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EXILE TO DEATH EARLY ACCESS END USER LICENSE AGREEMENT (“EULA”)
Last Modified:February 17, 2017
This Early Access End User License Agreement ("EULA") is a contract between you, the user of the computer on which the Game will be or has been installed and who therefore agrees to this License Agreement (“you”) and Manifestors Games Studio (“MGS,” “we” or “us”) for your participation in the Early Access Release ("Early Release Access”) of a MGS game titled “Exile to Death” (“Game”). The Game includes client software that is installed on a computer (“Software”) and may access a service operated for the Game (“Service”).
BY INSTALLING OR USING THE SOFTWARE OR SERVICE, YOU AGREE THAT YOU ARE OF LEGAL AGE AND HAVE THE LEGAL CAPACITY TO ENTER INTO THIS AGREEMENT. YOU AGREE THAT THIS LICENSE AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN CONTRACT SIGNED BY YOU AND THAT YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT DOWNLOAD, ACCESS OR INSTALL THIS GAME.
The Early Release Access may consist of multiple Early Access test phases. Upon conclusion of the Early Release Access and the start of the official release of the Game, this Agreement will no longer apply to your access to and use of the Game.
ACCOUNT ACCESS
You are responsible for the security of your accounts and any activities performed under your accounts, whether or not such actions were authorized by you.
YOU AGREE THAT YOU WILL NOT: (I) SHARE YOUR ACCOUNT PASSWORDS WITH ANY OTHER PERSON; OR (II) PROVIDE ACCESS TO YOUR ACCOUNTS OR THE SERVICE TO ANY OTHER PERSON.
LICENSE GRANT TO YOU
The Software and Service (including In-Game Features) are licensed, not sold, to you under the terms of this Agreement. Subject to the terms of this Agreement and your compliance with other agreements you may have with us, including acceptance of our Privacy Policy, we grant to you a non-exclusive, non-transferable, non-sub licensable license to do the following:
(i) Use of one Steam key to install and use one copy of the Software on a single personal computing device for non-commercial entertainment purposes, and
(ii) access and use the Game through such copy of the Software for non-commercial purposes.
a) Your Mod must not contain a substantial part of the Game’s copyrightable content or code
b) You may distribute your Mod as long as you do so without fees. This means the Mod may not be sold, rented, or leased and may not support any purchase of content whether tangible or intangible.
c) By distributing your Mod, you agree that you grant MGS and its affiliates, a perpetual, non-revocable, license to use, display and create adaptations of your Mod for promotional and marketing purposes.
d) Your Mod may not infringe on Trademarks, copyrights or any other intellectual property rights owned by others.
e) Your mod must require the Game in order to operate. For clarification, the mod may not be playable as a standalone game).
You understand and agree that you will not use, or authorize any third party to use, the Software in any manner except as permitted in this Section. You will not:
(a) distribute or sell the Software or access to the Software;
(b) use the Software to develop another product.
(c) reverse engineer, decompile, disassemble or attempt to discover the source code for the Software unless it is to find bugs and the results are shared only with MGS in a private exchange (except as otherwise expressly permitted by law, including for interoperability reasons);
(d) modify, alter or create any derivative works of the Software or Service; or
(e) Use any unauthorized third-party “hacks,” “cheats,” “scripts,” “bots,” “trainers,” or automation programs, or any third-party programs that intercept, emulate or redirect any communication between the Software and MGS, or that collect information about the Game by reading areas of memory used by the Software to store information about the Game, or
(f) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the Software.
4. OWNERSHIP
The Game (including all user accounts and all Game characters, objects, settings, themes, storylines, concepts, music, sounds, artwork, animations, dialog, code and other In-Game Features) are the property of MGS and its licensors and are protected by copyright and other intellectual property laws and treaties around the world. We and our licensors own and reserve all right, title and interest in and to the Game. You acknowledge and agree that you shall have no ownership or other property interest in your Account, and you acknowledge and agree that all rights in and to the Account are and shall forever be owned by and inure to the benefit of Manifestors Games Studio.
