GeForce NOW Powered by bro.game -Terms & Conditions
In order to use the Services, you must agree to (i) these terms & conditions; and (ii) our “Website Terms & Conditions, Privacy Policy”, as may be updated by us from time to time. The most recent version will apply and will be available on our website.
These are the terms & conditions relating to the Services and they may be updated by us from time to time. The most recent version will apply and will be available on our website.
1. Eligibility
You must satisfy any eligibility requirements from NVIDIA. We may refuse to provide Services at our discretion.
2. Sign up process
2.1 You can sign-up for the Services via our website, bro.game, or such other link as may be notified by us from time to time.
2.2 You must follow our sign-up process and provide all correct information (including but not limited to a valid email address) as requested in the sign-up process. In the event of any non-submission or if your email address is not valid, we reserve the rights to decline your request.
2.3 You will need to verify your email address at the time of signing up to the Services.
2.4 If you do not successfully verify your email address at the time of signing up to the Services, we reserve the right to reject the sign-up without further notice and liability. No refunds will be given to you under any circumstances.
3. Services
3.1 The Services are provided on a daily basis (“Day Pass”), a weekly basis (“Weekly Plan”), a monthly basis (“Monthly Plan”), a six-months basis (“Six-Months Plan”), or a yearly basis (“Yearly Plan”), as selected at the time of successful sign up to the Services. Unless otherwise agreed by us, you can sign up for a maximum of one (1) plan per valid email address.
3.2 The Service will start once the successful payment, depending on your plan, is made and will continue according to the period as detailed as follows:
3.2.1 in the case of a Day Pass: the Service will be active for one (1) day from the sign up;
3.2.2 in the case of a Weekly Plan: the Service will be active for one (1) week from the sign up;
3.2.3 in the case of a Monthly Plan: the Service will be active for one (1) month from the sign up;
3.2.4 in the case of a Six-Months Plan: the Service will be active for six (6) months from the sign up; and
3.2.5 in the case of a Yearly Plan: the Service will be active for one (1) year from the sign up.
3.3 The Services will be automatically renewed unless the termination is made in accordance with these terms and conditions:
3.3.1 in the case of a Weekly Plan: for successive periods of one (1) week each;
3.3.2 in the case of a Monthly Plan: for successive periods of one (1) month each;
3.3.3 in the case of a Six-Months Plan: for successive periods of six (6) month each; and
3.3.4 in the case of a Yearly Plan: for successful periods of one (1) year each.
(hereinafter collectively refers to “Renewal Cycle”).
3.4 You agree that:
3.4.1 you must have a supported device in order to use the Services;
3.4.2 the Services may only be used for your own personal entertainment and not for any commercial purposes. You may not use the Services, or load Content to the Services, for any other purpose;
3.4.3 you are renting a virtual PC for gaming, and it is your responsibility to have sufficient rights to use the games or other Content. Certain games or other Content may only work on certain types of devices. Not all games or other Content you have may be used when streaming from the Services. Content purchased from a digital store on the Services may not be available to stream from the Services;
3.4.4 when you obtain games or other Content (whether through the Services or separately), the relevant provider (“Content Provider”) may require you to accept their terms, to open a user account and/or to impose a charge. Activities and transactions between you and a Content Provider (such as content settings, use, purchases and relevant advertising), even if taking place through the Services, are solely between you and the Content Provider. We do not endorse or assume any responsibility for any Content, products or services that you receive from third parties or load for use with the Services;
3.4.5 if required, you must link the account you have with a Content Provider with your account for the Services;
3.4.6 the availability of games and other Content on the Services may vary over time. Games or other Content that was previously available on the Services, including your saved games, may become unavailable on the Services later;
3.4.7 you will have access to Content rated for different ages. It is your responsibility to set filters for age-appropriate content and comply with applicable laws, rules and regulations related to age ratings;
3.4.8 the Services may come bundled with, or otherwise include or be distributed with, third-party software and/or open source software provided under an open source license. Use of third-party software is subject to third-party license terms, which you shall comply with. In addition we may engage third-party licensed software service providers and enable them to access your account.
3.4.9 The Service may be accessed from an Internet Protocol (IP) address from anywhere. However, you must use the service in compliance with the applicable laws and regulations of your country of residence. Additionally, the Service may be unavailable depending on geographic location.
