IoPixel S.A.S End User Agreement

 

Last edited: JUNE 1st 2015

LIMITED SOFTWARE WARRANTY AND LICENSE AGREEMENT FOR END USERS. YOUR USE OF THE SOFTWARE IS SUBJECT TO THIS LIMITED SOFTWARE WARRANTY AND LICENSE AGREEMENT FOR END USERS AND THE TERMS SET FORTH BELOW (“AGREEMENT”).For purposes of this Agreement “Software” means all software programs made available by IoPixel Entertainment Ltd and its affiliates (“IoPixel”) including, but not limited to mobile games, downloadable/installable games for personal computer and games and services accessed by means of a browser or other online communication method. Software includes also accompanying manual(s), packaging and other written, files, electronic or on-line materials or documentation, and any and all copies of such software and its materials.BY OPENING THE SOFTWARE, INSTALLING, USING OR ACCESSING THE SOFTWARE AND ANY OTHER MATERIALS INCLUDED WITH THE SOFTWARE, YOU HEREBY ACCEPT THE TERMS OF THIS AGREEMENT.

1 1. LICENSE

LICENSE. Subject to this Agreement and its terms and conditions, IoPixel hereby grants you the non-exclusive, non-transferable, non-sublicensable, limited right and license to use one copy of the Software for your personal non-commercial use for gameplay on a single computer or gaming unit, unless otherwise specified in the Software documentation. Your acquired rights are subject to your compliance with this Agreement. The term of your license under this Agreement shall commence on the date that you install or otherwise use the Software and ends on the earlier date of either your disposal of the Software or IoPixel’s termination of this Agreement. Your license terminates immediately if you attempt to circumvent any technical protection measures used in connection with the Software. The Software is being licensed to you and you hereby acknowledge that no title or ownership in the Software is being transferred or assigned and this Agreement should not be construed as a sale of any rights in the Software. All rights not specifically granted under this Agreement are reserved by IoPixel and its licensors.OWNERSHIP. IoPixel retains all right, title and interest to the Software, including, but not limited to, all copyrights, trademarks, trade secrets, trade names, proprietary rights, patents, titles, computer codes, audiovisual effects, themes, characters, character names, stories, dialog, settings, artwork, sound effects, musical works, and moral rights whether registered or not and all applications thereof. The Software is protected by applicable laws and treaties throughout the world. Unless expressly authorized by mandatory legislation, the Software may not be copied, reproduced or distributed in any manner or medium, in whole or in part, without prior written consent from IoPixel. All rights not expressly granted to you herein are reserved by IoPixel.

2 2. LICENSE CONDITIONS.

You agree not to: (i) commercially exploit the Software; (ii) distribute, lease, license, sell, rent, lend, convey or otherwise transfer or assign the Software, any passwords or usernames or any copies of the Software, without the express prior written consent of IoPixel or as set forth in this Agreement; (iii) make a copy of the Software or any part thereof (other than as set forth herein); (iv) make a copy of the Software publicly available or available on a network for use or download by multiple users; (v) except as otherwise specifically provided by the Software or this Agreement, use or install the Software (or permit others to do same) on a network, for on-line use, or on more than one computer or gaming unit at the same time; (vi) use or copy the Software at a computer gaming center or any other location-based site; provided, that IoPixel may offer you a separate site license agreement to make the Software available for commercial use; (vii) reverse engineer, decompile, disassemble, translate, prepare derivative works based on or otherwise modify the Software, in whole or in part; (viii) remove, obscure or modify any copyright, trademark or other proprietary rights notices, marks or labels contained on or within the Software, falsify or delete any author attributions, legal notices or other labels of the origin or source of the material; (ix) misrepresent the source of ownership of the Software; (x) transport, export or re-export (directly or indirectly) into any country forbidden to receive such Software by any U.S. or other export laws or accompanying regulations or otherwise violate such laws or regulations, that may be amended from time to time; or (xi) scrape, build databases or otherwise create permanent copies of content returned from the Software.However, with regards to installable Software that was delivered on a physical storage medium, you may transfer the entire Software and accompanying documentation on a permanent basis to another person as long as you retain no copies (including archival or backup copies) of the Software, accompanying documentation, or any portion or component of the Software accompanying documentation, and the recipient agrees to the terms of this Agreement. The Software is intended for private use only.The Software may include measures to control access to the Software, prevent unauthorized copies, or otherwise attempt to prevent anyone from exceeding the limited rights and licenses granted under this Agreement. Only Software subject to a valid license can be used to access online services, and download updates and patches. You may not interfere with such access control measures or attempt to disable or circumvent such security features. If you disable or otherwise tamper with the technical protection measures, the Software will not function properly.The Software may allow you to create content, including but not limited to gameplay maps, screenshots or a video of your game play. In exchange for use of the Software, and to the extent that your contributions through use of the Software give rise to any copyright, you hereby grant IoPixel an exclusive, perpetual, irrevocable, fully transferable and sub-licensable worldwide right and license to use your contributions in any way and for any purpose including, but not limited to the rights to reproduce, copy, adapt, modify, perform, display, publish, broadcast, transmit, or otherwise communicate to the public by any means whether now known or unknown and distribute your contributions without any further notice or compensation to you of any kind for the whole duration of protection granted to intellectual property rights by applicable laws and international conventions. If not expressly prohibited by mandatory legislation, you hereby waive any moral rights of paternity, publication, reputation, or attribution with respect to IoPixel’s and other players’ use and enjoyment of such assets in connection with the Software and related goods and services under applicable law. This license grant to IoPixel, and the above waiver of any applicable moral rights, survives any termination of this License.The Software may require an internet connection to access the Software or its internet-based features, authenticate the Software, or perform other functions. In order for certain features of the Software to operate properly, you may be required to have and maintain (a) an adequate internet connection and/or (b) a valid and active account with an online service as set forth in the Software documentation. If you do not maintain such accounts, then the Software or certain features of the Software may not operate or may cease to function properly, either in whole or in part.

