Magic Design Studios
SOFTWARE TERMS OF SERVICE
Date of Last Update: January the 1st, 2019
This Terms of Service Agreement (“Agreement”) is a contract between you and Magic Design Studios., Ltd. (“PW,” “we” or “us”) for all software provided by PW in connection with the Games and the Service (both as defined below) together with all updates, patches, supplements and replacements provided by PW and all applicable documentation (collectively the “Software”).
PLEASE READ THIS AGREEMENT CAREFULLY. IT CONTAINS IMPORTANT TERMS THAT AFFECT YOU AND YOUR USE OF THE SOFTWARE. BY CLICKING “I ACCEPT” OR BY INSTALLING, COPYING OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS AND THE TERMS OF SERVICE, DO NOT INSTALL, COPY, OR USE THE SOFTWARE. PW MAY AMEND OR MODIFY THIS AGREEMENT (AND ANY OTHER RELATED AGREEMENTS OR TERMS) AT ANY TIME IN OUR SOLE DISCRETION. AMENDMENTS AND MODIFICATIONS WILL BE EFFECTIVE IMMEDIATELY AFTER MAKING THEM AVAILABLE WITHIN THE APP OR OTHERWISE PROVIDING YOU A COPY THEREOF, AND YOU WAIVE ANY RIGHT YOU MAY HAVE TO RECEIVE SPECIFIC NOTICE OF SUCH CHANGES OR MODIFICATIONS. WE WILL INDICATE AT THE TOP OF THIS AGREEMENT THE DATE IT WAS LAST UPDATED. YOU AGREE TO AND ARE RESPONSIBLE FOR CHECKING THIS AGREEMENT AND THE TERMS OF SERVICE PERIODICALLY SO YOU WILL BE FAMILIAR WITH THEIR CONTENTS, AS THEY MAY BE AMENDED OR MODIFIED FROM TIME TO TIME. BY CONTINUING TO USE THE SOFTWARE, YOU ARE SIGNIFYING YOUR ACCEPTANCE OF ANY REVISED OR UPDATED TERMS. IF YOU DO NOT AGREE TO THE AMENDED TERMS, YOU MUST STOP USING THE SOFTWARE.
1. Software License. Subject to the terms of this Agreement, we grant you a nonexclusive, non-transferable license to install and use the Software, in object code form only, on one or more personal mobile devices under your control solely to access and use the Service for your own personal, noncommercial entertainment use. Any PW software that updates, supplements or replaces the original Software is governed by this Agreement and is included within the definition of the term Software unless separate license terms accompany such update, supplement or replacement, in which case such separate terms will govern in the event of a conflict with this Agreement or as otherwise provided in such separate terms. As used herein, the term “Service” means collectively the applications developed, operated, provided by PW, (“Games”), and all features, functions, software and services offered by PW.
2. License Limitations. The preceding states the entirety of your rights with respect to the Software, and we reserve all rights not expressly granted to you in this Agreement. Without limiting the foregoing, you will not do, or authorize or permit any third party to do, any of the following: (a) distribute, license, rent, lease, sell or transfer the Software; (b) use the Software for any commercial or business purposes or otherwise for any purpose other than your own personal entertainment use; (c) reverse engineer, decompile, disassemble or attempt to discover the source code for the Software; (d) modify, alter or create any derivative works of the Software; (e) remove, alter or obscure any copyright, trademark or other proprietary rights
notice on or in the Software or any other material given to you by PW, (f) use any third party software to modify the Software or the Service or to change game play; (g) redirect, intercept or emulate any communication protocols used by PW as part of the Service by any means, including but not limited to protocol emulation, reverse engineering, packet sniffing, or modifying or adding components to the Software; (h) provide, host, facilitate, link to or use any private servers, emulators, “matchmaking” services or other means by which the Games may be played outside of the Service; or (i) create, use or maintain any unauthorized connections to the Software or the Service. All such connections may only be made through methods and means expressly approved by PW. You may not distribute or provide to any third party, post on any website, and/or publicly perform or publicly display any part of the Games, Software or the Service, or any Confidential Information.
(a) The Software is the valuable property of PW and its licensors and is protected by copyright and other intellectual property laws and treaties. We and our licensors own all rights, title and interest in and to the Software, including all copyright and other intellectual property rights in the Software. The Software and documentation are provided to you solely in accordance with this Agreement and are licensed, not sold. This Agreement and the license rights provided to you hereunder are not a sale and do not transfer to you any title or ownership interest in or to the Software, Games or Service or any Intellectual Property Rights therein (defined below).
