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END USER LICENCE AGREEMENT
PLEASE READ THIS END USER LICENCE AGREEMENT CAREFULLY. This End User License Agreement (“EULA”)
governs your use of the videogame, application, software, their associated upgrades, patches, and updates and related
services (the “Product”) currently provided or which will be provided by UBISOFT ENTERTAINMENT S.A., or any one of
its subsidiaries or affiliated companies, including without limitation UBISOFT EMEA SAS, UBISOFT INC. or UBISOFT
MOBILE GAMES SARL (collectively referred to as “UBISOFT").
This EULA sets out the basis on which UBISOFT makes the Products available to you (“User” or ”You”) and on which You
may use them. UBISOFT’s Privacy Policy (« Privacy Policy ») which can be found on , forms an integral
part of this EULA. By installing or using the Product, You agree to accept and to be bound by (1) this EULA and (2) the
Privacy Policy at all time. If You do not agree with one of these, please do not install or use the Product.
If You have a UBISOFT Account which can be found on (“Account”), this EULA shall coexist with, and
shall not supersede, the Terms of Use. To the extent that the provisions of this Agreement conflict with the provisions of
the Terms of Use, the conflicting provisions in the Terms of Use shall govern.
UBISOFT reserves the right to change, modify, add or delete articles in this EULA at any time, in accordance with the
procedures described below in Section 9.
Capitalized terms used in this EULA without definition shall have the meanings specified in the Terms of Use.
1. GRANT OF LICENSE.
1.1 UBISOFT (or its licensors) grants You a non-exclusive, non-transferable, non-sublicensed, non-commercial and
personal license to install and/or use the Product (in whole or in part) and any Product (the “License”), for such time until
either You or UBISOFT terminates this EULA. You must in no event use, nor allow others to use,the Product or this
License for commercial purposes without obtaining a licence to do so from UBISOFT. Updates, upgrades, patches and
modifications may be necessary in order to be able to continue to use the Product on certain hardware. THIS PRODUCT
IS LICENSED TO YOU, NOT SOLD.
As applicable, certain parts of the Product may be using third party features, some of which are managed by third-party
providers for which additional terms and/or costs may apply. You must comply with such additional terms: for instance, if
the Product is featuring a VoIP application, then You must comply with the associated wireless data service agreement
when using the Product). Please review such additional terms and costs carefully.
1.2 You shall not, directly or indirectly (i) sell, rent out, lease, license, distribute, market, exploit the Product or any of
its parts commercially, (ii) reverse engineer, decompile, disassemble, adapt, reproduce, or create derivate works of this
Product (except if the Product enable You through a specific feature to create, generate or submit User Generated Content
and for which You will need to create an Account and comply Terms of Use), in whole or in part; (iii) create, use and/or
distribute “auto”, “trainer”, “script” or “macro” computer programs or other “cheat” or “hack” programs or software
applications for this Product (whether in an online multiplayer game or in a single player game over the internet or in local
area network); (iv) remove, alter, disable or circumvent any copyright and trademark indications or other authorship and
origin information, notices or labels contained on or within this Product and (v) export or re-export this Product or any copy
of adaptation in violation of any applicable laws or regulations.
1.3 While using the Product, You agree to comply will all applicable laws, rules and regulations. You also agree to
comply with certain rules of conduct that govern Your use of the Product (“Rules of Conduct”), which are not meant to be
exhaustive and can be modified at any time by UBISOFT. In all cases, You may only use the Product according to
anticipated use of the Product.
For example purposes, and without limiting UBISOFT’s rights to take action against You, You may not:
a. create, use, share and/or publish by any means in relation to the Product any material (text, words, images,
sounds, videos, etc.) which would breach of a duty of confidentiality, infringe any intellectual property right or an
individual’s right to privacy or which would incite the committing of an unlawful act (in particular, piracy, cracking or
circulation of counterfeit software);
b. modify, distort, block, abnormally burden, disrupt, slow down and/or hinder the normal functioning of all or part of
the Product, or their accessibility to other users, or the functioning of the partner networks of the Product, or attempt
to do any of the above;
c. transmit or propagate any virus, trojan horse, worm, bomb, corrupted file and/or similar destructive device or
corrupted data in relation to the Product, and/or organise, participate in or be involved in any way in an attack on
UBISOFT’s servers and/or the Product and/or those of its service providers and partners;
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d. create, supply or use alternative methods of using the Products, for example server emulators;
e. spamming chat, whether for personal or commercial purposes, by disrupting the flow of conversation with repeated
postings of a similar nature;
f. transmitting or communicating any material or content which, in the sole and exclusive discretion of UBISOFT, is
believed or deemed offensive, including, but not limited to, language that is harmful, threatening, unlawful, abusive,
harassing, defamatory, disparaging, obscene, sexually explicit, or racially, ethnically, or otherwise objectionable;
g. harassing or threatening any other users in the Product;
h. make inappropriate use of the help service or the claim buttons or send untruthful reports to members of
UBISOFT’s personnel;
i. falsely claim to be an employee or representative of UBISOFT or its partners and/or agents;
j. falsely claim an endorsement in connection with the Product or with UBISOFT.
2. OWNERSHIP.
All title, ownership rights and intellectual property rights in and to the Product (including, without limitation, all text,
graphics, music or sounds, all messages or items of information, fictional characters, names, themes, objects, scenery,
costumes, effects, dialogues, slogans, places, characters, diagrams, concepts, choreographies, videos, audio-visual
effects, domain names and any other elements which are part of the Product, individually or in combination) and any and
all copies thereof are owned by UBISOFT or its licensors. The Product is protected by national and international laws,
copyright treaties and conventions and other laws. This Product may contain certain licensed materials and, in that event,
UBISOFT’s licensors may protect their rights in the event of any violation of this Agreement. Any reproduction or
representation of these licensed materials in any way and for any reason is prohibited without UBISOFT’s prior permission
and, if applicable, UBISOFT’s licensors’ and representatives’. Except as expressly set forth in this EULA, all rights not
granted hereunder to You are expressly reserved by UBISOFT.
This License confers no title or ownership in the Product and should not be construed as a sale of any rights in the
Product.
3. ACCESS TO THE PRODUCT
3.1 THE PRODUCT MAY BE PROTECTED BY DIGITAL RIGHTS MANAGEMENT SOFTWARE (“DRM
SOFTWARE”). IN SUCH CASE, YOU HEREBY AGREE, ACKNOWLEDGE AND CONSENT TO THE FOLLOWING
REGARDING THE DRM SOFTWARE: (I) THE INSTALLATION OF THE PRODUCT WILL CAUSE THE DRM SOFTWARE
TO BE INSTALLED ON YOUR COMPUTER; (II) THE DRM SOFTWARE MAY LIMIT THE NUMBER OF INSTALLATIONS
OF THE PRODUCT; (III) THE DRM SOFTWARE MAY INSTALL ON YOUR COMPUTER ADDITIONAL COMPONENTS
REQUIRED FOR COPY PROTECTION; AND (IV) DURING THE INSTALLATION AND/OR THE FIRST LAUNCH OF THE
PRODUCT, AN ONLINE CONNECTION MAY BE REQUIRED TO UNLOCK THE PRODUCT THROUGH THE DRM
SOFTWARE. IN NO EVENT SHALL UBISOFT BE LIABLE IN CONNECTION WITH THE COMPONENTS THAT MAY BE
INSTALLED ON YOUR COMPUTER BY ANY DRM SOFTWARE. FOR FURTHER INFORMATION, PLEASE VISIT THE
WEBSITE OF THE DRM SOFTWARE APPEARING DURING THE INSTALLATION OF THE PRODUCT. AN INTERNET
CONNECTION, A UBISOFT CONNECT ACCOUNT AND INSTALLATION OF THE UBISOFT CONNECT CLIENT
SOFTWARE AND REGISTRATION WITH ENCLOSED SINGLE-USE SERIAL
CODE MAY BE REQUIRED TO PLAY AND ACCESS ONLINE SERVICES AND FEATURES OF THIS PRODUCT.