5. SUSPENSION AND TERMINATION
MGS RESERVES THE RIGHTS TO SUSPEND, TERMINATE, MODIFY, OR DELETE ANY ACCOUNT OR YOUR ACCESS TO THE GAME AT ANY TIME FOR ANY OR NO REASON, WITH OR WITHOUT NOTICE AND MGS WILL NOT PROVIDE REFUNDS OF VIRTUAL ITEMS OR VIRTUAL CURRENCY.
YOU MAY TERMINATE THE AGREEMENT AT ANYTIME BY UNINSTALLING THE GAME AND DELETING ALL FILES RELATED TO THE GAME.
6. GRANT OF RIGHTS TO MGS
You hereby assign to MGS all of your right, title and interest in or to all Feedback you submit or make available to MGS, and all intellectual property rights therein or thereto. Without limiting the foregoing, we will be free to use any ideas, inventions, concepts, know-how or techniques in Feedback for any purpose whatsoever, including to develop, manufacture, market, sell, import and otherwise exploit products and services incorporating Feedback. You hereby waive and agree not to assert any moral rights or any equivalent or similar rights anywhere in the world which you may have in the Feedback.
While participating in the Release Access, information and activities that you engage in with MGS or other players may be monitored, recorded or stored by MGS. This information may be used by MGS and you grant to MGS a royalty-free, irrevocable, perpetual, worldwide, transferable, fully sub-licensable license to reproduce, distribute, create derivative works of, publicly perform, publicly display, use and otherwise exploit all such information and activities in any manner. You understand and agree that MGS will be free to use any ideas, inventions, concepts, know-how or techniques communicated or transmitted in the Game for any purpose whatsoever, including to develop, manufacture, market, sell, import and otherwise exploit products. You hereby waive and agree not to assert any moral rights or any equivalent or similar rights anywhere in the world which you may have in any communications within the Game.
7. VIRTUAL ITEMS
If MGS offers the ability to purchase virtual items or currency, MGS, hereby grants you a non-exclusive, non-transferable, revocable, limited right and license to use such game currency and/or virtual items as applicable, for your personal, non-commercial use exclusively in the Game, subject to the terms of this Agreement.
Neither virtual items or virtual currency have any value outside of the game and neither are redeemable outside of the game.
All purchases of virtual currency or items are final and are not refundable, transferable, or exchangeable under any circumstances, except as otherwise required by applicable law.
MGS has the absolute right to manage, modify, suspend, and/or eliminate virtual items or currency without notice or liability to you. Except as otherwise prohibited by applicable law, MGS reserves and retains all rights, title, and interest in and to the virtual items and virtual currency.
You may not transfer, sell, gift, exchange, trade, lease, sublicense, or rent virtual items or virtual currency outside of the game.
8. PRIVACY; CONSENT TO ACCESS YOUR COMPUTER
While the Software is installed on your computer, you authorize us to access, modify or delete Game-related data on your computer via the Software and Service. Also, you authorize us to check your version of the Software and automatically download and install Software upgrades to update, patch, fix, enhance and further develop the Software and Service. Some upgrades may be designed to disable unauthorized access to the Software or delete unauthorized copies of the Software. You will not bypass any automatic update downloads or installations.
In addition, you authorize us to monitor or collect certain information from your computer or our servers related to the use or performance of the Game, including to record your gameplay and interactions with other players in the Game.
Data entered into the game to create accounts, make use of purchased items, utilize the game, or communicate with other users may be stored on servers located in the U.S, U.K and Europe. Each data hosting provider’s role is limited to providing a hosting and storage service to MGS and the providers are not permitted to access or use your information, except for the limited purpose of storing the information.
9. INDEMNIFICATION
IF YOU ARE A CONSUMER RESIDENT IN THE EUROPEAN UNION CERTAIN OTHER JURISDICTIONS (DEPENDING ON APPLICABLE LAW), THIS SECTION DOES NOT APPLY TO YOU.