(b) “Intellectual Property Rights” means and includes, without limitation, copyrights, patents, trademarks, moral rights, and trade secrets, all other intellectual property rights and intangible legal rights or interests recognized in any country or jurisdiction in the world, and including without limitation: (a) any concept, computer program, content, customer data, customer information, customer list, data, design, development, discovery, documentation, drawing, improvement, information, list, manual, mask work, material, model, note, object code, plan, procedure, Software, prototype, report, schematic, software, source code, and specification, (b) works, works of authorship, and moral rights, including without limitation, any right to claim authorship of a work, any right to object to any distortion or other modification of a work, and any similar right, existing under the law of any country in the world, or under any treaty, (c) inventions, invention disclosures, know how, letters patent, means, methods, patents, provisional patent applications, provisional patents, techniques, and all foreign counterparts and foreign equivalents of same, and any and all divisions, continuations, continuations-in-part, revisions, renewals, reissues, extensions, and like of the foregoing, (d) service marks, trademarks, trade dress, and trade names, (e) trade secrets, with such term “trade secrets” being given the broadest possible definition, interpretation or meaning, and (f) any other similar rights, in each case, existing under the law of any country in the world, or under any treaty, all on a worldwide basis.
(c) You hereby agree to assign, and do hereby assign to PW all right, title, and interest in and to any and all feedback, suggestions for game improvement, materials, and information on the results of tests and evaluations of the Software, Games or Service (including, without limitation, questions, comments, suggestions, or the like) regarding the performance, features, gameplay and functionality of the Software, Games or Service and any all inventions regarding an improvement of or other change or addition to the Software, Games or Service formulated or produced, in whole or in part, as a result of your feedback or what you have created or made
(collectively “Feedback”), and all Intellectual Property Rights embodied therein, or resulting from, such Feedback and inventions. You agree that PW will be and is hereby the sole and exclusive the owner of such Feedback and inventions including all Intellectual Property Rights embodied therein, or resulting from such Feedback and inventions; you hereby agree to cooperate with PW in connection with the protection thereof and shall execute such documents (such as further deeds of transfer and assignment), if any, as needed by PW to perfect its rights hereunder. All rights, title, and interest in and to the Software, Games and Service remains the property of PW (and/or its licensors or assigns), and is protected by trade secret, trademark, copyright, patent, and/or other laws protecting Intellectual Property Rights. Upon PW's request during the period of this Agreement and upon termination of this Agreement, you agree to hand over to PW all copies of the Feedback and all copies of documents or other media in any form, written or electronic, that contain Confidential Information (as defined in the Terms of Service), whether created by you or provided to you by PW.
(d) You agree that all Feedback may be used by PW to improve or enhance the Software, Games, and Service and its Softwares and, accordingly, to the extent the foregoing assignments do not transfer any ownership interest in or to the Feedback and the results thereof to PW, you hereby grant to PW an exclusive, perpetual, irrevocable, fully sublicensable, transferable, royalty free, worldwide right and license to copy, reproduce, modify, create derivative works of, publicly perform, publicly display, distribute, market, offer for sale, sell, have sold, import, have imported, make, have made, use, have used, and commercially exploit the Feedback and all of the information and contents of any and all such Feedback without restriction. PW may, at its option and in its sole discretion, correct software errors or bugs confirmed by PW to exist in the Software, Games and Service without any requirement of payment of any fee or royalty to you.
(a) You may have to pay fees to us or applicable third parties to access and acquire certain game items or participate in game activities, and to purchase in game points or coins or the equivalent (“Virtual Currency”) for the purchase of in-game items or activities. After the purchase you will have the right to use Virtual Currency and be able to use it in the way as is stipulated.
(b) VIRTUAL CURRENCY HAVE NO MONETARY VALUE AND CANNOT BE REDEEMED FOR CASH. VIRTUAL CURRENCY AND THE RIGHT TO USE APPLICABLE VIRTUAL CURRENCY ARE NONTRANSFERABLE, IN WHOLE OR PART. THE RIGHT TO USE VIRTUAL CURRENCY IS AN INTEGRAL PART OF THE USE OF THE GAME.
(c) We may, from time to time, modify, amend, or supplement our fees, billing methods and terms applicable to Virtual Currency or to any purchases, and post those changes in these Terms, in separate sale terms and conditions or in other terms or agreements posted on the applicable website or as part of a Software or otherwise provided to you by us. Such modifications, amendments, supplements or terms shall be effective immediately upon posting and shall be incorporated by reference into these Terms. If any change is unacceptable to you, you may terminate your Account at any time.
(d) In addition to these Terms, your purchase of the Virtual Currency will also be subject to the terms and conditions of the applicable platforms and third parties on and through which you make the purchase. Any dispute between you and such third parties shall be resolved by you
and such third parties directly, and we have no liability with respect to your purchase not directly from us and any dispute arising therefrom.