RESTRICTIONS OF AGE MAY BE IMPOSED TO ACCESS ONLINE SERVICES AND FEATURES IN COMPLIANCE
WITH LOCAL LAWS.
3.2 If You are using the Product on a Compatible Mobile Terminal, this Section 3.2 is applicable to You and to Your
use of the Product:
For this EULA, “Compatible Mobile Terminal” designates any portable device capable of connecting to Internet to access
the Products. The term Compatible Mobile Terminals covers in particular feature phones, smartphones, tablet computers,
and personal digital assistants (PDAs).
a. Product Access. To use the Product on a Compatible Mobile Terminal, You must have access to an electronic
communication network. The connection costs (including but not limited to mobile providers’ and/or carriers’ costs),
shall be exclusively borne by You. You acknowledge that the quality of the Products, the response time or access to
certain features may depend on the capacities of Your Compatible Mobile Terminal and of the electronic
communication network. UBISOFT may in no case be held responsible for reduced user comfort. You acknowledge
that the Product may not be available for use on all mobile devices or through all carriers or network service
providers.
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b. Collection of personal data: In order to provide You with a better game experience, adapted services and Product
support, UBISOFT may collect and store data about You in relation to Your use of the Product, Your connection
information and/or Your Compatible Mobile Terminal. Certain data is recorded, archived, analysed and used to create
user statistics. Your privacy is very important to UBISOFT and UBISOFT will not reveal Your personal data to third
parties except when expressly authorised by You to do so or in special circumstances. UBISOFT may be under a
duty to disclose or share Your personal data in order to comply with a legal obligation, or in order to protect
UBISOFT’s rights and those of other users and third parties. This includes exchanging information with other
companies and organisations for the purposes of fraud protection and credit risk reduction. In addition, UBISOFT
reserves the right to collect, store and use anonymous data about You. For further information concerning
UBISOFT’s use of Your personal data, please refer to the Privacy Policy.
c. Analytics Tools and Ad Serving Technology. UBISOFT uses third party analytics tools to collect information
concerning Your and other users’ gaming habits and use of the Product. The information collected may contain the
following, without limitation: mobile device unique identity or other device identifiers and settings, carrier, operating
system, localization information, date and time spent on the Product, game scores, game metrics and statistics,
feature usage, advertising conversion rates, monetization rate, purchase history and other similar information.
UBISOFT uses third party ad serving technologies that may collect information as a result of ad serving in the
Product and that may temporarily display advertisements in the Product. The information collected and used for the
targeted advertising may contain the following, without limitation: age and gender, number views of an advertisement,
mobile device unique identity or other device identifiers and settings, information about Your use of the Product,
Compatible Mobile Terminal, and other Internet sites (including third party web pages and mobile Internet sites)
viewed by You (as well as date and time viewed), advertisement(s) served, the advertisement(s)’ in game location
and length, and Your response to the advertisement(s) (if any). The analytics tools and ad serving technologies may
use server log files, web beacons, cookies, tracking pixels and other technologies to collect said information and may
combine the information collected on other UBISOFT Products and services with information collected from other
third party websites and mobile products and services and with demographic, advertisement, market and other
analytics surveys. Standing alone, this information is not personal data; however, if UBISOFT combines any of this
information with personal data, UBISOFT will treat this information as personal data pursuant to our Privacy Policy.
You will find a non-exhaustive list of our partners whose analytic tools and ad serving technologies are used in our
Product(s) at . UBISOFT makes its best efforts to provide You with the links to our
partners’ own privacy policies according to which their tools and technologies are used and when available the link to
allow You to opt-out from their services.
4. CONSENT TO MONITOR.
When You are using the Product, the Product may monitor Your hardware random access memory (RAM) for
unauthorized third party programs prohibited by Section 1 that interact with the Product. In the event that the Product
detects such an unauthorized third party program, information may be communicated back to UBISOFT, including the
name of your Account, your internet protocol (IP) address, details about the unauthorized third party program detected,
and the time and date that the unauthorized third party program was detected, along with the hardware specifications and
performance characteristics of Your hardware, with or without additional notice to You. If the Product detects the use of an
unauthorized third party program, this License and Your access to the Product may be terminated with or without
additional notice to You.
However, please note that UBISOFT is not responsible for and does not endorse the opinions, advice and/or
recommendations displayed or sent by You in the Product, including in game chats. Such communications are the sole
responsibility of the user in question.
5. LIMITED WARRANTY FOR PRODUCT PURCHASED AS A PHYSICAL MEDIUM.
If You purchased Product as a physical medium (CD, cartridge or DVD-ROM), this Section 6 is applicable to You:
UBISOFT warrants that the physical medium containing the Product shall be free from defects in material and
workmanship for a period of ninety (90) days from the date of Your purchase of such medium. In the event that the
medium containing the Product proves to be defective during that time period, UBISOFT will, at UBISOFT’s option, free of
charge, (a) correct any defect, (b) replace the Product, (c) substitute a similar Product of equal or greater value (in the
event the Product is not longer being manufactured by UBISOFT or available in UBISOFT’s inventory), or (d) refund Your
money when You present UBISOFT with written proof of purchase of the defective medium. THIS IS YOUR SOLE AND
EXCLUSIVE REMEDY FOR THE EXPRESS WARRANTY SET FORTH IN THIS SECTION. When returning the Product
for warranty replacement please send the original Product disc, cartridge or DVD, as applicable, only in protective
packaging and include: (1) a photocopy of Your dated sales receipt; (2) Your name and return address typed or clearly
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printed; (3) a brief note describing the defect, the problem(s) You are encountering and the hardware and system on which
You are running the Program.
6. WARRANTY DISCLAIMER, LIMITATION OF LIABILITY.
YOU EXPRESSLY ACKNOWLEDGE THAT USE OF THE PRODUCT IS AT YOUR OWN RISK. TO THE FULLEST
EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE PRODUCT IS SUPPLIED ON AN “AS IS” AND “AS
AVAILABLE“ BASIS. UBISOFT UBISOFT’S LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE
PROVIDERS DO NOT MAKE AND HEREBY DISCLAIM ANY GUARANTEES, CONDITIONS, WARRANTIES OF ANY
KIND, EXPRESS, IMPLIED OR STATUTORY OR OTHER TERMS INCLUDING AS TO: (A) ITS CONFORMITY,
ACCURACY, CURRENTNESS, COMPLETENESS, RELIABILITY OR SECURITY (B) ITS SUITABILITY FOR A
PARTICULAR USE; (C) IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT; (D) ITS MARKET VALUE; OR (E)
YOUR SATISFACTION. UBISOFT DOES NOT WARRANT THAT THE PRODUCT WILL BE UNINTERRUPTED OR
ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PRODUCT IS FREE OF VIRUSES OR OTHER
HARMFUL COMPONENTS. YOU ASSUME ALL RESPONSIBILITY FOR SELECTING THE PRODUCT TO ACHIEVE
YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE
PRODUCT.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT WILL UBISOFT, UBISOFT’S
LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE PROVIDERS BE LIABLE FOR LOSS OR DAMAGE
SUFFERED IN CONNECTION WITH THE USE OF THE PRODUCT OR ANY RELATED THIRD PARTY SERVICE. THIS
INCLUDES WITHOUT LIMITATION (A) ALL LOSSES OF ANY KIND, WHETHER IN TORT (INCLUDING FOR
NEGLIGENCE OR BREACH OF STATUTORY DUTY), CONTRACT, MISREPRESENTATION (WHETHER INNOCENT
OR NEGLIGENT) OR OTHERWISE, (B) DIRECT LOSS; (C) ACCIDENTAL LOSS, (D) INCIDENTAL LOSS, (E)
CONSEQUENTIAL LOSS, AND (F) INDIRECT LOSS.
