assign or grant you any right of ownership, title, or interest in the Service, or any intellectual property rights relating thereto.

  1. Your Content.

(a) You represent and warrant that you own all rights in and to Your Content or otherwise have (and will continue to have) the full power, license, consent, and authority necessary for NWR or its affiliates to legally import, upload, stream, or publish Your Content to the Service and for other players to interact with Your Content via the Service. Your Content includes all content imported, uploaded, streamed, or otherwise provided by or on behalf of you or other players in your spaces, including any designs, images, animations, videos, audio files, fonts, logos, code, illustrations, compositions, artworks, interfaces, usernames, text, literary works, and any other materials that you provide to NWR or its affiliates for such purpose.

(b) You represent and warrant that you have (and will maintain) the full power, title, licenses, consents and authority to allow the Service to access any websites and/or other online services, for the purpose of importing, copying, displaying, uploading, transmitting, and/or otherwise using Your Content.

(c) You represent and warrant that Your Content is (and will continue to be) true, current, accurate, non-infringing upon any third-party rights, and in no way unlawful for you to upload, import, copy, possess, post, transmit, display, or otherwise use, in the country in which you reside, or for NWR and/or other players to access, import, copy, upload, use, or possess in connection with the Service.

(d) You represent and warrant that you have obtained all consents and permissions required under all applicable laws, regarding the posting, transmission, and publication of any personal information and/or image or likeness of any person, entity or property which is part of Your Content, and that you will adhere to all laws applicable thereto.

  1. Disclaimer of Warranties.

(a) NWR AND ITS AFFILIATES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY, OR ACCURACY OF THE SERVICE TO YOU OR TO ANY OF YOUR END USERS AND ASSUME NO RESPONSIBILITY FOR AND MAKE NO WARRANTY OR REPRESENTATION AS TO THE COMPLETENESS, RELIABILITY, USEFULNESS, OR DECENCY OF THE SERVICE.

(b) TO THE EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE. NWR DOES NOT WARRANT THAT THE SERVICE WILL BE CONTINUOUS OR UNINTERRUPTED OR THAT IT WILL MEET YOUR REQUIREMENTS.

(c) NWR MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM YOUR USE OF THE SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED.

(d) TO THE EXTENT PERMITTED BY LAW, IF YOU HAVE A DISPUTE WITH ANY OTHER USER OF THE SERVICE, YOU AGREE THAT NWR IS NOT LIABLE FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR CONNECTED WITH SUCH A DISPUTE OR THE SERVICE. NWR RESERVES THE RIGHT, BUT HAS NO OBLIGATION, TO MONITOR ANY SUCH DISPUTE.

(e) YOU ACKNOWLEDGE THAT NWR DOES NOT CONTROL CONTENT, INFORMATION, PRODUCTS OR SERVICES OFFERED BY OTHER USERS ON OR THROUGH THE SERVICE, INCLUDING, BUT NOT LIMITED TO, INFORMATION, PRODUCTS, OR SERVICES PROVIDED VIA LICENSE TO NWR FROM THIRD PARTIES OR MATERIALS PROVIDED BY OTHER USERS.

(f) NWR MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE SERVICE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NWR OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THEREFORE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

  1. Limited Liability. UNDER NO CIRCUMSTANCES SHALL NWR BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, FOR ANY LOSS OF DATA, REVENUE, BUSINESS OR REPUTATION, OR FOR THE COST OF SUBSTITUTE GOODS OR SERVICES, THAT ARISES UNDER OR IN CONNECTION WITH THESE TERMS OF SERVICE, OR THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE SERVICE EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, BUT ONLY TO THE EXTENT PERMITTED BY LAW.
  2. Indemnification. NWR is not responsible for the conduct or legality of your events or for the legality of Your Content. You agree to defend, indemnify, and hold harmless NWR, its affiliates, and each of their respective officers, directors, employees, agents, consultants, successors, and assigns from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including but not limited to attorney’s fees) arising from: (i) Your Content or other content provided by you or any of your officers, directors, employees or agents, guests, attendees, or other players in your spaces; (ii) you use or misuse of the Service; (iii) your failure to pay or withhold any taxes or other fees required by applicable law; (iv) your event(s); (v) your violation of any third party right, including without limitation any intellectual property right or privacy right, or (vi) your violation of any applicable law or regulation. NWR reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with NWR in asserting any available defenses.
  3. No Assignment. These Terms of Service shall not be assignable by either party (except to a parent, subsidiary, affiliate, or related entity) without the prior written consent of the other party.
  4. Relationship of the Parties. These Terms of Service are not intended to constitute, create, give effect to, or otherwise contemplate a joint venture, partnership, or formal business entity of any kind, and the rights and obligations of the parties shall not be construed as providing for a sharing of profits or losses arising out of the efforts of either of the parties.
  5. Governing Law. These Terms of Service shall be governed and construed in accordance with the laws of the State of New York without reference to its conflicts of laws principles.
  6. General. These Terms of Service shall constitute the entire agreement between you and NWR concerning the Service. No amendment to these Terms of Service will be binding unless in writing and signed by both parties. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and a party’s failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision.
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