3.4.10 You must be responsible for activities incurred through your account and must not share your account with any other person including not sharing your account information, password or other forms of authentication credentials associated with your account to anyone. In cases where you share your account with another person, it shall be deemed that you have consent that such person is acting on your behalf and you are bound by their actions and activity whether with or without your knowledge or consent; and
3.4.11 you shall comply with any terms of use from NVIDIA, as may be changed from time to time ("NVIDIA Terms). The NVIDIA Terms are set out at https://www.nvidia.com/en-us/geforce-now/terms-of-use/ or such other link as may be notified by us and/or NVIDIA from time to time. You also agree to NVIDIA collecting, using and disclosing your data in accordance with NVIDIA’s privacy policy, as may be changed from time to time ("NVIDIA Privacy Policy"). The NVIDIA Privacy Policy is set out at https://www.nvidia.com/en-us/about-nvidia/privacy-policy/ or such other link as may be notified by us and/or NVIDIA from time to time. For the avoidance of doubt, we are not responsible for ensuring (i) NVIDIA’s compliance with the NVIDIA Terms and/or the NVIDIA Privacy Policy; and/or (ii) that NVIDIA’s collection, use and/or disclosure of your data will be in accordance with the NVIDIA Privacy Policy.
3.5 Waiting period and sessions
3.5.1 In the cases where you log in to use the Services during the servers are all occupied, you will have to wait a certain amount of time (“Waiting Period”) before being able to use the Services.
3.5.2 The time limitation in each session is limited to the Use of the Services depending on the package you use. After each session ends, you will have to log in again to be able to use the Services and the Waiting Period will apply again.
3.5.3 The duration of the Waiting Period varies depending on the number of users, amongst other things. We give no warranty that any particular Waiting Period will be met.
3.6 Pre-release service and features
The Service features or versions in pre-release, which could be identified as alpha, beta, preview or otherwise, may not be fully functional, may contain errors or design flaws, and may have reduced or different security, privacy, accessibility, availability and reliability standards relative to commercially provided software, materials and services. Use of a pre-release version may result in unexpected results, such as loss of use or loss of content. You use a pre-release version at your own risk.
3.7 Customer Service Support
3.7.1 We provide customer service support through our website and cs@bro.game email. Please note that the response times may take longer during peak periods.
3.7.2 In the course of your interaction with the members of our customer service support team, you may request for or receive quotations of prices for some of our Services. Unless otherwise stated, the prices quoted will be at prevailing rates on the date of quotation. We seek your understanding that these quoted prices may no longer be valid at the date of subscription. If you do choose to proceed with subscription, the prevailing rates at the time of purchase will be applicable.
3.8 Prices and payment
3.8.1 Unless otherwise stipulated by us, all applicable Charges will be quoted inclusive of VAT. Charges will be adjusted according to the prevailing VAT rates.
3.8.2 All items or fees paid are non-refundable or exchangeable for cash, kind or any service or product.
3.8.3 There will be no returns or refunds for any unused, expired, cancelled or terminated plans.
3.8.4 Once you have signed up for and receive any of the Services, you must pay for the Services even if they are used by someone else (whether with your consent or your knowledge).
3.8.5 Our charges are calculated based on our records or, where applicable, the records given to us by a Service Provider.
3.8.6 You are responsible for all Taxes (including VAT).
3.8.7 You can pay for the Services via recurring payment through acceptable credit or debit cards or other payment modes as may be determined by us from time to time.
3.8.8 All credit cards and/or debit cards used for the payment must be valid.
3.8.9 By signing up for recurring credit/debit payment, you and the cardholder agree to us debiting the relevant fees billed to the relevant line or account as nominated.
3.8.10 The recurring credit/debit payment will continue to be in effect until you terminate it or until we receive a notification from the cardholder’s card issuing bank. We reserve the right to terminate the recurring credit/debit payment arrangement at any time within our discretion.
3.8.11 If we are unable to make the deduction or settlement with the relevant bank for any reason whatsoever, you will be deemed to be in breach of your payment obligations and we shall be entitled to suspend and/or terminate your line or account without notice and liability, and we will not be responsible to you for such suspension and termination.
3.8.12 You use the recurring bill payment arrangement by credit card at your sole risk. To the fullest extent allowed by law, we do not give any assurances or guarantees, either express or implied, in relation to such recurring bill payment arrangements. We will not be liable for any loss, cost, delay, error, neglect or omission in facilitating the payment under such recurring bill payment arrangement by credit card, or any unsuccessful payment.
3.8.13 While we do our best to ensure that the charges are as up to date as possible at the point of purchase, charges you incur for the Services could be included in the bill in the subsequent Renewal Cycle.
3.8.14 Each bill is conclusive evidence against you of the accuracy and completeness stated in it. You must pay all charges or fees without any counterclaim, deduction, set off or withholding.