5. Disclaimers and Consents.
(a) THE SOFTWARE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. PW AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE OR SUITABILITY FOR YOUR INTENDED USE, TITLE AND NON-INFRINGEMENT AS TO THE SOFTWARE, INCLUDING ALL INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN. WITHOUT LIMITING THE FOREGOING, PW DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE IS ACCURATE, COMPLETE, RELIABLE, AVAILABLE, CURRENT OR ERROR-FREE. PW ALSO DOES NOT REPRESENT OR WARRANT THAT THE GAMES, THE SERVICE OR ITS SERVERS ARE FREE OF VIRUSES, BUGS, ERRORS OR OTHER HARMFUL COMPONENTS OR DEFECTS, TRANSMIT DATA IN A SECURE MANNER, OR FUNCTION PROPERLY WITH THE SERVICE.
(b) PW AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE SOFTWARE, GAMES, OR SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SOFTWARE, GAMES, OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (iii) ANY ERRORS IN THE SOFTWARE, GAMES, OR SERVICE WILL BE CORRECTED.
(c) WHILE PW ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SOFTWARE, GAMES, OR SERVICE SAFE, PW CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE, GAMES, OR SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SOFTWARE, GAMES, OR SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
(d) PW SHALL HAVE NO LIABILITY OF ANY KIND FOR THE USE OF OR INABILITY TO USE THE SOFTWARE, GAMES, OR SERVICE INCLUDING WITHOUT LIMITATION ANY LOSS OF DATA. SOME STATES AND COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATION ON IMPLIED WARRANTIES MAY NOT APPLY TO YOU.
(e) A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A MOBILE DEVICE SCREEN OR WHILE USING THE SOFTWARE, GAMES, OR THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE. IMMEDIATELY DISCONTINUE USE OF THE SOFTWARE, GAMES, OR SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
(f) REFERENCE TO ANY SOFTWARES, SERVICES, PROCESSES OR OTHER INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER OR OTHERWISE DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION THEREOF, OR ANY AFFILIATION THEREWITH, BY PW.
(g) You understand and agree that PW may update, enhance or otherwise modify in any manner the Games, the Software and/or the Service at any time without notice.
(h) When we update or “patch” the Software, we may utilize a patch routine to verify whether the most recent version of the Game is installed on your mobile device. If not, the most recent version may automatically be uploaded to and installed on your mobile device, modifying or replacing any prior version of the Software that may be installed on your mobile device, and you hereby consent to, and waive any further notice of, such upload and installation. However, you understand that we have no obligation to furnish any updates or patches to you pursuant to this Agreement. If You disable the “update” function from setting of your mobile device, or if you disconnect the internet, the Software will not be able to be updated or installed on your mobile device.
(i) You are solely responsible for, and shall supply, all needed facilities and supplies, such as appropriate mobile devices equipment and Internet connections, all at your own expense.
(j) You understand and agree that when you communicate with other players or utilize any interactive features available through the Apple App Store or Google Play market, such as instant messaging, forums or chat rooms, such communications and postings are transmitted through such third-parties’ servers, and may be accessed by PW, and we may, but are not obligated to, monitor all such communications and postings, including those that are designated as “private.” To the extent permitted by applicable law, you acknowledge that you have no expectation of privacy with respect to any such communications or postings, and you expressly consent to the monitoring and information collection described in this Section.
(k) You understand and agree that when you run our Software we can and may access, collect, monitor and/or remotely store one or more “device identifiers,” such as a universally unique identifier (“UUID”). Device identifiers are small data files or similar data structures stored on or associated with your mobile device, which uniquely identify your mobile device. A device identifier may be data stored in connection with the device hardware, data stored in connection with the device's operating system or other software, or data sent to the device by us. A device identifier may convey information to us about how you browse and use the Service. A device identifier may remain persistently on your device, to help you log in faster and enhance your navigation through the Service. Some features of the Service may not function properly if use or availability of device identifiers is impaired or disabled.
(l) You understand and agree that when you run our Software we can and may access, collect, monitor and/or remotely store one or more “user identifiers.” User identifiers are small data files or similar data structure assigned to a user, that will be used to enable you to continue in-game progress, use games across multiple platforms and help associate your identity across multiple platforms. A user identifier may convey information to us about how you browse and use the Service. A user identifier may remain persistently on your device, to help you log in faster and enhance your navigation through the Service. Some features of the Service may not function properly if use or availability of user identifiers is impaired or disabled.”
(m) When you run our Software by or through a mobile device, we may access, collect, monitor and/or remotely store IP address. IP address may convey to us information about from where you download the Software or receive the Service.
(n) When you run our Software by or through a mobile device, information may also be collected and processed in the following manner:
(i) PW may collect aggregate statistics regarding game play, provided by the Apple App Store and Google Play marketplace, which does not include personal data of individual users, for the purpose of improving the Software;
(o) You understand and agree that when you run our Software we may, with your consent, send push notifications and local notifications to your mobile device to provide game updates and other relevant messages.