NOTWITHSTANDING THE AFOREMENTIONED LIMITATIONS OF LIABILITY, YOUR SOLE REMEDY IN THE EVENT
OF A DISPUTE WITH UBISOFT OR ITS LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE
PROVIDERS IS TO CEASE TO USE THE PRODUCT; AND IF APPLICABLE, SEEK DAMAGES FOR YOUR LOSSES.
FOR ANY PRODUCT PURCHASED FOR USE ON A COMPATIBLE MOBILE TERMINAL THAT WOULD NOT MEET
THE APPLICABLE LEGAL WARRANTIES, UBISOFT’S LIABILITY IS LIMITED TO THE REFUND (DIRECTLY OR
INDIRECTLY THROUGH ITS CHANNEL PARTNERS OR ASSOCIATED SERVICE PROVIDERS) OF THE PURCHASE
PRICE OF THE PRODUCT. IN NO EVENT UBISOFT, ITS AFFILIATES, LICENSORS, CHANNEL PARTNERS AND
ASSOCIATED SERVICE PROVIDERS BE LIABLE FOR DAMAGES IN EXCESS OF ANY AMOUNT YOU HAVE PAID TO
UBISOFT FOR THE PRODUCT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRIOR TO THE TIME YOUR
CAUSE OF ACTION AROSE.
NOTHING IN THIS SECTION 6 SHALL AFFECT UBISOFT’S LIABILITY FOR DEATH OR PERSONAL INJURY ARISING
FROM UBISOFT’S NEGLIGENCE, FOR FRAUD OR FRAUDULENT MISREPRESENTATION, NOR ANY OTHER
LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
FOR PURPOSES OF THIS SECTION 6, UBISOFT’S LICENSORS, CHANNEL PARTNERS AND ASSOCIATED
SERVICE PROVIDERS ARE THIRD PARTY BENEFICIARIES TO THE LIMITATIONS OF LIABILITY SPECIFIED
HEREIN AND THEY MAY ENFORCE THIS EULA AGAINST YOU.
7. INDEMNITY.
You are solely responsible for any damage caused to UBISOFT, its licensors, channel partners and associated service
providers and subcontractors, other users of the product or any other individual or legal entity as a result of Your violation
of this EULA.
YOU HEREBY AGREE TO DEFEND, INDEMNIFY AND KEEP INDEMNIFIED UBISOFT AND ITS AFFILIATES, THEIR
LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE PROVIDERS AND THEIR SUBCONTRACTORS
AGAINST ANY CLAIM OR ALLEGED CLAIMS, LIABILITIES, LOSSES DAMAGES AND ALL COSTS (INCLUDING
LAWYERS’ FEES), DIRECTLY OR INDIRECTLY ATTRIBUTABLE TO YOUR FAULT AND/OR RESULTING FROM (A) A
VIOLATION OF ANY PROVISION OF THIS EULA OR (B) YOUR USE OR MISUSE OF THE PRODUCT. UBISOFT
reserves the right to take sole responsibility, at its own expense, for conducting the defense of any claim for which You
agreed to indemnify UBISOFT. The provisions of this Section 7 shall remain in force after termination of this EULA.
8. TERMINATION.
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The EULA is effective from the earlier of the date You purchase, download or use the Product, until terminated according
to its terms. You and UBISOFT (or its licensors) may terminate this EULA, at any time, for any reason. Termination by
UBISOFT will be effective upon (a) notice to You or (b) termination of Your UBISOFT Account (if any) or (c) at the time of
UBISOFT’s decision to discontinue offering and/or supporting the Product. This EULA will terminate automatically if You
fail to comply with any of the terms and conditions of this EULA. Upon termination for any reason, You must immediately
uninstall the Product and destroy all copies of the Product in Your possession.
9. CHANGES TO THIS EULA OR TO THE PRODUCT.
UBISOFT reserves the right, in its sole and absolute discretion, to revise, update, change, modify, add to, supplement, or
delete certain terms of this EULA for security, legal, best practice or regulatory reasons. Such changes will be effective
with or, as applicable, without prior notice to You. You can review the most current version of this EULA by clicking on the
“EULA” link located on the Product or on . You are responsible for checking this EULA periodically for changes. If
any future changes to this EULA are unacceptable to You or cause You to no longer be in agreement or compliance with
this EULA, You may terminate this EULA in accordance with Section 8 and must immediately uninstall the Product and
destroy all copies of the Product. Your continued use of the Product following any revision to this EULA constitutes Your
complete and irrevocable acceptance of any and all such changes.
UBISOFT may modify the Product for any reason or without any specific reason, at any time and at its entire discretion, in
particular for technical reasons such as updates, maintenance operations and/or resets to improve and/or optimize the
Product. You agree that the Product may install or download the modifications automatically. You agree that UBISOFT
may stop to support previous versions of the Product upon availability of an updated version. UBISOFT’s channel partners
and associated service providers shall have no obligation to furnish any maintenance or customer support with respect to
the Product. UBISOFT also reserves the right to amend the Rules of Conduct set out in Section 1 to place limits on the use
of the Product.
10. MISCELLANEOUS.
10.1 Export Controls. The Product is subject to all applicable export restrictions. You must comply with all export and
import laws and restrictions and regulations of any United States and foreign agency or authority relating to the Product
and Your use of the Product. The Product may not be re-exported, downloaded or otherwise exported to, or installed by a
national or resident of, any country to which the United States has embargoed goods, or to anyone on the U.S. Treasury
Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders. You
represent and warrant that You are not located in, under the control of, or a national or resident of any such country or on
any such list.
10.2 Severance. If any court of competent jurisdiction or competent authority finds that any provision of this EULA is
invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and
the validity and enforceability of the other provisions of this EULA shall not be affected. If any invalid, unenforceable or
illegal provision of this EULA would be valid, enforceable and legal if some part of it were deleted, the provision shall apply
with the minimum modification necessary to make it legal, valid and enforceable to reflect UBISOFT’s initial intentions.
10.3 No Waiver. No failure or delay by UBISOFT (or its licensors) to exercise any right or remedy provided under this
EULA or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further
exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict
the further exercise of that or any other right or remedy. Waiver of a right or remedy may be considered to have taken
place only after signing of a written statement to this effect by UBISOFT or by the User.
10.4 Law, Jurisdiction and Dispute Resolution.
10.4.1 Other than as specifically indicated below, to the extent permitted by applicable law, this EULA and any disputes
or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or
claims) are governed by and construed in accordance with the laws of England and Wales. You irrevocably agree that the
courts of England and Wales have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection
with the EULA or its subject matter or formation (including non-contractual disputes or claims).
10.4.2 If you are a resident of the United States, to the extent permitted by applicable law, this EULA, and any disputes
or claims arising out of or in connection with it, or its subject matter or formation (including non-contractual disputes or
claims) are governed by and construed in accordance with the laws of the United States and the State of California,
without giving effect to any principles of conflicts of laws. This EULA shall not be governed by the United Nations
Conventions of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded from
any interpretation of this EULA.
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UBISOFT’s goal is to provide you with a neutral and cost-effective means of resolving a dispute quickly. Thus, for any
claim related to this EULA where the total amount sought (i) is equal to or more than $10,000 USD, you may, or (ii) is less
than $10,000 USD, you must, initiate dispute proceedings by completing the Notice of Dispute Form accessible at
. UBISOFT may offer to settle the claim, provided however that if
the dispute is not resolved within 30 days from the date of UBISOFT's offer to settle or UBISOFT's receipt of the Notice of
Dispute Form (whichever is later), you may invoke binding arbitration by filing a separate Demand for Arbitration
accessible at . A party electing arbitration shall initiate it
through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR
provider and the parties must comply with the following rules: (a) the arbitration shall be conducted, at the option of the
party seeking relief, in person, by telephone, online, or based solely on written submissions; (b) any in person arbitration
will take place in the county in which the city or town you have entered as your residence sits (and if neither is applicable,
then the arbitration shall take place in San Francisco County, California); (c) either party may bring a claim in small claims
court in lieu of arbitration; (d) the ADR provider may award any form of individual relief; (e) UBISOFT will pay all costs for
non-frivolous claims; (f) any judgment on the award rendered by the arbitrator may be entered in any court of competent
jurisdiction; (g) UBISOFT may not seek reimbursement of its attorney's fees in connection with such arbitration; (h) in the
event you receive an arbitration award greater than UBISOFT's last written settlement offer, UBISOFT will pay a ten
thousand U.S. Dollar ($10,000.00 USD) minimum recovery and twice the amount of your attorney's fees, (i) claims must be
brought in the parties' individual capacity, and not as a plaintiff or class member in any purported class or representative
proceeding. You hereby agree that for any dispute or claim that is less than $10,000 USD, you waive any right to a trial (by
judge or jury), you waive any right to participate as a member of a class in a class action or similar proceeding, and you will
abide by the dispute resolution mechanism in this Section.