3.8.15 If you do not agree with any of the charges or fees, you should immediately not continue with your purchase of the Services, otherwise you shall be deemed to have accepted and agreed to these terms and conditions, including charges or fees.
3.8.16 In the event that refunds are approved and refunded to you, the processing period for refunds will take up to thirty (30) days. We reserve the right to determine the method of refunds.
3.8.17 We may change the applicable Charges from time to time, as further set out in Clause 13.5 below. In this regard, such change of Charges will be announced in advance within a reasonable period.
3.9 Suspension
If your plan is suspended, you will not be able to play any games or otherwise use the Services. In order to resume the Services, you must make payment as soon as possible without the Reconnection or Reactivation fees to resume the Service. Nonetheless, please note that in the event that you have overdue payments, you must pay for such overdue payments in full before you continue using the Service.
3.10 Cancellation or termination
3.10.1 If you wish to cancel or terminate the Services or line to avoid a renewal purchase, you can do so via our website and cancellation has to be requested at least two (2) days prior to the renewal date of the Services. Subsequently, such cancellation or termination of the Services or line will be effective after your current Renewal Cycle has ended.3.10.2 Subject to the other terms of this Agreement, you may continue to enjoy all the Services that have been paid for in the current Renewal Cycle up to the last day. No refunds will be given under any circumstances.
4. Your responsibilities
This Clause describes your obligations to us if you wish us to provide the Services.
4.1 Your relationship with us
You must:
4.1.1 provide accurate and complete information for us, and inform us immediately if there are any changes to the information you gave us;
4.1.2 pay all charges for the Services you sign up for, even where there is any suspension, interruption or loss of the Services, and you must pay charges for any disconnection and/or re-connection of the Services (if any), whether this was caused by your request or your default;
4.1.3 comply with all applicable laws, rules and regulations, and any requirements or restrictions which we or the Service Providers may impose on the use of the Services and Equipment;
4.1.4 comply with all instructions, notices or directions issued by us; and
4.1.5 take all reasonable steps to prevent fraudulent, improper or illegal use of the Services.
4.2 Your use of the Services
You must be responsible for the use of the Services you sign up for. This would include:
4.2.1 not copying, selling, renting, sublicensing, transferring or distributing any portion of the Services;
4.2.2 not using the Services commercially, or for crypto currency mining, or Artificial Intelligence model training unless allowed by us;
4.2.3 not reverse engineering, decompiling, disassembling, modifying, creating derivative works of, or removing copyright or other proprietary notices from any portion of the Services;
4.2.4 not misusing, disrupting or exploiting the Services or any related servers for any unauthorized use, or trying to access areas or download software or materials not intended for users (including using the Services in any way to access any unauthorized third-party sites);
4.2.5 not loading to any related servers any malware (such as viruses, drop dead device, worm, trojan horse, trap, back door or other software routine of such nature);
4.2.6 not disturbing the use and enjoyment of the Services by other users;
4.2.7 obtaining the appropriate permission if you use the communication services or equipment of third parties to access the Services;
4.2.8 not using or allowing the Services you sign up for to be used in any unlawful way or in a way that could give rise to either civil or criminal liability. This would include:
4.2.8.1 posting, soliciting, transmitting or disseminating Content which may be misleading, defamatory, offensive, indecent, objectionable or illegal, or which may cause annoyance, harassment or anxiety to anyone, including junk/spam mail, solicitations, or distributing mail to any party who has not given permission to be included in the distribution. Junk/spam emails do not have to be sent from your account or our Network to violate this Agreement. Emails sent by or through a third party that advertises or directs traffic or links to your account is considered sent by you. If someone alleges that you have breached any of these terms, we can require you to give evidence that you have not included adducing evidence of a "Confirmed Opt-In" mailing list where applicable;
4.2.8.2 if relevant, forging or issuing misleading message headers to mask the originator of the message or employing any other method to disguise or mislead anyone on the source or quantity of the emails transmitted;
4.2.8.3 posting, soliciting, transmitting, disseminating, advertising or storing Content that is pornographic or contains malware such as computer viruses, worms, trojan horses, time bombs, cancelbots or any other harmful, damaging or destructive programs;
4.2.8.4 illegally, or without appropriate authority, accessing any part of the Services, the Network or any third party equipment, accounts, systems or networks to which you can connect through the Services (directly or indirectly), or doing anything as a precursor to such an attempt (including port, stealth, security or penetration scans or other illegitimate information gathering activity) on our servers or network or the Service Providers;
4.2.8.5 disrupting or undermining the security of the networks and systems connected to the Services, or violating the rules and regulations of such networks. This can include accessing websites that are known to be vulnerable to malicious activity;
4.2.8.6 if relevant, collecting and/or disseminating information about others or their email addresses without their consent;
4.2.8.7 violating anyone's rights, including their intellectual property and privacy rights, or anyone's uninterrupted use of the Services or any networks, for any fraudulent, illegal or improper purposes;
4.2.8.8 reselling or providing any part or component of the Services, whether for profit or not, to third parties without our prior written consent;
4.2.8.9 advertising, transmitting, facilitating or making any Content, product or service available that may breach this Agreement;
4.2.8.10 doing anything to generate excessive Network traffic beyond what is normal and reasonable, cause congestion to the Network, or cause any disruption, interference, interruption or degradation in the Network or our Services; and
4.2.8.11 doing anything, even if it is lawful, that we decide is harmful to our customers, operations, reputation, goodwill or customer relations.