You will indemnify and hold harmless MGS, its affiliates, investors, independent contractors and service providers and their respective directors, officers, employees and agents from and against all claims, damages, losses, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of or related to your use of or inability to use the Game, except to the extent they arise out of (i) negligence or wrongdoing or (ii) the Game’s infringement of the intellectual property rights of a third party.
10. DISCLAIMERS AND LIMITATION OF LIABILITY
EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT WILL MGS PARTIES BE LIABLE FOR PERSONAL INJURY OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES (INCLUDING FOR LOSS OF DATA, LOSS OF CONTENT OR INABILITY TO ACCESS THE GAME.
IN NO EVENT SHALL MGS’ AGGREGATE LIABILITY ARISING FROM YOUR USE OR INABILITY TO USE THE GAME EXCEED MONIES ACTUALLY PAID BY YOU TO ACCESS THE SOFTWARE UNLESS YOUR JURISDICTION DOES NOT ALLOW SUCH EXCLUSIONS OR LIMITATIONS.
To the maximum extent permitted by applicable law, neither MGS or its affiliates, or their affiliates, nor any of MGS’s service providers, shall be liable in any way for loss or damage of any kind resulting from the use or inability to use the Exile to Death or otherwise in connection with this Agreement, including but not limited to loss of goodwill, work stoppage, computer failure, or malfunction, or any and all other commercial damages or losses. In no event will MGS, MGS’s affiliates, nor its or their affiliates, nor any of MGS’s service providers be liable for any loss of profits or any indirect, incidental, consequential, special, punitive, or exemplary damages, or any other damages arising out of or in connection with this Agreement or the Exile to Death, or the delay or inability to use or lack of functionality of the Exile to Death, even in the event of MGS’s, MGS’s affiliates, fault, tort (including negligence), strict liability, indemnity, product liability, breach of contract, breach of warranty, or otherwise and even if MGS, MGS’s affiliates, have been advised of the possibility of such damages. These limitations and exclusions regarding damages apply even if any remedy fails to provide adequate compensation.
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of MGS, MGS’s affiliates, MGS’s licensors, its and their affiliates, and any of MGS’s or MGS’s service providers shall be limited to the full extent permitted by law.
THE GAME IS NOT READY FOR COMMERCIAL RELEASE AND MAY CONTAIN BUGS, ERRORS AND DEFECTS. ACCORDINGLY, THE GAME IS PROVIDED “AS IS,” WITH ALL FAULTS, DEFECTS AND ERRORS, AND WITHOUT WARRANTY OF ANY KIND.
MGS DISCLAIMS ALL WARRANTIES (EXPRESS, IMPLIED, ARISING BY LAW OR OTHERWISE) REGARDING THE GAME AND ITS PERFORMANCE OR SUITABILITY FOR YOUR INTENDED USE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.
11. TERMINATION
MGS may terminate this Agreement at any time, with or without cause, immediately upon notice to you. MGS may also suspend or discontinue the Early Access at any time, in which case this Agreement shall terminate automatically without notice.
You may terminate this Agreement by ceasing use of the Software and Service, cancelling any account you may have with us to use the Service (if any), and permanently deleting all copies of the Software in your possession or control.
All other Sections of this Agreement will survive such termination.
12. GOVERNING LAW AND JURISDICTION
This Agreement is governed by the laws of Russian Federation. You irrevocably consent to jurisdiction of the courts located in Russian Federation with respect to any proceeding regarding this Agreement or the Game. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
13. GENERAL
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, the remainder of this Agreement will remain in full force and effect. This Agreement shall be written and executed in, and all other communications under or in connection with this Agreement shall be in, the English language. Any translation into any other language will not be an official version of this Agreement or any other communication, and in the event of any conflict in interpretation between the English version and any translation, the English version will control.