For any dispute that is equal to or more than $10,000 and is not resolved or arbitrated under Section 10.4.2 of this EULA, it
is hereby agreed that any action at law or in equity arising under this EULA shall be finally adjudicated or determined in
any court or courts of the State of California, or of the United States of America, in Los Angeles County, California and the
parties hereto hereby submit generally and unconditionally to the personal and exclusive jurisdiction and venue of these
courts in respect to any such matter and consent to service of process by any means authorized by California law.
All claims you bring against UBISOFT must be resolved in accordance with this Section 10. All claims filed or brought
contrary to this Section shall be considered improperly filed and a breach of this EULA. Should either party file a claim
contrary to this Section, the other party may recover attorneys' fees and costs up to ten thousand U.S. Dollars
($10,000.00USD), provided that such party seeking such fees has notified the other in writing of the improperly filed claim,
and the other has failed to promptly withdraw the claim.
10.4.3 If you are a resident of Canada, to the extent permitted by applicable law, his EULA is governed by the laws of
Canada and the province in which you reside; and (ii) you expressly acknowledge the exclusive jurisdiction of the federal
courts and province courts within the jurisdiction of the place of your principal residence for any complaint or any dispute
with UBISOFT resulting from or related in any way to this EULA or the use you make of the Product, and you also accept
and freely consent to the exercising of territorial jurisdiction in said courts in relation to any dispute of this kind, including
any complaint concerning UBISOFT and/or its affiliated companies and subsidiaries and their respective employees,
subcontractors, managers, directors, vendors and content suppliers.
For any questions concerning this EULA, you may contact UBISOFT at the following address:
THIS EULA IS APPLICABLE ONLY TO THE EXTENT AUTHORISED BY LAW.
MICROSOFT SOFTWARE LICENSE TERMS
MICROSOFT DIRECTX END USER RUNTIME
These license terms are an agreement between Microsoft Corporation (or based on where you live, one of its
affiliates) and you. Please read them. They apply to the software named above, which includes the media on
which you received it, if any. The terms also apply to any Microsoft
* updates,
* supplements,
* Internet-based services, and
* support services
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for this software, unless other terms accompany those items. If so, those terms apply.
BY USING THE SOFTWARE, YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THEM, DO NOT
USE THE SOFTWARE.
If you comply with these license terms, you have the rights below.
1. INSTALLATION AND USE RIGHTS. You may install and use any number of copies of the software on your
devices.
2. SCOPE OF LICENSE. The software is licensed, not sold. This agreement only gives you some rights to
use the software. Microsoft reserves all other rights. Unless applicable law gives you more rights despite this
limitation, you may use the software only as expressly permitted in this agreement. In doing so, you must
comply with any technical limitations in the software that only allow you to use it in certain ways. You may
not
* work around any technical limitations in the software;
* reverse engineer, decompile or disassemble the software, except and only to the extent that applicable law
expressly permits, despite this limitation;
* make more copies of the software than specified in this agreement or allowed by applicable law, despite this
limitation;
* publish the software for others to copy;
* rent, lease or lend the software;
* transfer the software or this agreement to any third party; or
* use the software for commercial software hosting services.
3. BACKUP COPY. You may make one backup copy of the software. You may use it only to reinstall the
software.
4. DOCUMENTATION. Any person that has valid access to your computer or internal network may copy and
use the documentation for your internal, reference purposes.
5. EXPORT RESTRICTIONS. The software is subject to United States export laws and regulations. You
must comply with all domestic and international export laws and regulations that apply to the software. These
laws include restrictions on destinations, end users and end use. For additional information, see
.
6. SUPPORT SERVICES. Because this software is “as is,” we may not provide support services for it.
7. ENTIRE AGREEMENT. This agreement, and the terms for supplements, updates, Internet-based services
and support services that you use, are the entire agreement for the software and support services.
8. APPLICABLE LAW.
a. United States. If you acquired the software in the United States, Washington state law governs the
interpretation of this agreement and applies to claims for breach of it, regardless of conflict of laws principles.
The laws of the state where you live govern all other claims, including claims under state consumer protection
laws, unfair competition laws, and in tort.
b. Outside the United States. If you acquired the software in any other country, the laws of that country apply.
9. LEGAL EFFECT. This agreement describes certain legal rights. You may have other rights under the laws
of your country. You may also have rights with respect to the party from whom you acquired the software.
This agreement does not change your rights under the laws of your country if the laws of your country do not
permit it to do so.
10. DISCLAIMER OF WARRANTY. THE SOFTWARE IS LICENSED “AS-IS.” YOU BEAR THE RISK OF
USING IT. MICROSOFT GIVES NO EXPRESS WARRANTIES, GUARANTEES OR CONDITIONS. YOU
MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT
CANNOT CHANGE. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAWS, MICROSOFT
EXCLUDES THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON-INFRINGEMENT.
11. LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. YOU CAN RECOVER FROM
MICROSOFT AND ITS SUPPLIERS ONLY DIRECT DAMAGES UP TO U.S. $5.00. YOU CANNOT
RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL,
INDIRECT OR INCIDENTAL DAMAGES.
This limitation applies to
* anything related to the software, services, content (including code) on third party Internet sites, or third party
programs; and
* claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other
tort to the extent permitted by applicable law.
It also applies even if Microsoft knew or should have known about the possibility of the damages. The above
limitation or exclusion may not apply to you because your country may not allow the exclusion or limitation of
incidental, consequential or other damages.
8
MICROSOFT SOFTWARE SUPPLEMENTAL LICENSE TERMS
MICROSOFT .NET FRAMEWORK 3.5 SP1 FOR MICROSOFT WINDOWS OPERATING SYSTEM
Microsoft Corporation (or based on where you live, one of its affiliates) licenses this supplement to you. If you are licensed
to use Microsoft Windows operating system software (for which this supplement is applicable) (the “software”), you may
use this supplement. You may not use it if you do not have a license for the software. You may use a copy of this
supplement with each validly licensed copy of the software.
The following license terms describe additional use terms for this supplement. These terms and the license terms for the
software apply to your use of the supplement. If there is a conflict, these supplemental license terms apply.
By using this supplement, you accept these terms. If you do not accept them, do not use this supplement.
If you comply with these license terms, you have the rights below.
1. SUPPORT SERVICES FOR SUPPLEMENT. Microsoft provides support services for this software as described at
.
2. MICROSOFT .NET BENCHMARK TESTING. The software includes the .NET Framework, Windows Communication
Foundation, Windows Presentation Foundation, and Windows Workflow Foundation components of the Windows operating
systems Components). You may conduct internal benchmark testing of the .NET Components. You may disclose
the results of any benchmark test of the .NET Components, provided that you comply with the conditions set forth at
.
Notwithstanding any other agreement you may have with Microsoft, if you disclose such benchmark test results, Microsoft
shall have the right to disclose the results of benchmark tests it conducts of your products that compete with the applicable
.NET Component, provided it complies with the same conditions set forth at .
