MEMBER’S AGREEMENT

February 4, 2023

MEMBER’S AGREEMENT

 

This MEMBER’S AGREEMENT (“this Agreement”) is entered into between X ELEMENT of address [ENTER ADDRESS] (“Company”) and [NAME] of address [ADDRESS] (“the Team Member”) on [DATE]. 

 

WHEREAS the Company owns an E-sport team; and;

 

WHEREAS the Team Member desires to enter this agreement this date setting forth the membership guidelines and obligations of the Company’s E-Sport team;

 

NOW, THEREFORE, in consideration of the premises, and of the mutual promises and undertakings herein contained, the parties, intending to be legally bound, do agree as follows:

 

  • CLASSES
  1.    The Company offers membership in two classes. The first class is the Member’s Class. 

 

  1.   Under the Member’s class, the Team Member shall have the following obligations:

 

  1. The Team Member must sign the contract.

 

  1. The Team Member must have the app discord.

 

  1. The Team Member must change user name after the contract is signed.

 

  • PROHIBITED CONDUCT 

 

The following conduct is strictly prohibited:

 

  1.  Excessive Cursing. (cussing);

 

  1.  Racial slurs or comments;

 

  1.  Bullying;

 

  1.  Sexual harassment of any kind;

 

  1.  Bad-mouthing;

 

  1.  Inappropriate material(s) (Pictures, videos, etc.);

 

  1.  Cheating of any kind.

 

  • GUIDELINES THE TEAM MEMBER

 

In addition to other guidelines in this Agreement, the Team Member must take note of the following:

 

  1.  The Team Member must maintain a safe and fun playing environment;

 

  1.  Change of the name will not accrue till after this Agreement is signed;

 

  1.  Minors must have a Parent or guardian and must sign a contract with the X-Element admin before signing the contract;

 

  1.  The Team Member must attend all meetings; failure to do so could result in disciplinary action including banishment. Meetings are held every Friday and Sunday at 6 CST unless told otherwise;

 

  1.  The Team Member must show on the career leaderboard. 

 

    

  • PENALTIES

 

Team Member acknowledges that if any of the rules or guidelines are broken, the Team Member may face the following penalties:

 

  1.  Being suspended from the members league up to a week or date to be determined depending on severity or 

 

  1.  Being banned from the members league.

 

  • COMPENSATION

 

The payment shall include 15% on any tournament winnings over 1000 dollars. 

 

  • MINORS

 

In the event a Team Member is a minor, the Team Member must have permission from their guardian. Further, if the Team Member forges the guardian’s signature, the Agreement shall be void.  

 

  • CONFIDENTIALITY

The terms, conditions, and schedules of this Agreement shall remain confidential between Company and the Team Member, and either party shall not provide a copy of the Agreement, or disclose the terms thereof, to any third party without the prior written consent of the other party. 

 

  • INTELLECTUAL PROPERTY


  •   The Team Member acknowledges Company’ absolute ownership of, interest in, and rights to the brand name and the playbook/strategy. 
  •   Company shall retain sole ownership of all the intellectual properties, know-how, or other proprietary rights in Company’ content and business. No right or interest is granted or shall be deemed to be granted by Company to the Team Member. 


  • INDEMNIFICATION

 

The Team Member shall promptly on demand indemnify, defend, and hold harmless Company, and customer for and against all claims, liabilities, costs, and expenses (including reasonable attorney’s fees) incurred from any breach by the Team Member of any of the provisions of this Agreement, or breach of any laws, or negligence, fraud, or wilful misconduct of the Team Member.

 

  • COMPANY’S LIMITATION OF LIABILITY


  •   NOTWITHSTANDING ANYTHING CONTRARY CONTAINED IN THIS AGREEMENT, IN ANY EVENT, COMPANY AND ITS AFFILIATES SHALL NOT BE LIABLE (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHER THEORY), TO THE TEAM MEMBER OR ANY OTHER PERSON OR ENTITY FOR COST OF COVER OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR IN RELATION THIS AGREEMENT. 

 

  1.   Company’s entire liability to the Team Member under this Agreement or any applicable law or equity shall be limited solely to actual and proven direct damages sustained by the Team Member as a result of the gross negligence or willful misconduct of Company and its Affiliate and their respective directors, officers, employees and agents in the performance of their respective services and other obligations under this Agreement. 

 

  •   APPLICABLE LAW

 

 This Agreement shall be deemed to have been made, executed, and delivered in the State of [ENTER STATE] and shall be construed per the laws of the State of [ENTER STATE].

 

  •   SEVERABILITY

It is the intent of the parties that in case any one or more of the provisions contained in this Agreement shall be held to be invalid or unenforceable in any respect, such provision shall be modified to the extent necessary to render it, as modified, valid, and enforceable under applicable laws and such invalidity or unenforceability shall not affect the other provisions of this Agreement. 

 

  •   ENTIRE AGREEMENT

 

This Agreement constitutes the final and entire Agreement between Company and the Team Member. It supersedes all prior and contemporary agreements, oral or written.

 

  •   MODIFICATION

This Agreement may be modified or amended only by the Company at the Company’s sole discretion.

 

  •   TERMINATION

 

  1. Termination on Notice

 

Either party may terminate this agreement for any reason by giving a written notice on reasonable time to the other party.

 

  1. Termination for Material Breach

 

Each party may terminate this agreement with immediate effect if the other party fails to perform, has made or makes any inaccuracy in, or otherwise materially breaches, any of its obligations, covenants, or representations, and the failure, inaccuracy, or breach continues after the injured party delivers a notice to the breaching party reasonably detailing the breach. 

 

In Witness of whom, this Agreement is duly executed by the duly authorized representatives of the parties as set forth below:

 

_______________________                                                       _______________________          

Team Members Signature                     Date

 

_______________________                                                        _______________________

X Element Signature                   Date

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