MGS may assign this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this Agreement without MGS’s prior written consent.
Last Modified:February 17, 2017
This Early Access End User License Agreement ("EULA") is a contract between you, the user of the computer on which the Game will be or has been installed and who therefore agrees to this License Agreement (“you”) and Manifestors Games Studio (“MGS,” “we” or “us”) for your participation in the Early Access Release ("Early Release Access”) of a MGS game titled “Exile to Death” (“Game”). The Game includes client software that is installed on a computer (“Software”) and may access a service operated for the Game (“Service”).
BY INSTALLING OR USING THE SOFTWARE OR SERVICE, YOU AGREE THAT YOU ARE OF LEGAL AGE AND HAVE THE LEGAL CAPACITY TO ENTER INTO THIS AGREEMENT. YOU AGREE THAT THIS LICENSE AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN CONTRACT SIGNED BY YOU AND THAT YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT DOWNLOAD, ACCESS OR INSTALL THIS GAME.
The Early Release Access may consist of multiple Early Access test phases. Upon conclusion of the Early Release Access and the start of the official release of the Game, this Agreement will no longer apply to your access to and use of the Game.
ACCOUNT ACCESS
You are responsible for the security of your accounts and any activities performed under your accounts, whether or not such actions were authorized by you.
YOU AGREE THAT YOU WILL NOT: (I) SHARE YOUR ACCOUNT PASSWORDS WITH ANY OTHER PERSON; OR (II) PROVIDE ACCESS TO YOUR ACCOUNTS OR THE SERVICE TO ANY OTHER PERSON.
LICENSE GRANT TO YOU
The Software and Service (including In-Game Features) are licensed, not sold, to you under the terms of this Agreement. Subject to the terms of this Agreement and your compliance with other agreements you may have with us, including acceptance of our Privacy Policy, we grant to you a non-exclusive, non-transferable, non-sub licensable license to do the following:
(i) Use of one Steam key to install and use one copy of the Software on a single personal computing device for non-commercial entertainment purposes, and
(ii) access and use the Game through such copy of the Software for non-commercial purposes.
a) Your Mod must not contain a substantial part of the Game’s copyrightable content or code
b) You may distribute your Mod as long as you do so without fees. This means the Mod may not be sold, rented, or leased and may not support any purchase of content whether tangible or intangible.
c) By distributing your Mod, you agree that you grant MGS and its affiliates, a perpetual, non-revocable, license to use, display and create adaptations of your Mod for promotional and marketing purposes.
d) Your Mod may not infringe on Trademarks, copyrights or any other intellectual property rights owned by others.
e) Your mod must require the Game in order to operate. For clarification, the mod may not be playable as a standalone game).
You understand and agree that you will not use, or authorize any third party to use, the Software in any manner except as permitted in this Section. You will not:
(a) distribute or sell the Software or access to the Software;
(b) use the Software to develop another product.
(c) reverse engineer, decompile, disassemble or attempt to discover the source code for the Software unless it is to find bugs and the results are shared only with MGS in a private exchange (except as otherwise expressly permitted by law, including for interoperability reasons);
(d) modify, alter or create any derivative works of the Software or Service; or
(e) Use any unauthorized third-party “hacks,” “cheats,” “scripts,” “bots,” “trainers,” or automation programs, or any third-party programs that intercept, emulate or redirect any communication between the Software and MGS, or that collect information about the Game by reading areas of memory used by the Software to store information about the Game, or
(f) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the Software.
4. OWNERSHIP
The Game (including all user accounts and all Game characters, objects, settings, themes, storylines, concepts, music, sounds, artwork, animations, dialog, code and other In-Game Features) are the property of MGS and its licensors and are protected by copyright and other intellectual property laws and treaties around the world. We and our licensors own and reserve all right, title and interest in and to the Game. You acknowledge and agree that you shall have no ownership or other property interest in your Account, and you acknowledge and agree that all rights in and to the Account are and shall forever be owned by and inure to the benefit of Manifestors Games Studio.