You agree that these restrictions are reasonable and necessary. However, if any of the restrictions are held by a court to be invalid for any reason, but would be valid or effective if any part of its wording were deleted, you agree that the restriction shall apply to you with such deletions or amendments made so that it is valid and effective at law.
5. Security
Your secrecy and security are important. This Clause describes the actions you must take to protect the security of the Services.
5.1 Please keep your login identification, passwords, PINs and other private or login information confidential, secure and for your use only. You are solely responsible for all activities that occur under your accounts, even without your consent or knowledge. If you use any login identification, password or PIN that we deem to be insecure, that would be a breach of this Agreement. You must notify us of any unauthorized use of your account.
5.2 We may refuse, change or remove login identification, password(s) or PIN which we deem inappropriate or offensive.
5.3 You must take immediate action to remedy the situation if you discover or suspect that there has been any unauthorized use of your login identification, password(s) and/or PIN or that your account security has been compromised, including by immediately informing us and changing your password(s) and/or PIN.
5.4 You should change your password(s), PIN or any other security identification regularly for your security.
5.5 We are not responsible for the security of your account, and any equipment, network and systems you use to access the Services. We do not guarantee the security of any transmission you make.
6. Things we may have to do
This Clause describes the actions we may take in providing the Services.
6.1 From time to time and in order to protect and enhance our systems and Service offerings, we will need to verify the accuracy of the information you provide to us. This could include cross tabulating with external databases. You agree to such actions by us.
6.2 We also have to take appropriate actions to protect, maintain, improve and/or manage our Network and systems and to ensure smooth provision of our Services with or without notice to you. These include:
6.2.1 carrying out maintenance and repair work to our hardware and software, that may involve interruption or suspension of some or all of our Services. We will try to restore the affected Services as quickly as we can;
6.2.2 performing searches or scans of your Content/data and system;
6.2.3 managing and controlling access to the Network, even if access is a requirement or constitutes part of the Services; and
6.2.4 managing and controlling access to certain data stored in the Network, even if it belongs to third parties or customers.
6.3 Additionally, we may:
6.3.1 decrease the resolution and bitrate of games or other Content streamed to you in an effort to provide better user experience;
6.3.2 block, monitor, scan or review communications or Content transmitted through the Services;
6.3.3 stop communications or remove Content;
6.3.4 monitor our service electronically to determine that our Services and Network are operating satisfactorily; or
6.3.5 disclose your online communications or activities to comply with a court order or applicable laws, or where necessary to protect us and others from harm, or for the proper operation of our Services and Network with or without notice to you.
6.4 We or our designated Affiliates, may carry out any of the actions in this Clause 6 in any manner we consider appropriate or necessary and we will not be liable to you or any third party for any loss, damage or expense that may result from this.
7. Equipment and software
This Clause describes our respective rights and obligations relating to the Equipment and software used in the provision of the Services.
7.1 Your obligations
Unless we agree otherwise, you are responsible for obtaining and maintaining, at your own costs, all Equipment necessary for the access and use of the Services. This would include:
7.1.1 ensuring that all Equipment used is type-approved by the relevant Regulatory Authority and meets relevant safety standards from time to time;
7.1.2 using the Equipment in a safe and lawful manner, including complying with all instructions, notices or directions issued by us or the relevant Regulatory Authority in respect of the installation, use or operation of the Equipment;
7.1.3 storing the Equipment in an appropriate and lawful manner, including any necessary electrical power supply;
7.1.4 keeping the Equipment in good condition in accordance with applicable instructions, notices, directions or specifications; and
7.1.5 ensuring all Equipment and software used by you are compatible and may properly function and operate with the Services or the Equipment which we provide, sell, lease, or rent to you.