PLEASE READ THIS END USER LICENCE AGREEMENT CAREFULLY. This End User License Agreement (“EULA”)
governs your use of the videogame, application, software, their associated upgrades, patches, and updates and related
services (the “Product”) currently provided or which will be provided by UBISOFT ENTERTAINMENT S.A., or any one of
its subsidiaries or affiliated companies, including without limitation UBISOFT EMEA SAS, UBISOFT INC. or UBISOFT
MOBILE GAMES SARL (collectively referred to as “UBISOFT").
This EULA sets out the basis on which UBISOFT makes the Products available to you (“User” or ”You”) and on which You
may use them. UBISOFT’s Privacy Policy (« Privacy Policy ») which can be found on , forms an integral
part of this EULA. By installing or using the Product, You agree to accept and to be bound by (1) this EULA and (2) the
Privacy Policy at all time. If You do not agree with one of these, please do not install or use the Product.
If You have a UBISOFT Account which can be found on (“Account”), this EULA shall coexist with, and
shall not supersede, the Terms of Use. To the extent that the provisions of this Agreement conflict with the provisions of
the Terms of Use, the conflicting provisions in the Terms of Use shall govern.
UBISOFT reserves the right to change, modify, add or delete articles in this EULA at any time, in accordance with the
procedures described below in Section 9.
Capitalized terms used in this EULA without definition shall have the meanings specified in the Terms of Use.
1. GRANT OF LICENSE.
1.1 UBISOFT (or its licensors) grants You a non-exclusive, non-transferable, non-sublicensed, non-commercial and
personal license to install and/or use the Product (in whole or in part) and any Product (the “License”), for such time until
either You or UBISOFT terminates this EULA. You must in no event use, nor allow others to use,the Product or this
License for commercial purposes without obtaining a licence to do so from UBISOFT. Updates, upgrades, patches and
modifications may be necessary in order to be able to continue to use the Product on certain hardware. THIS PRODUCT
IS LICENSED TO YOU, NOT SOLD.
As applicable, certain parts of the Product may be using third party features, some of which are managed by third-party
providers for which additional terms and/or costs may apply. You must comply with such additional terms: for instance, if
the Product is featuring a VoIP application, then You must comply with the associated wireless data service agreement
when using the Product). Please review such additional terms and costs carefully.
1.2 You shall not, directly or indirectly (i) sell, rent out, lease, license, distribute, market, exploit the Product or any of
its parts commercially, (ii) reverse engineer, decompile, disassemble, adapt, reproduce, or create derivate works of this
Product (except if the Product enable You through a specific feature to create, generate or submit User Generated Content
and for which You will need to create an Account and comply Terms of Use), in whole or in part; (iii) create, use and/or
distribute “auto”, “trainer”, “script” or “macro” computer programs or other “cheat” or “hack” programs or software
applications for this Product (whether in an online multiplayer game or in a single player game over the internet or in local
area network); (iv) remove, alter, disable or circumvent any copyright and trademark indications or other authorship and
origin information, notices or labels contained on or within this Product and (v) export or re-export this Product or any copy
of adaptation in violation of any applicable laws or regulations.
1.3 While using the Product, You agree to comply will all applicable laws, rules and regulations. You also agree to
comply with certain rules of conduct that govern Your use of the Product (“Rules of Conduct”), which are not meant to be
exhaustive and can be modified at any time by UBISOFT. In all cases, You may only use the Product according to
anticipated use of the Product.
For example purposes, and without limiting UBISOFT’s rights to take action against You, You may not:
a. create, use, share and/or publish by any means in relation to the Product any material (text, words, images,
sounds, videos, etc.) which would breach of a duty of confidentiality, infringe any intellectual property right or an
individual’s right to privacy or which would incite the committing of an unlawful act (in particular, piracy, cracking or
circulation of counterfeit software);
b. modify, distort, block, abnormally burden, disrupt, slow down and/or hinder the normal functioning of all or part of
the Product, or their accessibility to other users, or the functioning of the partner networks of the Product, or attempt
to do any of the above;
c. transmit or propagate any virus, trojan horse, worm, bomb, corrupted file and/or similar destructive device or
corrupted data in relation to the Product, and/or organise, participate in or be involved in any way in an attack on
UBISOFT’s servers and/or the Product and/or those of its service providers and partners;
2
d. create, supply or use alternative methods of using the Products, for example server emulators;
e. spamming chat, whether for personal or commercial purposes, by disrupting the flow of conversation with repeated
postings of a similar nature;
f. transmitting or communicating any material or content which, in the sole and exclusive discretion of UBISOFT, is
believed or deemed offensive, including, but not limited to, language that is harmful, threatening, unlawful, abusive,
harassing, defamatory, disparaging, obscene, sexually explicit, or racially, ethnically, or otherwise objectionable;
g. harassing or threatening any other users in the Product;
h. make inappropriate use of the help service or the claim buttons or send untruthful reports to members of
UBISOFT’s personnel;
i. falsely claim to be an employee or representative of UBISOFT or its partners and/or agents;
j. falsely claim an endorsement in connection with the Product or with UBISOFT.
2. OWNERSHIP.
All title, ownership rights and intellectual property rights in and to the Product (including, without limitation, all text,
graphics, music or sounds, all messages or items of information, fictional characters, names, themes, objects, scenery,
costumes, effects, dialogues, slogans, places, characters, diagrams, concepts, choreographies, videos, audio-visual
effects, domain names and any other elements which are part of the Product, individually or in combination) and any and
all copies thereof are owned by UBISOFT or its licensors. The Product is protected by national and international laws,
copyright treaties and conventions and other laws. This Product may contain certain licensed materials and, in that event,
UBISOFT’s licensors may protect their rights in the event of any violation of this Agreement. Any reproduction or
representation of these licensed materials in any way and for any reason is prohibited without UBISOFT’s prior permission
and, if applicable, UBISOFT’s licensors’ and representatives’. Except as expressly set forth in this EULA, all rights not
granted hereunder to You are expressly reserved by UBISOFT.
This License confers no title or ownership in the Product and should not be construed as a sale of any rights in the
Product.
3. ACCESS TO THE PRODUCT
3.1 THE PRODUCT MAY BE PROTECTED BY DIGITAL RIGHTS MANAGEMENT SOFTWARE (“DRM
SOFTWARE”). IN SUCH CASE, YOU HEREBY AGREE, ACKNOWLEDGE AND CONSENT TO THE FOLLOWING
REGARDING THE DRM SOFTWARE: (I) THE INSTALLATION OF THE PRODUCT WILL CAUSE THE DRM SOFTWARE
TO BE INSTALLED ON YOUR COMPUTER; (II) THE DRM SOFTWARE MAY LIMIT THE NUMBER OF INSTALLATIONS
OF THE PRODUCT; (III) THE DRM SOFTWARE MAY INSTALL ON YOUR COMPUTER ADDITIONAL COMPONENTS
REQUIRED FOR COPY PROTECTION; AND (IV) DURING THE INSTALLATION AND/OR THE FIRST LAUNCH OF THE
PRODUCT, AN ONLINE CONNECTION MAY BE REQUIRED TO UNLOCK THE PRODUCT THROUGH THE DRM
SOFTWARE. IN NO EVENT SHALL UBISOFT BE LIABLE IN CONNECTION WITH THE COMPONENTS THAT MAY BE
INSTALLED ON YOUR COMPUTER BY ANY DRM SOFTWARE. FOR FURTHER INFORMATION, PLEASE VISIT THE
WEBSITE OF THE DRM SOFTWARE APPEARING DURING THE INSTALLATION OF THE PRODUCT. AN INTERNET
CONNECTION, A UBISOFT CONNECT ACCOUNT AND INSTALLATION OF THE UBISOFT CONNECT CLIENT
SOFTWARE AND REGISTRATION WITH ENCLOSED SINGLE-USE SERIAL
CODE MAY BE REQUIRED TO PLAY AND ACCESS ONLINE SERVICES AND FEATURES OF THIS PRODUCT.