5. SUSPENSION AND TERMINATION
MGS RESERVES THE RIGHTS TO SUSPEND, TERMINATE, MODIFY, OR DELETE ANY ACCOUNT OR YOUR ACCESS TO THE GAME AT ANY TIME FOR ANY OR NO REASON, WITH OR WITHOUT NOTICE AND MGS WILL NOT PROVIDE REFUNDS OF VIRTUAL ITEMS OR VIRTUAL CURRENCY.
YOU MAY TERMINATE THE AGREEMENT AT ANYTIME BY UNINSTALLING THE GAME AND DELETING ALL FILES RELATED TO THE GAME.
6. GRANT OF RIGHTS TO MGS
You hereby assign to MGS all of your right, title and interest in or to all Feedback you submit or make available to MGS, and all intellectual property rights therein or thereto. Without limiting the foregoing, we will be free to use any ideas, inventions, concepts, know-how or techniques in Feedback for any purpose whatsoever, including to develop, manufacture, market, sell, import and otherwise exploit products and services incorporating Feedback. You hereby waive and agree not to assert any moral rights or any equivalent or similar rights anywhere in the world which you may have in the Feedback.
While participating in the Release Access, information and activities that you engage in with MGS or other players may be monitored, recorded or stored by MGS. This information may be used by MGS and you grant to MGS a royalty-free, irrevocable, perpetual, worldwide, transferable, fully sub-licensable license to reproduce, distribute, create derivative works of, publicly perform, publicly display, use and otherwise exploit all such information and activities in any manner. You understand and agree that MGS will be free to use any ideas, inventions, concepts, know-how or techniques communicated or transmitted in the Game for any purpose whatsoever, including to develop, manufacture, market, sell, import and otherwise exploit products. You hereby waive and agree not to assert any moral rights or any equivalent or similar rights anywhere in the world which you may have in any communications within the Game.
7. VIRTUAL ITEMS
If MGS offers the ability to purchase virtual items or currency, MGS, hereby grants you a non-exclusive, non-transferable, revocable, limited right and license to use such game currency and/or virtual items as applicable, for your personal, non-commercial use exclusively in the Game, subject to the terms of this Agreement.
Neither virtual items or virtual currency have any value outside of the game and neither are redeemable outside of the game.
All purchases of virtual currency or items are final and are not refundable, transferable, or exchangeable under any circumstances, except as otherwise required by applicable law.
MGS has the absolute right to manage, modify, suspend, and/or eliminate virtual items or currency without notice or liability to you. Except as otherwise prohibited by applicable law, MGS reserves and retains all rights, title, and interest in and to the virtual items and virtual currency.
You may not transfer, sell, gift, exchange, trade, lease, sublicense, or rent virtual items or virtual currency outside of the game.
8. PRIVACY; CONSENT TO ACCESS YOUR COMPUTER
While the Software is installed on your computer, you authorize us to access, modify or delete Game-related data on your computer via the Software and Service. Also, you authorize us to check your version of the Software and automatically download and install Software upgrades to update, patch, fix, enhance and further develop the Software and Service. Some upgrades may be designed to disable unauthorized access to the Software or delete unauthorized copies of the Software. You will not bypass any automatic update downloads or installations.
In addition, you authorize us to monitor or collect certain information from your computer or our servers related to the use or performance of the Game, including to record your gameplay and interactions with other players in the Game.
Data entered into the game to create accounts, make use of purchased items, utilize the game, or communicate with other users may be stored on servers located in the U.S, U.K and Europe. Each data hosting provider’s role is limited to providing a hosting and storage service to MGS and the providers are not permitted to access or use your information, except for the limited purpose of storing the information.
9. INDEMNIFICATION
IF YOU ARE A CONSUMER RESIDENT IN THE EUROPEAN UNION CERTAIN OTHER JURISDICTIONS (DEPENDING ON APPLICABLE LAW), THIS SECTION DOES NOT APPLY TO YOU.
