YOU SHOULD READ THE FOLLOWING END USER LICENSE AGREEMENT ("IndieCity GAME/APP EULA") CAREFULLY. THIS INDIECITY GAME/APP EULA APPLIES TO ANY PRODUCT YOU DOWNLOAD, INSTALL OR USE THROUGH INDIECITY AND ANY ONLINE SERVICES MADE AVAILABLE THROUGH ANY SUCH PRODUCT, EXCEPT WHERE OTHER TERMS ARE EXPRESSLY STATED TO APPLY. IF YOU DO NOT AGREE WITH THE TERMS OF THIS INDIECITY GAME/APP EULA, YOU SHOULD NOT USE, PURCHASE, DOWNLOAD OR INSTALL ANY PRODUCT NOR USE THE RELATED ONLINE SERVICES.
INDIECITY IS AN ONLINE MARKETPLACE & SERVICE PROVIDER FOR INDIE GAME DEVELOPERS. INDIECITY HAS NOT REVIEWED ANY OF THE PRODUCTS ON INDIECITY AND HAS NO RESPONSIBILITY TO REVIEW THE CONTENT OF ANY PRODUCTS. ALL PRODUCTS ARE MADE AVAILABLE ON THE BASIS THAT INDIECITY IS NOT REQUIRED TO AND DOES NOT REVIEW OR EXERCISE ANY CONTROL OR JUDGEMENT OVER THEM, THEIR CONTENT NOR THEIR FUNCTIONALITY.
PRODUCTS MADE AVAILABLE ON INDIECITY ARE LICENSED TO YOU ON THE BASIS OF THIS LICENCE. THE PRODUCTS ARE NOT SOLD TO YOU. THE PERSON OR ENTITY MAKING A PRODUCT AVAILABLE REMAINS THE OWNER OF THE PRODUCT AT ALL TIMES.
- 1.1. "App(s)" means the standalone games and applications which are or may be purchased and / or downloaded using the Service;
- 1.2. "Demo(s)" means the trial version(s) of the App(s) which are or may be downloaded using the Service;
- 1.3. "DLC" means any additional digital content that can be connected to the App(s) which are or may be purchased and / or downloaded using the Service;
- 1.4. "Merchandise" means any other digital good that may be purchased and / or downloaded using the Service;
- 1.5. "Executable(s)" means any combination of Game(s), Demo(s) and DLC components; and
- 1.6. "Product(s)" means Game(s), Demo(s), DLC and Merchandise that IndieCity may choose to make available on the Service;
2. Limited Use License.
- 2.1. All Products are copyright works owned or licensed to you by the developer identified on IndieCity ("Licensor"). IndieCity does provide the Products.
- 2.2. On purchasing a Product through IndieCity, Licensor grants you (and you accept) a limited, non-exclusive license and right to install and use the Product for your personal, non-commercial use subject to the terms of this IndieCity Game/App EULA.
- 2.3. Any use, reproduction or redistribution of the Product not in accordance with the terms of this IndieCity Game/App EULA is expressly prohibited.
3. End User Obligations.
- 3.1. You may use the Product for your own personal non-commercial use as described in this IndieCity Game/App EULA but you are not entitled to and must not):
- 3.1.1. sell, distribute or otherwise transfer copies of the Product to other parties in any way, except via the Download Client in accordance with clause 4;
- 3.1.2. in whole or in part reproduce, translate, reverse engineer, derive source code from, modify, adapt, merge, translate, disassemble, decompile, or create derivative works based on or of the Product, except where applicable law provides otherwise in which case the product and all end results of such acts shall belong to, vest in and be the exclusive property of Licensor on creation;
- 3.1.3. remove, disable or circumvent any proprietary notices, labels or copy protection software contained on or within the Product;
- 3.1.4. exploit the Product or any of its parts for any commercial purpose including, but not limited to, use at a cyber or internet cafe or any other location-based site;
- 3.1.5. use the Product for any illegal or unlawful purposes; or
- 3.1.6. otherwise use, copy, transfer, distribute, rent, lease, loan, sub-license or deal in the Product or any part or interest in it except as expressly provided by this IndieCity Game/App EULA or in any manner which is inconsistent with this IndieCity Game/App EULA.
- 3.2. You must back-up to another secure location, on a regular basis, any data files concerning your use of the Product as Licensor and IndieCity have no liability for lost or corrupted data.