RESTRICTIONS OF AGE MAY BE IMPOSED TO ACCESS ONLINE SERVICES AND FEATURES IN COMPLIANCE
WITH LOCAL LAWS.
3.2 If You are using the Product on a Compatible Mobile Terminal, this Section 3.2 is applicable to You and to Your
use of the Product:
For this EULA, “Compatible Mobile Terminal” designates any portable device capable of connecting to Internet to access
the Products. The term Compatible Mobile Terminals covers in particular feature phones, smartphones, tablet computers,
and personal digital assistants (PDAs).
a. Product Access. To use the Product on a Compatible Mobile Terminal, You must have access to an electronic
communication network. The connection costs (including but not limited to mobile providers’ and/or carriers’ costs),
shall be exclusively borne by You. You acknowledge that the quality of the Products, the response time or access to
certain features may depend on the capacities of Your Compatible Mobile Terminal and of the electronic
communication network. UBISOFT may in no case be held responsible for reduced user comfort. You acknowledge
that the Product may not be available for use on all mobile devices or through all carriers or network service
providers.
3
b. Collection of personal data: In order to provide You with a better game experience, adapted services and Product
support, UBISOFT may collect and store data about You in relation to Your use of the Product, Your connection
information and/or Your Compatible Mobile Terminal. Certain data is recorded, archived, analysed and used to create
user statistics. Your privacy is very important to UBISOFT and UBISOFT will not reveal Your personal data to third
parties except when expressly authorised by You to do so or in special circumstances. UBISOFT may be under a
duty to disclose or share Your personal data in order to comply with a legal obligation, or in order to protect
UBISOFT’s rights and those of other users and third parties. This includes exchanging information with other
companies and organisations for the purposes of fraud protection and credit risk reduction. In addition, UBISOFT
reserves the right to collect, store and use anonymous data about You. For further information concerning
UBISOFT’s use of Your personal data, please refer to the Privacy Policy.
c. Analytics Tools and Ad Serving Technology. UBISOFT uses third party analytics tools to collect information
concerning Your and other users’ gaming habits and use of the Product. The information collected may contain the
following, without limitation: mobile device unique identity or other device identifiers and settings, carrier, operating
system, localization information, date and time spent on the Product, game scores, game metrics and statistics,
feature usage, advertising conversion rates, monetization rate, purchase history and other similar information.
UBISOFT uses third party ad serving technologies that may collect information as a result of ad serving in the
Product and that may temporarily display advertisements in the Product. The information collected and used for the
targeted advertising may contain the following, without limitation: age and gender, number views of an advertisement,
mobile device unique identity or other device identifiers and settings, information about Your use of the Product,
Compatible Mobile Terminal, and other Internet sites (including third party web pages and mobile Internet sites)
viewed by You (as well as date and time viewed), advertisement(s) served, the advertisement(s)’ in game location
and length, and Your response to the advertisement(s) (if any). The analytics tools and ad serving technologies may
use server log files, web beacons, cookies, tracking pixels and other technologies to collect said information and may
combine the information collected on other UBISOFT Products and services with information collected from other
third party websites and mobile products and services and with demographic, advertisement, market and other
analytics surveys. Standing alone, this information is not personal data; however, if UBISOFT combines any of this
information with personal data, UBISOFT will treat this information as personal data pursuant to our Privacy Policy.
You will find a non-exhaustive list of our partners whose analytic tools and ad serving technologies are used in our
Product(s) at . UBISOFT makes its best efforts to provide You with the links to our
partners’ own privacy policies according to which their tools and technologies are used and when available the link to
allow You to opt-out from their services.
4. CONSENT TO MONITOR.
When You are using the Product, the Product may monitor Your hardware random access memory (RAM) for
unauthorized third party programs prohibited by Section 1 that interact with the Product. In the event that the Product
detects such an unauthorized third party program, information may be communicated back to UBISOFT, including the
name of your Account, your internet protocol (IP) address, details about the unauthorized third party program detected,
and the time and date that the unauthorized third party program was detected, along with the hardware specifications and
performance characteristics of Your hardware, with or without additional notice to You. If the Product detects the use of an
unauthorized third party program, this License and Your access to the Product may be terminated with or without
additional notice to You.
However, please note that UBISOFT is not responsible for and does not endorse the opinions, advice and/or
recommendations displayed or sent by You in the Product, including in game chats. Such communications are the sole
responsibility of the user in question.
5. LIMITED WARRANTY FOR PRODUCT PURCHASED AS A PHYSICAL MEDIUM.
If You purchased Product as a physical medium (CD, cartridge or DVD-ROM), this Section 6 is applicable to You:
UBISOFT warrants that the physical medium containing the Product shall be free from defects in material and
workmanship for a period of ninety (90) days from the date of Your purchase of such medium. In the event that the
medium containing the Product proves to be defective during that time period, UBISOFT will, at UBISOFT’s option, free of
charge, (a) correct any defect, (b) replace the Product, (c) substitute a similar Product of equal or greater value (in the
event the Product is not longer being manufactured by UBISOFT or available in UBISOFT’s inventory), or (d) refund Your
money when You present UBISOFT with written proof of purchase of the defective medium. THIS IS YOUR SOLE AND
EXCLUSIVE REMEDY FOR THE EXPRESS WARRANTY SET FORTH IN THIS SECTION. When returning the Product
for warranty replacement please send the original Product disc, cartridge or DVD, as applicable, only in protective
packaging and include: (1) a photocopy of Your dated sales receipt; (2) Your name and return address typed or clearly
4
printed; (3) a brief note describing the defect, the problem(s) You are encountering and the hardware and system on which
You are running the Program.
6. WARRANTY DISCLAIMER, LIMITATION OF LIABILITY.
YOU EXPRESSLY ACKNOWLEDGE THAT USE OF THE PRODUCT IS AT YOUR OWN RISK. TO THE FULLEST
EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE PRODUCT IS SUPPLIED ON AN “AS IS” AND “AS
AVAILABLE“ BASIS. UBISOFT UBISOFT’S LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE
PROVIDERS DO NOT MAKE AND HEREBY DISCLAIM ANY GUARANTEES, CONDITIONS, WARRANTIES OF ANY
KIND, EXPRESS, IMPLIED OR STATUTORY OR OTHER TERMS INCLUDING AS TO: (A) ITS CONFORMITY,
ACCURACY, CURRENTNESS, COMPLETENESS, RELIABILITY OR SECURITY (B) ITS SUITABILITY FOR A
PARTICULAR USE; (C) IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT; (D) ITS MARKET VALUE; OR (E)
YOUR SATISFACTION. UBISOFT DOES NOT WARRANT THAT THE PRODUCT WILL BE UNINTERRUPTED OR
ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PRODUCT IS FREE OF VIRUSES OR OTHER
HARMFUL COMPONENTS. YOU ASSUME ALL RESPONSIBILITY FOR SELECTING THE PRODUCT TO ACHIEVE
YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE
PRODUCT.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT WILL UBISOFT, UBISOFT’S
LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE PROVIDERS BE LIABLE FOR LOSS OR DAMAGE
SUFFERED IN CONNECTION WITH THE USE OF THE PRODUCT OR ANY RELATED THIRD PARTY SERVICE. THIS
INCLUDES WITHOUT LIMITATION (A) ALL LOSSES OF ANY KIND, WHETHER IN TORT (INCLUDING FOR
NEGLIGENCE OR BREACH OF STATUTORY DUTY), CONTRACT, MISREPRESENTATION (WHETHER INNOCENT
OR NEGLIGENT) OR OTHERWISE, (B) DIRECT LOSS; (C) ACCIDENTAL LOSS, (D) INCIDENTAL LOSS, (E)
CONSEQUENTIAL LOSS, AND (F) INDIRECT LOSS.