You will indemnify and hold harmless MGS, its affiliates, investors, independent contractors and service providers and their respective directors, officers, employees and agents from and against all claims, damages, losses, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of or related to your use of or inability to use the Game, except to the extent they arise out of (i) negligence or wrongdoing or (ii) the Game’s infringement of the intellectual property rights of a third party.
10. DISCLAIMERS AND LIMITATION OF LIABILITY
EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT WILL MGS PARTIES BE LIABLE FOR PERSONAL INJURY OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES (INCLUDING FOR LOSS OF DATA, LOSS OF CONTENT OR INABILITY TO ACCESS THE GAME.
IN NO EVENT SHALL MGS’ AGGREGATE LIABILITY ARISING FROM YOUR USE OR INABILITY TO USE THE GAME EXCEED MONIES ACTUALLY PAID BY YOU TO ACCESS THE SOFTWARE UNLESS YOUR JURISDICTION DOES NOT ALLOW SUCH EXCLUSIONS OR LIMITATIONS.
To the maximum extent permitted by applicable law, neither MGS or its affiliates, or their affiliates, nor any of MGS’s service providers, shall be liable in any way for loss or damage of any kind resulting from the use or inability to use the Exile to Death or otherwise in connection with this Agreement, including but not limited to loss of goodwill, work stoppage, computer failure, or malfunction, or any and all other commercial damages or losses. In no event will MGS, MGS’s affiliates, nor its or their affiliates, nor any of MGS’s service providers be liable for any loss of profits or any indirect, incidental, consequential, special, punitive, or exemplary damages, or any other damages arising out of or in connection with this Agreement or the Exile to Death, or the delay or inability to use or lack of functionality of the Exile to Death, even in the event of MGS’s, MGS’s affiliates, fault, tort (including negligence), strict liability, indemnity, product liability, breach of contract, breach of warranty, or otherwise and even if MGS, MGS’s affiliates, have been advised of the possibility of such damages. These limitations and exclusions regarding damages apply even if any remedy fails to provide adequate compensation.
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of MGS, MGS’s affiliates, MGS’s licensors, its and their affiliates, and any of MGS’s or MGS’s service providers shall be limited to the full extent permitted by law.
THE GAME IS NOT READY FOR COMMERCIAL RELEASE AND MAY CONTAIN BUGS, ERRORS AND DEFECTS. ACCORDINGLY, THE GAME IS PROVIDED “AS IS,” WITH ALL FAULTS, DEFECTS AND ERRORS, AND WITHOUT WARRANTY OF ANY KIND.
MGS DISCLAIMS ALL WARRANTIES (EXPRESS, IMPLIED, ARISING BY LAW OR OTHERWISE) REGARDING THE GAME AND ITS PERFORMANCE OR SUITABILITY FOR YOUR INTENDED USE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.
11. TERMINATION
MGS may terminate this Agreement at any time, with or without cause, immediately upon notice to you. MGS may also suspend or discontinue the Early Access at any time, in which case this Agreement shall terminate automatically without notice.
You may terminate this Agreement by ceasing use of the Software and Service, cancelling any account you may have with us to use the Service (if any), and permanently deleting all copies of the Software in your possession or control.
All other Sections of this Agreement will survive such termination.
12. GOVERNING LAW AND JURISDICTION
This Agreement is governed by the laws of Russian Federation. You irrevocably consent to jurisdiction of the courts located in Russian Federation with respect to any proceeding regarding this Agreement or the Game. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
13. GENERAL
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, the remainder of this Agreement will remain in full force and effect. This Agreement shall be written and executed in, and all other communications under or in connection with this Agreement shall be in, the English language. Any translation into any other language will not be an official version of this Agreement or any other communication, and in the event of any conflict in interpretation between the English version and any translation, the English version will control.
MGS may assign this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this Agreement without MGS’s prior written consent.