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Agreement

MINI-TOURNAMENT HOSTING AGREEMENT

This Mini-Tournament Hosting Agreement (the "Agreement"), is entered into between the individual (the "Sponsor") sponsoring a proposed League of Legends® Tournament (the "Contest") and Riot Games, Inc., a Delaware corporation (the "Prizing Sponsor"). Prizing Sponsor, in its sole discretion, reserves the right to reject entering into this Agreement with Sponsor.

  1. Sponsor's Duties.
    1. The Contest will only include play of League of Legends (the "Game"). The Contest may involve online participation, and, in certain cases, may take place in in physical locations where entrants will participate in the Contest from a single location. In the event that a Contest occurs at a physical location, Sponsor is solely responsible for: (i) all aspects of safety at the physical location; (ii) payment of any and all fees for use of a physical location; (iii) obtaining any and all required permissions, permits, or insurance (if needed); and (iv) compliance with any other requirements for use of the Contest's physical location. Prizing Sponsor is not liable in any form or manner for any of the obligations or duties in this paragraph, or any other issues related to Sponsor's use of a physical location for a Contest, including, but not limited to, providing any computers or other equipment required for Entrants to play the Game.

      Sponsor is solely responsible for clearly enumerating and distributing all rules that govern the Contest, and making these freely available to all Entrants. Further, Sponsor is solely responsible for confirming the eligibility (including appropriate age) of all Entrants and limiting participation in the Contest to no more than the maximum number of Entrants agreed to between the Sponsor and the Prizing Sponsor. Sponsor is solely responsible for any tax-related notices or other requirements that may be applicable to Contest winners.

    2. During the Term, any promotional materials given to Sponsor by Prizing Sponsor are subject to Prizing Sponsor's terms and conditions for use of its intellectual property and Prizing Sponsor's communications guidelines. Sponsor will not use any element of Prizing Sponsor's intellectual property not directly provided to Sponsor without Prizing Sponsor's prior approval. Further, Sponsor shall not engage in any fraudulent or illegal activities in connection to soliciting potential Entrants to participate in the Contest.

      The parties agree that Sponsor is entirely responsible for the proper creation, promotion, hosting, operation, and conduct of the Contest, and that Prizing Sponsor is not responsible for, does not endorse, has not promoted, or otherwise created, offered, operated, or supported the Contest other than in its capacity as Prizing Sponsor.

  2. Prizing Sponsor's Duties.
    1. Prizing Sponsor is responsible for providing any and all Prizes awarded to the winner(s) of the Contest as described in the Rules. Prizing Sponsor is not required to (but may, at its sole discretion) offer substitutions, a cash redemption or alternative to the Prizes awarded in the Contest. Prizing Sponsor reserves the right to substitute a Prize of equal or greater value if a Prize is unavailable.

    2. In the event that Sponsor is unable or unwilling to perform its duties hereunder, Prizing Sponsor may, at its sole discretion, opt to enforce the rights contained in Section 8 of the Rules.

  3. Term and Termination.
    1. The term of this Agreement (the "Term") begins on the Effective Date and shall continue for five (5) calendar days following the end of the Contest, or when the Prize(s) is(are) delivered to the winner(s), whichever is the last to occur. In the event that Sponsor is unable or unwilling to perform its duties in this Agreement, Prizing Sponsor may, in its sole discretion, immediately terminate this Agreement by sending written notice via email to Sponsor, thus releasing Prizing Sponsor of any and all obligations regarding Sponsor. Upon termination or expiration of this Agreement, any and all rights temporarily granted to Sponsor in connection to Prizing Sponsor's intellectual property and/or its communications materials are immediately terminated. Any further use of these materials is specifically prohibited.

  4. Representations and Warranties. Sponsor represents and warrants that it:

    1. Is eighteen (18) years of age or older, or is otherwise the age of majority in its state/province, or country of its legal residence;

    2. Has the authority to enter into this Agreement;

    3. Has not been convicted of a felony (or similar criminal designation as defined in any foreign jurisdiction); and

    This Section 4 shall survive the termination or expiration of this Agreement.

  5. Indemnification. Sponsor shall release, defend, indemnify and hold Prizing Sponsor, together with its parents, subsidiaries, affiliates, agents, and assigns, and their respective directors, members, shareholders, officers, and employees, harmless from and against any and all costs and expenses, damages, claims, suits, actions, liabilities, losses and judgments, including without limitation, attorneys' fees and costs, arising out of, or in any way connected to, the Contest including, but not limited to, all claims of personal injury, death, and loss/theft/damage to personal or commercial property.

    This Section 5 shall survive the termination or expiration of this Agreement.

  6. Insurance. It is Sponsor's sole responsibility to obtain, at its sole expense, any applicable insurance policies that may be legally or otherwise required in connection to the Contest.

  7. Force Majeure. Neither party shall be liable to the other party for nonperformance, delay or suspension of performance caused by any event or condition beyond its control, including, but not limited to, fire, earthquake, flood, or other natural disaster, explosion, strike, sabotage, labor controversy, act of terrorism or war, Act of God, or any law, proclamation, regulation, ordinance, or other act or order of any court, government or government agency, or any failure or delay of any power, server, network, or communication system. In the event of a Force Majeure contingency, the affected party shall strive to notify the other party within twenty (24) hours of the occurrence.

  8. Attorneys' Fees. If any actions are brought by either party with respect to its rights under this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs.

  9. Assignment. Sponsor may not assign this Agreement in whole or in part or any rights granted herein, or delegate to any party any of the duties hereunder without the prior written consent of the Prizing Sponsor. Any attempt to assign, transfer or delegate without such consent shall be void.

  10. Independent Parties. The parties shall be deemed to be independent contractors acting in their respective best interest. This Agreement does not constitute and shall not be construed as constituting a partnership, employer/employee or principal/agent relationship nor joint venture. Neither party is authorized to enter into contracts or other obligations for, or on behalf of, the other party, nor to act as the other party's duly authorized agent or representative.

  11. Severability. In the event that any provision of this Agreement shall be held illegal or otherwise unenforceable, such provision shall be deemed severed from the Agreement and the entire Agreement shall not fail on account of a severed provision. The remainder of this Agreement shall continue in full force and effect.

  12. Construction. This Agreement shall be construed according to its fair meaning and as if prepared by both parties. Section 1654 of the California Civil Code shall not apply to either party as both parties shall be deemed to have drafted this Agreement.

  13. Governing Law. The Contest is governed by the laws of the State of California, United States of America, without giving effect to any conflict of law provisions thereof. The sole and exclusive venue for all disputes arising out of or relating in any way to this Agreement shall be in the State and Federal Courts located in the County of Los Angeles, State of California, United States of America, having competent jurisdiction.

  14. Entire Agreement. No oral statements or conversations between the parties hereto or their representatives, whether the same shall have been express or implied, occurring either before or after the execution of this Agreement, shall be construed as having any bearing or effect upon this Agreement or any portion of this Agreement, it being understood that this written Agreement embodies the entire agreement and understanding between the parties relating to the subject matter contained herein. The parties agree that this Agreement shall supersede all prior offers, contracts, agreements and arrangements between the parties concerning the subject matter hereof. This Agreement may not be changed or modified except in writing and as agreed to by the parties, and any attempt at oral modification of this Agreement shall be void and of no effect.

If Sponsor understands and agrees to abide by the terms as set forth above, please click on the complete the e-signature and click the submit button below, thereby confirming such understanding and agreement, and the Agreement will be submitted to the Prizing Sponsor for its review and consideration.