7.2 Equipment provided or leased from us
7.2.1 We may provide or sell the Equipment to or for you. This is subject to stock availability. Unless specifically agreed in writing, any defect in any Equipment sold to you will be covered under the relevant manufacturer’s warranty only, and you have no claim against us for any defects. If you make any claim under the manufacturer’s warranty for any Equipment, you must provide the original proof of purchase of the Equipment from us.
7.2.2 For the avoidance of doubt, unless we otherwise agree in writing, we are not responsible for any equipment not provided by or purchased from us, including for any loss or damage caused by the use of such equipment.
8. Content, Products and Services
This Clause describes how you should use the Content and Products you access using our Services.
8.1 You may access Content, products and/or services using the Services. You agree that:
8.1.1 all such Content, products or services will be the sole responsibility of the person from whom it originated, and we do not endorse or guarantee its accuracy, reliability, integrity, legality or quality;
8.1.2 we are not liable for any Content, products or services which you may access, use or acquire via the Services;
8.1.3 you are solely responsible for all Content, products or services that you transmit or make available via the Services;
8.1.4 by using the Services, you may be exposed to third party Content, products or services that may be defamatory, offensive, indecent, objectionable or illegal; and
8.1.5 we may without notice to you, remove, modify or deny access to any Content, products or services which you try to access, or which you transmit or make available via the Services, including without limitation such Content, products or services that may be or are alleged to be defamatory, offensive, indecent, objectionable or illegal or may have infringed any party's intellectual property rights. We shall not be responsible for determining the validity of any such allegations.
8.2 In addition, we will not be liable for any problems you encounter, or for any non-delivery, non-performance or defects in any goods and services you obtain from, advertisers or any third parties on our website or through the Services. We are not responsible for such advertisers or third parties.
8.3 If any Services are provided to you on a free trial basis, the full Charges for that Service shall apply after the free trial period, without any further notice to you. You agree that the Charges for those Services are displayed on our website or applications will constitute notice of the Charges.
9. Use of Network
This Clause describes how you may use the Network for our Services.
9.1 Additional Rights
The provisions of this Clause are in addition and without prejudice to any other rights we may have over the Network and its use, whether granted by statute or otherwise.
9.2 Ownership
You agree that we are the owner of the hardware at all times.
9.3 Access and Maintenance
From time to time and in order to protect and enhance our Network, we will need to take appropriate actions to protect, maintain, improve and/or manage our Network. Where we can, we will give you reasonable advance notice. You agree that we have the right to conduct Network maintenance at such times and frequencies as we decide, and we are not liable to you for any disruption or interruption to the Services and/or your access to the Services which may result.
10. Liability
This Clause sets out our obligations to you in providing the Services.
10.1 The Services are provided on an "as is" and "as available" basis and “with all faults”. You use the Services or rely on any Content at your sole risk. To the fullest extent allowed by law, we do not give any warranties, assurances or guarantees, whether express, implied or statutory.
10.2 Without prejudice to the generality of the foregoing:
10.2.1 we do not give any warranty of merchantability, fitness for a particular purpose, title, non-infringement;
10.2.2 no warranty is made on the basis of trade usage, course of dealing or course of trade;
10.2.3 we do not warrant:
10.2.3.1 that the Services, any Equipment, our website or our operation, maintenance and protection of the Network will not cause any harm to your equipment, software systems or Content;
10.2.3.2 the accuracy, reliability or quality of any Content obtained through the Services or those defects in our website will be corrected;
10.2.3.3 that the Services, access to the Services and our website are error free, uninterrupted or available at all times;
10.2.3.4 that the Services will meet your requirements;
10.2.3.5 that the Services will be available at any particular time or location;
10.2.3.6 that any defects or errors will be corrected;
10.2.3.7 that any certain games or other Content will be available; or
10.2.3.8 that the Services are free of viruses or other harmful components.
10.3 Where you are provided with any gift or premium from us, you agree that:
10.3.1 our maximum liability is the amount you have paid us in cash, if any, for it;
10.3.2 the redemption of the gift or premium is subject to stock availability;
10.3.3 we make no warranty as to the gift or premium and will not be responsible for any specifications, defects or non-performance in it;
10.3.4 we are not an agent of the merchant, manufacturer and/or supplier of the gift or premium, and shall not be deemed to be a seller or transferor of the gift or premium;
10.3.5 unless otherwise agreed by us in writing, any issue which you may have in respect of the gift or premium shall be resolved directly with the merchant, manufacturer and/or supplier. The gift or premium is subject to such other terms and conditions of the merchant, manufacturer and/or supplier; and
10.3.6 we reserve the right to substitute the gift or premium with any item of a similar value.