3 3. INFORMATION COLLECTION & USAGE.

By installing, accessing or using the Software, you consent to these information collection and usage terms, including (where applicable) the transfer of data into a country outside of the European Union and/or the European Economic Area or the United States.IoPixel respects your privacy rights and recognizes the importance of protecting any information collected about you. IoPixel’s privacy policy available at www.IoPixel.com (“Privacy Policy”) is applicable to this Agreement and it defines how, why and to which extent IoPixel collects and uses personal and non-personal information in relation to IoPixel’s products and services.

4 4. WARRANTY

IoPixel warrants to you (if you are the initial and original purchaser of the Software) that, to the extent the Software is made available to you on a physical storage medium, the original storage medium holding the Software is free from defects in material and workmanship under normal use and service for 30 days from the date of purchase. IoPixel does not warrant against interference with your enjoyment of the Software; that the Software will meet your requirements; that operation of the Software will be uninterrupted or error-free, or that the Software will be compatible with third party software or hardware or that any errors in the Software will be corrected. No oral or written advice provided by IoPixel or any authorized representative shall create a warranty. Because some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, some or all of the above exclusions and limitations may not apply to you.To the extent the Software is made available to you on a physical storage medium, if for any reason you find a defect in the physical storage medium during the warranty period, IoPixel agrees to replace, free of charge, any physical storage medium and related Software discovered to be defective within the warranty period as long as the Software is currently being manufactured by IoPixel. If the Software is no longer available, IoPixel retains the right to substitute a similar piece of Software of equal or greater value. This warranty is limited to the physical storage medium and the Software as originally provided by IoPixel and is not applicable to normal wear and tear. This warranty shall not be applicable and shall be void if the defect has arisen through abuse, mistreatment, or neglect. Any implied warranties prescribed by statute are expressly limited to the 30-day period described above.Except as set forth above, this warranty is in lieu of all other warranties, whether oral or written, express or implied, including any other warranty of merchantability, fitness for a particular purpose or non-infringement, and no other representations or warranties of any kind shall be binding on IoPixel.When returning the Software subject to the limited warranty above, please send the original Software only to the IoPixel address specified below and include: your name and return address; a photocopy of your dated sales receipt; and a brief note describing the defect and the system on which you are running the Software.IN NO EVENT WILL IoPixel BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM POSSESSION, ACCESS, USE OR MALFUNCTION OF THE SOFTWARE, INCLUDING BUT NOT LIMITED TO, DAMAGES TO PROPERTY, LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION AND, TO THE EXTENT PERMITTED BY LAW, DAMAGES FOR PERSONAL INJURIES, PROPERTY DAMAGE, LOST PROFITS OR PUNITIVE DAMAGES FROM ANY CAUSES OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE, WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY OR OTHERWISE AND WHETHER OR NOT IoPixel HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL IoPixel’S LIABILITY FOR ALL DAMAGES (EXCEPT AS REQUIRED BY APPLICABLE LAW) EXCEED THE ACTUAL PRICE PAID BY YOU FOR USE OF THE SOFTWARE.BECAUSE SOME STATES/COUNTRIES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS AND/OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATIONS AND/OR EXCLUSION OR LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. THIS WARRANTY SHALL NOT BE APPLICABLE SOLELY TO THE EXTENT THAT ANY SPECIFIC PROVISION OF THIS WARRANTY IS PROHIBITED BY ANY FEDERAL, STATE, OR MUNICIPAL LAW, WHICH CANNOT BE PRE-EMPTED. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.TERMINATION: This Agreement will terminate automatically if you fail to comply with its terms and conditions. In such event, you must destroy all copies of the Software and all of its component parts. With regards to Software delivered on a physical storage medium you can end this Agreement by destroying the Software and all copies and reproductions of the Software and deleting and permanently purging the Software from any client server or computer on which it has been installed.EQUITABLE REMEDIES: You hereby agree that if the terms of this Agreement are not specifically enforced, IoPixel will be irreparably damaged, and therefore you agree that IoPixel shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to your breach of any of the terms of this Agreement, in addition to any other available remedies.INDEMNITY: You agree to indemnify, defend and hold IoPixel, its partners, affiliates, contractors, officers, directors, employees and agents harmless from and against any and all damages, losses and expenses arising directly or indirectly from your acts and omissions to act in using the Software pursuant to the terms of the Agreement.MISCELLANEOUS: This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. It may be amended only by a written document executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable and the remaining provisions of this Agreement shall not be affected.GOVERNING LAW. This Agreement will be governed by the laws of Finland. The United Nations Convention for the International Sale of Goods shall not apply. Any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or validity thereof shall be finally settled at IoPixel’s discretion (i) at your domicile’s competent courts; or (ii) by arbitration in accordance with the Arbitration Rules of International Chamber of Commerce. The arbitration shall be conducted in Helsinki, Finland, in the English language. The award shall be final and binding on the parties.IF YOU HAVE ANY QUESTIONS CONCERNING THIS LICENSE, YOU MAY CONTACT contact@iopixel.com.