- 3.3. The Product is licensed to you as a single product. Its component parts may not be separated for use on more than one computer.
- 3.4. Licensor may in its sole discretion offer additional licences to permit you to make the Product available for commercial or network use such as cyber or Internet cafes (contact Licensor for details).
4. IndieCity Download Client: Peer-to-peer distribution.
- 4.1. If you agree to the peer-to-peer program you may make the Products available via the Download Client to other IndieCity members in accordance with the Download Client's functionality
- 5.1. The Product is licensed, not sold. This IndieCity Game/App EULA gives you no ownership in the Product. All right, title, interest and ownership rights in the Product and any copyright, design right, database right, patents and any rights to inventions, know-how, trade and business names, trade secrets and trade marks (whether registered or unregistered) and any applications therefor and other intellectual property rights ("Intellectual Property Rights"), in or connected with the Product and each part thereof are owned by, belong to and vest in Licensor or its licensors.
- 5.2. The Product is protected by copyright law, international copyright treaties and conventions and other laws. All rights are asserted and reserved.
- 5.3. The Product may contain licensed materials and licensors may act to protect their rights in the event of any breach of this IndieCity Game/App EULA. All trade marks are the property of their respective owners.
- 6.1. You may terminate this IndieCity Game/App EULA at any time by deleting and removing the Product from your personal computer and destroying your copy of the Product in your possession. This IndieCity Game/App EULA will terminate automatically (but without prejudice to any accrued rights of IndieCity or Licensor) if you fail to abide by any of its terms and conditions. IndieCity and / or Licensor may additionally, at its discretion, give you notice of termination of this IndieCity Game/App EULA in the event that it becomes aware that you are failing to comply with the terms and conditions of it. In that event, you must immediately destroy and erase the Product and all and any copies in your possession or control and stored on any media whatsoever and on request certify that you have done so.
- 7.1. The Product may not be re-exported, downloaded or otherwise exported into (or to a national or resident of) any country to which this country has an embargo in force.
8. Product Online Services.
- 8.1. Where Licensor provides and maintains online functionality, online network play connectivity and interactivity and other online features relating to the Product ("Product Online Services") it does so subject to the terms and conditions of this IndieCity Game/App EULA and such other terms and conditions as it makes available to you and you accept prior to using such Product Online Services.
- 8.2. IndieCity has no access to, or responsibility or liability for any Product Online Services, which are the responsibility of Licensor.
- 8.3. If you have any other concerns over any Product Online Services please contact IndieCity.
9. Privacy and Data Policy.
- 9.1. Licensor may ask you for certain information and you may submit personal data through the Product Online Services. IndieCity has no access to, or responsibility or liability for such information and data, all of which is the responsibility of Licensor.
- 9.2. If you have any other concerns over privacy please contact Licensor.
- 9.3. YOU WILL NEVER BE REQUIRED TO DISCLOSE YOUR INDIECITY PASSWORD AND YOU SHOULD NEVER DO SO.
10. Limited Warranty.
- 10.1. For Products other than those identified by the Licensor as "In-Progress", the Licensor warrants in respect of the Products that for a period of 30 days from the date of the initial download of the Product that it shall function substantially in accordance with the description given to it on the IndieCity web site by the Licensor. In the event that a Product does not or ceases to function substantially in accordance with the description given to it by the Licensor, during that time period and upon presentation of proof of purchase of the defective Product, Licensor will use all reasonable efforts at its option; 1) correct any defect, 2) provide you with a product of equal value, or 3) refund your money.
- 10.2. Products that have their status set as In-Progress may be in varying states of stability and reliability. Therefore no warranty applies to Products provided as In-Progress, which are provided on an ‘as-is' basis and in respect of which all implied warranties are excluded insofar as permissible by law. In-Progress Products are downloaded and used by you entirely at your own risk.