10.4 Except as set out in this Agreement, we expressly exclude all other liability we may have to you, including all liability in contract, tort, negligence, misrepresentation, strict liability or statute. This exclusion applies for our benefit and that of the Service Providers whose networks are connected to each other or to the Network, all companies, directly or indirectly owned, wholly or partly owned or controlled by us or any of these parties, and all their officers, employees, contractors and agents or anyone else to whom we or these parties are responsible (" the Relevant Parties") and whether it relates to anything caused by or resulting from anything any of the Relevant Parties does or omits to do or delays in doing (even if done, omitted or delayed willfully, recklessly or negligently), whether or not it is contemplated or authorized by any agreement you have with us.
10.5 Neither we nor any of the Relevant Parties is liable for any special, incidental, indirect, consequential or punitive damages, losses, costs or expenses, even if caused willfully, recklessly or negligently.
10.6 Neither we nor any of the Relevant Parties is liable for any lost profits, revenue, business or anticipated savings, loss of data (such as game saves), loss of Content or loss of use, loss of goodwill, or the costs of procuring substitute products, even if caused willfully, recklessly or negligently.
10.7 If any of the exclusions set out in this Clause 10 does not apply, our aggregate liability in anyone (1) month period will not exceed the lower of your preceding Charges applicable to the Services in question. Such applicable Charge will be applied, depending on your package.
10.8 The exclusions of liability above do not apply to liability for death or personal injury resulting from our negligence, or to any liability which cannot be lawfully excluded or restricted under relevant laws and regulations.
11. Health and safety
For some individuals under certain circumstances, using the Services (or games or other Content on the Services) might have harmful effects on your health or safety (such as epileptic seizures or blackouts when exposed to certain light patterns or flashing lights). You should discontinue using the Services (or game or other Content on the Services) if you experience health problems or symptoms including (but not limited to) lightheadedness, dizziness, or other discomfort, pain or health concern and consult a doctor where appropriate. You are responsible for managing your health risks and choosing whether or not to use the Services. You waive our liability for any liabilities, damages, losses, costs and expenses that result from these risks.
12. Ending the Services and addressing breaches of this Agreement
12.1 This Agreement or the Services may be terminated by either party giving one (1) working day’s notice to the third party without assigning any reason. In the absence of any termination in accordance with this Agreement (including this Clause), this Agreement or the Services shall automatically continue on a year to year basis (for Yearly Plans) or month-to-month basis (for Monthly Plans), based on the same terms and conditions and based on our prevailing rates without any previously applied discounts or promotional rates.
12.1.1 If you continue to use the Services, you will be taken to have accepted this Clause and our prevailing rates.
12.1.2 If you do not accept this Clause, your sole and exclusive remedy will be to terminate this Agreement or the Services in accordance with this Agreement. For clarity, no refund will be provided in connection with such termination.
12.2 We have the right to suspend or terminate all or any part of the Services, or terminate this Agreement with immediate effect without compensation to you, and without prejudice to our rights to damages for any breach by you of this Agreement, if any of the following events occurs:
12.2.1 We reasonably suspect or determine that you did not comply with this Agreement, any other agreement you have with us, or the NVIDIA Terms;
12.2.2 you provide incorrect, false, or incomplete information to us;
12.2.3 you become or threaten to become either bankrupt or insolvent;
12.2.4 you make any arrangement or composition with or assignment for the benefit of your creditors or go into either voluntary or compulsory liquidation or a receiver, trustee, judicial manager or administrator is appointed over any of your assets;
12.2.5 the equivalent of any of the events referred to in the above Clauses 12.2.3 and 12.2.4 under the laws of any relevant jurisdiction occurs to you;
12.2.6 the requirements of the relevant Regulatory Authority or any other authorities, resulting in us having to stop providing any of the Services or providing any of the Services in a manner which is unacceptable to us; or
12.2.7 we believe that you are likely to create imminent harm (such as interruption, disruption, congestion or any unauthorized act) to the Network or any third party's networks or systems or our provision of the Services, or to defraud us, or are likely to create imminent harm or harass or are abusive to our personnel.
In such an event, you may immediately contact our customer service to tell us why such suspension or termination should not occur. We will consider each individual case based on appropriation basis, and if we deem it appropriate, we will not proceed with the suspension or termination of such account or take any other appropriate action where necessary.