NOTWITHSTANDING THE AFOREMENTIONED LIMITATIONS OF LIABILITY, YOUR SOLE REMEDY IN THE EVENT
OF A DISPUTE WITH UBISOFT OR ITS LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE
PROVIDERS IS TO CEASE TO USE THE PRODUCT; AND IF APPLICABLE, SEEK DAMAGES FOR YOUR LOSSES.
FOR ANY PRODUCT PURCHASED FOR USE ON A COMPATIBLE MOBILE TERMINAL THAT WOULD NOT MEET
THE APPLICABLE LEGAL WARRANTIES, UBISOFT’S LIABILITY IS LIMITED TO THE REFUND (DIRECTLY OR
INDIRECTLY THROUGH ITS CHANNEL PARTNERS OR ASSOCIATED SERVICE PROVIDERS) OF THE PURCHASE
PRICE OF THE PRODUCT. IN NO EVENT UBISOFT, ITS AFFILIATES, LICENSORS, CHANNEL PARTNERS AND
ASSOCIATED SERVICE PROVIDERS BE LIABLE FOR DAMAGES IN EXCESS OF ANY AMOUNT YOU HAVE PAID TO
UBISOFT FOR THE PRODUCT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRIOR TO THE TIME YOUR
CAUSE OF ACTION AROSE.
NOTHING IN THIS SECTION 6 SHALL AFFECT UBISOFT’S LIABILITY FOR DEATH OR PERSONAL INJURY ARISING
FROM UBISOFT’S NEGLIGENCE, FOR FRAUD OR FRAUDULENT MISREPRESENTATION, NOR ANY OTHER
LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
FOR PURPOSES OF THIS SECTION 6, UBISOFT’S LICENSORS, CHANNEL PARTNERS AND ASSOCIATED
SERVICE PROVIDERS ARE THIRD PARTY BENEFICIARIES TO THE LIMITATIONS OF LIABILITY SPECIFIED
HEREIN AND THEY MAY ENFORCE THIS EULA AGAINST YOU.
7. INDEMNITY.
You are solely responsible for any damage caused to UBISOFT, its licensors, channel partners and associated service
providers and subcontractors, other users of the product or any other individual or legal entity as a result of Your violation
of this EULA.
YOU HEREBY AGREE TO DEFEND, INDEMNIFY AND KEEP INDEMNIFIED UBISOFT AND ITS AFFILIATES, THEIR
LICENSORS, CHANNEL PARTNERS AND ASSOCIATED SERVICE PROVIDERS AND THEIR SUBCONTRACTORS
AGAINST ANY CLAIM OR ALLEGED CLAIMS, LIABILITIES, LOSSES DAMAGES AND ALL COSTS (INCLUDING
LAWYERS’ FEES), DIRECTLY OR INDIRECTLY ATTRIBUTABLE TO YOUR FAULT AND/OR RESULTING FROM (A) A
VIOLATION OF ANY PROVISION OF THIS EULA OR (B) YOUR USE OR MISUSE OF THE PRODUCT. UBISOFT
reserves the right to take sole responsibility, at its own expense, for conducting the defense of any claim for which You
agreed to indemnify UBISOFT. The provisions of this Section 7 shall remain in force after termination of this EULA.
8. TERMINATION.
5
The EULA is effective from the earlier of the date You purchase, download or use the Product, until terminated according
to its terms. You and UBISOFT (or its licensors) may terminate this EULA, at any time, for any reason. Termination by
UBISOFT will be effective upon (a) notice to You or (b) termination of Your UBISOFT Account (if any) or (c) at the time of
UBISOFT’s decision to discontinue offering and/or supporting the Product. This EULA will terminate automatically if You
fail to comply with any of the terms and conditions of this EULA. Upon termination for any reason, You must immediately
uninstall the Product and destroy all copies of the Product in Your possession.
9. CHANGES TO THIS EULA OR TO THE PRODUCT.
UBISOFT reserves the right, in its sole and absolute discretion, to revise, update, change, modify, add to, supplement, or
delete certain terms of this EULA for security, legal, best practice or regulatory reasons. Such changes will be effective
with or, as applicable, without prior notice to You. You can review the most current version of this EULA by clicking on the
“EULA” link located on the Product or on . You are responsible for checking this EULA periodically for changes. If
any future changes to this EULA are unacceptable to You or cause You to no longer be in agreement or compliance with
this EULA, You may terminate this EULA in accordance with Section 8 and must immediately uninstall the Product and
destroy all copies of the Product. Your continued use of the Product following any revision to this EULA constitutes Your
complete and irrevocable acceptance of any and all such changes.
UBISOFT may modify the Product for any reason or without any specific reason, at any time and at its entire discretion, in
particular for technical reasons such as updates, maintenance operations and/or resets to improve and/or optimize the
Product. You agree that the Product may install or download the modifications automatically. You agree that UBISOFT
may stop to support previous versions of the Product upon availability of an updated version. UBISOFT’s channel partners
and associated service providers shall have no obligation to furnish any maintenance or customer support with respect to
the Product. UBISOFT also reserves the right to amend the Rules of Conduct set out in Section 1 to place limits on the use
of the Product.
10. MISCELLANEOUS.
10.1 Export Controls. The Product is subject to all applicable export restrictions. You must comply with all export and
import laws and restrictions and regulations of any United States and foreign agency or authority relating to the Product
and Your use of the Product. The Product may not be re-exported, downloaded or otherwise exported to, or installed by a
national or resident of, any country to which the United States has embargoed goods, or to anyone on the U.S. Treasury
Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders. You
represent and warrant that You are not located in, under the control of, or a national or resident of any such country or on
any such list.
10.2 Severance. If any court of competent jurisdiction or competent authority finds that any provision of this EULA is
invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and
the validity and enforceability of the other provisions of this EULA shall not be affected. If any invalid, unenforceable or
illegal provision of this EULA would be valid, enforceable and legal if some part of it were deleted, the provision shall apply
with the minimum modification necessary to make it legal, valid and enforceable to reflect UBISOFT’s initial intentions.
10.3 No Waiver. No failure or delay by UBISOFT (or its licensors) to exercise any right or remedy provided under this
EULA or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further
exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict
the further exercise of that or any other right or remedy. Waiver of a right or remedy may be considered to have taken
place only after signing of a written statement to this effect by UBISOFT or by the User.
10.4 Law, Jurisdiction and Dispute Resolution.
10.4.1 Other than as specifically indicated below, to the extent permitted by applicable law, this EULA and any disputes
or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or
claims) are governed by and construed in accordance with the laws of England and Wales. You irrevocably agree that the
courts of England and Wales have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection
with the EULA or its subject matter or formation (including non-contractual disputes or claims).
10.4.2 If you are a resident of the United States, to the extent permitted by applicable law, this EULA, and any disputes
or claims arising out of or in connection with it, or its subject matter or formation (including non-contractual disputes or
claims) are governed by and construed in accordance with the laws of the United States and the State of California,
without giving effect to any principles of conflicts of laws. This EULA shall not be governed by the United Nations
Conventions of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded from
any interpretation of this EULA.