11. Limitation of Liability.
- 11.1. EXCEPT AS SPECIFICALLY PROVIDED IN THIS INDIECITY GAME/APP EULA AND TO THE MAXIMUM EXTENT PERMITTED BY LAW:
- 11.1.1. THE FOREGOING WARRANTY SET OUT ABOVE DEFINES IN FULL THE EXTENT OF LICENSOR'S AND INDIECITY'S LIABILITY, WARRANTIES AND YOUR REMEDIES IN RESPECT OF ANY PRODUCT;
- 11.1.2. INDIECITY GIVES NO WARRANTY AND HAS NO LIABILITY IN RESPECT OF THE PRODUCT OR ANY APPLICABLE ONLINE SERVICES WHICH ARE PURCHASED FROM THE LICENSOR WITH INDIECITY ACTING ONLY AS ITS AGENT;
- 11.1.3. LICENSOR'S LIABILITY FOR DIRECT LOSS AND DAMAGE WILL BE LIMITED AS DESCRIBED ABOVE;
- 11.1.4. INDIECITY AND LICENSOR EXCLUDE ANY AND ALL LIABILITY FOR ALL REPRESENTATIONS (EXCEPT THOSE MADE FRAUDULENTLY), WARRANTIES, CONDITIONS AND OTHER TERMS WHICH BUT FOR THIS NOTICE WOULD HAVE EFFECT;
- 11.1.5. LICENSOR AND INDIECITY DO NOT WARRANT THAT THE OPERATION OF THIS SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE OR THAT ERRORS CAN BE CORRECTED;
- 11.1.6. INDIECITY AND LICENSOR WILL NOT IN ANY EVENT BE LIABLE IN ANY WAY FOR ANY CONSEQUENTIAL LOSS OR DAMAGE OR LOSS OF PROFITS RESULTING FROM THE USE OF OR INABILITY TO USE THE PRODUCT, ERRORS OR DEFICIENCIES IN IT, DAMAGE TO PROPERTY, LOST DATA, LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION, LOSS OF BUSINESS, LOSS OF INFORMATION OR LOST PROFIT, WHETHER CAUSED BY NEGLIGENCE OR OTHERWISE, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS;
- 11.1.7. INDIECITY, LICENSOR AND ITS LICENSORS WILL NOT BE HELD LIABLE FOR ANY DAMAGE, INJURY OR LOSS IF CAUSED AS A RESULT OF YOUR NEGLIGENCE, ACCIDENT OR MISUSE, OR IF THE PRODUCT HAS BEEN MODIFIED IN ANY MANNER (NOT BY LICENSOR OR ITS LICENSORS) AFTER IT HAS BEEN BOUGHT. THE LIABILITY OF LICENSOR AND ITS LICENSORS SHALL NOT EXCEED THE ACTUAL PRICE PAID FOR THE PRODUCT.
- 11.2. THIS INDIECITY GAME/APP EULA SHALL NOT LIMIT ANY RIGHTS YOU MIGHT HAVE AS A CONSUMER THAT MAY NOT BE EXCLUDED UNDER APPLICABLE LAW NOR SHALL IT EXCLUDE OR LIMIT ANY LIABILITY FOR FRAUD OR DEATH OR PERSONAL INJURY ARISING CAUSED BY LICENSOR'S NEGLIGENCE.
12. Liability, Indemnity and Remedies.
- 12.1. You agree to indemnify, defend and hold IndieCity, Licensor and its licensors, partners, affiliates, contractors, officers, directors, employees and agents harmless from any claims, costs and expenses (including legal expenses) arising directly or indirectly from your misuse of the Product or use otherwise than in accordance with the terms of this IndieCity Game/App EULA.
- 12.2. You further agree that Licensor would be irreparably damaged if the terms of this IndieCity Game/App EULA were not specifically enforced, and therefore you agree that Licensor shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this IndieCity Game/App EULA, in addition to such other remedies as Licensor may otherwise have available to it under applicable laws.
- 12.3. Licensor's licensors shall be third-party beneficiaries under this IndieCity Game/App EULA and shall have the express right to enforce its provisions and to enjoy the benefits of its protections.
- 13.1. In the event that any provision of this IndieCity Game/App EULA shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provision will be enforced to the maximum extent permissible and the remaining portions of this IndieCity Game/App EULA shall remain in full force and effect.
14. Applicable Law.
- 14.1. To the maximum extent permitted by the local law applicable in the country in which you obtain or use it, the Product, designated Online Services and this IndieCity Game/App EULA are subject to English Law. In the event that English Law cannot apply in the country you obtained or use the Product local law will apply. The Product and Product Online Services are intended for use and may only be used in countries where all such use is lawful.
© 2012-2013 IndieCity Limited. All rights reserved.
IndieCity and related logos are trade marks of IndieCity Limited.
All other trade marks and registered trade marks are the properties of their respective owners.