In addition, if we suspect that you are using or allowing any of the Services to be used for fraud, misconduct or any other illegal or improper purpose, we will refer such actions to the relevant authorities and comply with directions or guidelines issued by them, without notice to you.
12.3 The termination of this Agreement will not affect any accrued rights and remedies of either party against the third party.
12.4 Login identification is not owned by you, and we reserve the right to take back and release the login identification you have used to sign up in the event of termination or expiry of this Agreement.
12.5 No refund shall be given in respect of any termination or expiry of this Agreement.
12.6 We will determine, based on our sole discretion and on a case-by-case basis, the steps which are necessary to address any breach of this Agreement. Such steps include investigating any suspected or alleged breach of this Agreement, including obtaining information from you, any complainant and the examination of Content on our server. Nothing contained in this Agreement will limit our actions or remedies in any matter and we reserve at all times all rights and remedies available to us according to the laws.
12.7 We and the Service Providers shall not be liable for any damages, losses, costs or expenses of any nature suffered by you or any third party resulting in whole or in part from the exercise of our rights under this Agreement. By using the Services, you agree to waive and hold us and the Service Providers harmless from any claims relating to any action taken by us, including the conduct of an investigation, issuance of a warning, refusal, removal, modification or denial of access to our website, the Services or any Content, suspending or terminating the Services, or other appropriate action in relation to any suspected or alleged breach of this Agreement.
13. Other legal matters
This Clause is important and sets out certain of ours and your legal rights and obligations.
13.1 Indemnity
You must indemnify us, including our employees, directors and agents, in full against all claims, damages, losses, liabilities, claims, costs, expenses, demands and actions resulting from your use of the Services, your negligence, omission, act or breach of this Agreement.
13.2 Intellectual property
Any and all of our Intellectual Property will continue to belong to us or our licensor(s). You may not use or permit anyone to use any of our Intellectual Property except as may be necessary for your lawful use of the Services or as permitted by us. Except as expressly granted in this Agreement, we reserve all rights, interests and remedies in connection with the Services. Any reproduction, redistribution, or modification of the us, or use of the Services not in accordance with these Terms, is expressly prohibited and may result in severe civil and/or criminal penalties.
13.3 Conclusiveness of records
In the absence of fraud or manifest error, all our records relating to the Services (including but not limited to our overseas roaming partners) are conclusive evidence of their accuracy and completeness.
13.4 Transferring this Agreement
You may not assign, novate or transfer any of your rights and/or obligations under this Agreement without our prior written consent. We may assign, novate and/or transfer all or part of our rights and/or obligations under this Agreement to any party and will give you notice of this.
13.5 Changes and updates
13.5.1 We may from time to time:
13.5.1.1 change (i) any of these terms & conditions and/or any other applicable terms and conditions for the Services you subscribe for; or (ii) any of the Charges for the Services you subscribe for. We will notify you of such changes in writing or via our website, or such other form as we may decide. The display of the revised terms & conditions on our website will constitute notice of the changes;
13.5.1.2 withdraw, suspend, or change any of the Services (including features, functionality, games or other Content available), without notice to you.
If you continue to use the Services, you will be taken to have accepted the changes. In the case of changes to the Charges, these will take effect from the next Renewal Cycle unless the Services have ceased, in accordance with this Agreement, before such renewal.
13.5.2 You agree to receive automatic maintenance, updates and/or upgrades without notice, and you permit us and/or a Service Provider to download and install them for you. The Services may be temporarily unavailable, inaccessible or slow when maintenance or upgrades are being performed or at other times for reasons not within our control.
13.6 Communications
13.6.1 Without prejudice to Clause 13.5.1 above, we may communicate with you for any matter under this Agreement or the Services by email to your contact details in our records or by such means as we may notify you from time to time. If there is any change in these details, you must inform us immediately in writing.
13.6.2 Unless you specifically opt out or notify us otherwise, we may send you information regarding offers and marketing/promotional materials related to the Services or products and services of ours or our Affiliates. You will have the opportunity to unsubscribe from such communications at any time, and such information will not be considered unsolicited as long as we respect your preferences regarding communication.