6
UBISOFT’s goal is to provide you with a neutral and cost-effective means of resolving a dispute quickly. Thus, for any
claim related to this EULA where the total amount sought (i) is equal to or more than $10,000 USD, you may, or (ii) is less
than $10,000 USD, you must, initiate dispute proceedings by completing the Notice of Dispute Form accessible at
. UBISOFT may offer to settle the claim, provided however that if
the dispute is not resolved within 30 days from the date of UBISOFT's offer to settle or UBISOFT's receipt of the Notice of
Dispute Form (whichever is later), you may invoke binding arbitration by filing a separate Demand for Arbitration
accessible at . A party electing arbitration shall initiate it
through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR
provider and the parties must comply with the following rules: (a) the arbitration shall be conducted, at the option of the
party seeking relief, in person, by telephone, online, or based solely on written submissions; (b) any in person arbitration
will take place in the county in which the city or town you have entered as your residence sits (and if neither is applicable,
then the arbitration shall take place in San Francisco County, California); (c) either party may bring a claim in small claims
court in lieu of arbitration; (d) the ADR provider may award any form of individual relief; (e) UBISOFT will pay all costs for
non-frivolous claims; (f) any judgment on the award rendered by the arbitrator may be entered in any court of competent
jurisdiction; (g) UBISOFT may not seek reimbursement of its attorney's fees in connection with such arbitration; (h) in the
event you receive an arbitration award greater than UBISOFT's last written settlement offer, UBISOFT will pay a ten
thousand U.S. Dollar ($10,000.00 USD) minimum recovery and twice the amount of your attorney's fees, (i) claims must be
brought in the parties' individual capacity, and not as a plaintiff or class member in any purported class or representative
proceeding. You hereby agree that for any dispute or claim that is less than $10,000 USD, you waive any right to a trial (by
judge or jury), you waive any right to participate as a member of a class in a class action or similar proceeding, and you will
abide by the dispute resolution mechanism in this Section.
For any dispute that is equal to or more than $10,000 and is not resolved or arbitrated under Section 10.4.2 of this EULA, it
is hereby agreed that any action at law or in equity arising under this EULA shall be finally adjudicated or determined in
any court or courts of the State of California, or of the United States of America, in Los Angeles County, California and the
parties hereto hereby submit generally and unconditionally to the personal and exclusive jurisdiction and venue of these
courts in respect to any such matter and consent to service of process by any means authorized by California law.
All claims you bring against UBISOFT must be resolved in accordance with this Section 10. All claims filed or brought
contrary to this Section shall be considered improperly filed and a breach of this EULA. Should either party file a claim
contrary to this Section, the other party may recover attorneys' fees and costs up to ten thousand U.S. Dollars
($10,000.00USD), provided that such party seeking such fees has notified the other in writing of the improperly filed claim,
and the other has failed to promptly withdraw the claim.
10.4.3 If you are a resident of Canada, to the extent permitted by applicable law, his EULA is governed by the laws of
Canada and the province in which you reside; and (ii) you expressly acknowledge the exclusive jurisdiction of the federal
courts and province courts within the jurisdiction of the place of your principal residence for any complaint or any dispute
with UBISOFT resulting from or related in any way to this EULA or the use you make of the Product, and you also accept
and freely consent to the exercising of territorial jurisdiction in said courts in relation to any dispute of this kind, including
any complaint concerning UBISOFT and/or its affiliated companies and subsidiaries and their respective employees,
subcontractors, managers, directors, vendors and content suppliers.
For any questions concerning this EULA, you may contact UBISOFT at the following address:
THIS EULA IS APPLICABLE ONLY TO THE EXTENT AUTHORISED BY LAW.
MICROSOFT SOFTWARE LICENSE TERMS
MICROSOFT DIRECTX END USER RUNTIME
These license terms are an agreement between Microsoft Corporation (or based on where you live, one of its
affiliates) and you. Please read them. They apply to the software named above, which includes the media on
which you received it, if any. The terms also apply to any Microsoft
* updates,
* supplements,
* Internet-based services, and
* support services
7
for this software, unless other terms accompany those items. If so, those terms apply.
BY USING THE SOFTWARE, YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THEM, DO NOT
USE THE SOFTWARE.
If you comply with these license terms, you have the rights below.
1. INSTALLATION AND USE RIGHTS. You may install and use any number of copies of the software on your
devices.
2. SCOPE OF LICENSE. The software is licensed, not sold. This agreement only gives you some rights to
use the software. Microsoft reserves all other rights. Unless applicable law gives you more rights despite this
limitation, you may use the software only as expressly permitted in this agreement. In doing so, you must
comply with any technical limitations in the software that only allow you to use it in certain ways. You may
not
* work around any technical limitations in the software;
* reverse engineer, decompile or disassemble the software, except and only to the extent that applicable law
expressly permits, despite this limitation;
* make more copies of the software than specified in this agreement or allowed by applicable law, despite this
limitation;
* publish the software for others to copy;
* rent, lease or lend the software;
* transfer the software or this agreement to any third party; or
* use the software for commercial software hosting services.
3. BACKUP COPY. You may make one backup copy of the software. You may use it only to reinstall the
software.
4. DOCUMENTATION. Any person that has valid access to your computer or internal network may copy and
use the documentation for your internal, reference purposes.
5. EXPORT RESTRICTIONS. The software is subject to United States export laws and regulations. You
must comply with all domestic and international export laws and regulations that apply to the software. These
laws include restrictions on destinations, end users and end use. For additional information, see
.
6. SUPPORT SERVICES. Because this software is “as is,” we may not provide support services for it.
7. ENTIRE AGREEMENT. This agreement, and the terms for supplements, updates, Internet-based services
and support services that you use, are the entire agreement for the software and support services.
8. APPLICABLE LAW.
a. United States. If you acquired the software in the United States, Washington state law governs the
interpretation of this agreement and applies to claims for breach of it, regardless of conflict of laws principles.
The laws of the state where you live govern all other claims, including claims under state consumer protection
laws, unfair competition laws, and in tort.
b. Outside the United States. If you acquired the software in any other country, the laws of that country apply.
9. LEGAL EFFECT. This agreement describes certain legal rights. You may have other rights under the laws
of your country. You may also have rights with respect to the party from whom you acquired the software.
This agreement does not change your rights under the laws of your country if the laws of your country do not
permit it to do so.
10. DISCLAIMER OF WARRANTY. THE SOFTWARE IS LICENSED “AS-IS.” YOU BEAR THE RISK OF
USING IT. MICROSOFT GIVES NO EXPRESS WARRANTIES, GUARANTEES OR CONDITIONS. YOU
MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT
CANNOT CHANGE. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAWS, MICROSOFT
EXCLUDES THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON-INFRINGEMENT.
11. LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. YOU CAN RECOVER FROM
MICROSOFT AND ITS SUPPLIERS ONLY DIRECT DAMAGES UP TO U.S. $5.00. YOU CANNOT
RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL,
INDIRECT OR INCIDENTAL DAMAGES.
This limitation applies to
* anything related to the software, services, content (including code) on third party Internet sites, or third party
programs; and
* claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other
tort to the extent permitted by applicable law.
It also applies even if Microsoft knew or should have known about the possibility of the damages. The above
limitation or exclusion may not apply to you because your country may not allow the exclusion or limitation of
incidental, consequential or other damages.
8
MICROSOFT SOFTWARE SUPPLEMENTAL LICENSE TERMS
MICROSOFT .NET FRAMEWORK 3.5 SP1 FOR MICROSOFT WINDOWS OPERATING SYSTEM
Microsoft Corporation (or based on where you live, one of its affiliates) licenses this supplement to you. If you are licensed
to use Microsoft Windows operating system software (for which this supplement is applicable) (the “software”), you may
use this supplement. You may not use it if you do not have a license for the software. You may use a copy of this
supplement with each validly licensed copy of the software.
The following license terms describe additional use terms for this supplement. These terms and the license terms for the
software apply to your use of the supplement. If there is a conflict, these supplemental license terms apply.
By using this supplement, you accept these terms. If you do not accept them, do not use this supplement.
If you comply with these license terms, you have the rights below.
1. SUPPORT SERVICES FOR SUPPLEMENT. Microsoft provides support services for this software as described at
.
2. MICROSOFT .NET BENCHMARK TESTING. The software includes the .NET Framework, Windows Communication
Foundation, Windows Presentation Foundation, and Windows Workflow Foundation components of the Windows operating
systems Components). You may conduct internal benchmark testing of the .NET Components. You may disclose
the results of any benchmark test of the .NET Components, provided that you comply with the conditions set forth at
.
Notwithstanding any other agreement you may have with Microsoft, if you disclose such benchmark test results, Microsoft
shall have the right to disclose the results of benchmark tests it conducts of your products that compete with the applicable
.NET Component, provided it complies with the same conditions set forth at .