13.7 Matters beyond our control
13.7.1 We will not be liable for any delay or failure in performance under this Agreement resulting from matters beyond our control. These include:
13.7.1.1 Acts of God, requirements of any governmental or regulatory authority, war, national emergency, acts of terrorism, accident, fire, lightning, equipment failure, cyberattacks (including any type of offensive manoeuvre that targets computer information systems, infrastructure, computer networks or personal computer devices), computer software or Software malfunction (including due to malicious software programs), interception of online communication, identity theft, electrical power failure, faults, interruption or disruption of the Network or the network(s) of any Service Provider or of your equipment or the equipment of any third party, interruption or disruption to the Services and/or Network attributable to any Service Provider, riots, strikes, lock-outs, industrial disputes (whether or not involving our employees) or epidemics of infectious diseases;
13.7.1.2 any act or omission by NVIDIA, including any enforcement or purported enforcement of the NVIDIA Terms;
13.7.1.3 issues with your device, telecommunications, firewall, service provider(s), or the internet.
13.7.2 We are not responsible for:
13.7.2.1 the type of device you have, your location, the available bandwidth, or the speed of your internet connection; or
13.7.2.2 other reasonable technical reasons, errors, or bandwidth constraints.
13.7.2.3 In addition, the Services may occasionally be affected by interference caused by objects beyond our control such as buildings, underpasses and weather conditions. When this happens, we will not be responsible for any interruption or disruption of the Services or if you cannot access or use the Services.
13.8 No waiver
13.8.1 In case of our inability or delay to exercise or enforce of any of our rights under this Agreement, we will not be considered to have waived our rights, and our right to fully exercise and enforce all our rights under this Agreement will not be affected.
13.8.2 Any waiver shall be in writing with the signature of the waiving party.
13.9 Confidentiality
You must not use or disclose to any person of any information (other than information that is or has become publicly available) relating to any of the Services or us, which you obtain from us or our agents in connection with this Agreement and the Service, except to the extent necessary to comply with law, court order or any regulatory authority.
13.10 Entire agreement and severability
13.10.1 Except where stated by us, these terms and conditions and/or other terms and conditions as otherwise agreed between us in writing, contain the whole agreement between you and us with respect to the Services you subscribe for, and there are no other agreements or terms, oral or written, express or implied, which govern the provision by us of the Services.
13.10.2 If any part of this Agreement is invalid, illegal or unenforceable (whether in whole or in part), such provision shall be deemed modified to the extent of such invalidity, illegality or unenforceability and the remaining provisions of this Agreement shall not be affected.
13.11 Rights of third parties under this Agreement
Save for our Affiliates, third parties who are not involved in this Agreement cannot enforce it under the relevant laws and regulations.
13.12 Applicable laws
13.12.1 This Agreement is governed by Thai laws. We are required to comply with the rules and regulations and orders of all relevant Regulatory Authorities.
13.12.2 Both of us irrevocably submit to the non-exclusive jurisdiction of the Thai courts for any legal proceedings relating to this Agreement. If we agree with you that arbitration would be an appropriate forum, we may jointly refer the dispute for arbitration.
14. Meanings
This Clause sets out how certain words and phrases are used in this Agreement.
“Affiliate" means any related or associate company of Brothers Pictures Company Limited including their successors, assigns, employees and agents.
“Agreement" means the agreement between you and us comprising these terms & conditions and other terms and conditions applicable to the Services you and we may have agreed or accepted from time to time.
"Charges" means all subscription charges and other fees to be paid by you for or relating to the Services or the Equipment.
"Content" means all information, text, sound, music, software, games, DLC (downloadable content), photographs, videos, graphics, data, messages, links or other materials.
"Equipment" means any equipment which we may provide or sell to you, or which is needed for the provision of the Services.
"Intellectual Property" means all copyrights, patents, trademarks, tradenames, logos, service marks and other intellectual property or proprietary rights in or related to us, any Service, our Network, system, software or Equipment.
"Network" means all networks owned, maintained or operated by, and/or leased/licensed to us through which we provide the Services to you.
"NVIDIA" means NVIDIA Corporation (US Reg. No. 2862596).
"PIN" means personal identification number.
"Regulatory Authority" means any relevant governmental authority having jurisdiction.
"Services" means NVIDIA’s gaming-PC-in-the-cloud service hosted by us as may be changed by us from time to time and any other services, products or applications which we and/or the Service Providers provide to you including any value-added features and promotions.
"Taxes" means any and all taxes, goods and services tax, duties, levies and other similar charges imposed under any law in respect of the provision of the Services or on any charges or payment due from or payable by you to us.
"us" or "we" or "our" means Brothers Pictures Company Limited and includes their successors, assigns, employees and agents.
"you" or "your" means the person who uses or intends to use the Services (including his or its successors and permitted assigns) and anyone appearing to us to be acting with that person's authority or permission.
Any decision to be made by us or actions that we may take in this Agreement may be made at our sole discretion.