6. Indemnification. You agree to defend, indemnify and hold PW, its affiliates, independent contractors and service providers, and each of their respective members, directors, officers, employees and agents (“PW Parties”), harmless from and against all claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys' fees) arising out of or related to your use of, the Software or the Service.
7. Limitation of Liability.
(a) IN NO EVENT SHALL WE, PW, ITS DIRECTORS, MEMBERS, AFFILIATES, SUBSIDIARIES, EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SOFTWARE, GAMES, OR SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CASED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM US OR PW, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO PW'S RECORDS, PROGRAMS OR SERVICES.
(b) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF PW, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), SOFTWARE LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SOFTWARE, GAMES, OR SERVICE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO PW FOR ACCESS TO OR USE THEREOF.
(c) SOME STATES IN THE U.S. AND SOME COUNTRIES DO NOT ALLOW THE FOREGOING LIMITATIONS OF LIABILITY, SO THEY MAY NOT APPLY TO YOU AND IN SUCH A CASE YOU AGREE THAT OUR (OR ANY SUCH OTHER RELEASED PARTIES') LIABILITY TO YOU SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU AGREE THAT WE CANNOT BE HELD RESPONSIBLE OR LIABLE FOR ANYTHING THAT OCCURS OR RESULTS FROM USING, ACCESSING OR SUBSCRIBING TO THE SOFTWARE, GAMES, OR SERVICE.
8. Term and Termination. This Agreement begins on the day you agree to these terms and conditions and continues in effect up until it is terminated by you or PW.
(b) You may terminate this Agreement by cancelling your PW Service account opened in connection with your use of the Software and deleting all copies of this Software in your possession or control. When you terminate your account, you also terminate the license to use, play and/or operate the Software, Games, or Service and terminate this Agreement. At any time, you can end your use of the Software, Games, or Service, through permanently deleting your copy of the client software from the computer on which it is installed.
(c) When this Agreement is terminated, you must delete all copies of the Software, Game, or software constituting the Service, and its related documentation as well as all of the Confidential Information in your possession, custody, or control, and remove all portions of the Software, Games, or Service from any devices upon which you installed it. Upon termination of the Agreement, for any reason or no reason whatsoever, by either you or PW: (w) you shall immediately discontinue and cease all use of the Software, Games, or Service, and your account(s); (x) all license and rights granted to you under this Agreement will immediately terminate; (y) you will promptly delete, destroy or erase all copies of the Software, Games, or software constituting the Service software in your possession or control; and (z) you will immediately forfeit the right to use any and all of your virtual goods or virtual currency, if any, for the Software, Games, or Service. Any fees associated with your use of the Software, Games and the Service are payable in advance and are not refundable, returnable or exchangeable in whole or in part. Your obligation to pay accrued charges and fees will survive any termination of the Agreement. Sections 3 (Ownership), 4 (Disclaimers and Consents), 5 (Indemnification), 6 (Limitation of Liability), 7 (Term and Termination), 8 (Compliance with Law), 9 (Governing Law; Jurisdiction), 10 (Remedies), 12 (Independent Contractors), 13 (Export Restrictions) and 14 (General) will survive any such termination.
9. Compliance with Law. You shall comply with all applicable laws regarding your use of the Software, Games, or the Service and your playing of the Games. Without limiting the foregoing, you may not download, use or otherwise export or re-export the Software except in full compliance with all applicable laws and regulations, including, without limitation, the laws of the United States.
10. Governing Law; Jurisdiction. Unless expressly prohibited by local law, this Agreement is governed by the laws of the People’s Republic of China, without regard to any conflict of law principles to the contrary. To the extent permitted by applicable law, you hereby irrevocably consent to jurisdiction of the courts located in the People’s Republic of China with respect to any proceeding regarding this Agreement or the Software. You will not prosecute any action, suit, proceeding or claim arising under or by reason of this Agreement or the Software, Games, or Service except in such courts. The U.N. Convention on Contracts for the International Sale of Goods or any successor thereto is expressly disclaimed and does not apply to this Agreement.
11. Remedies. You agree that your obligations and representations, and the license limitations, stated herein, are necessary and reasonable in order to protect PW, its business, and its licensors, and you expressly agree that monetary damages would be inadequate to compensate PW fully for any breach of this Agreement, or for any misrepresentation made by you above. Accordingly, you agree and acknowledge that any such violation or threatened violation will cause irreparable injury to PW and that, in addition to any other remedies that may be available, in law, in equity or otherwise, PW shall be entitled to obtain injunctive relief against the breach or threatened breach of this Agreement, or the continuation of any such breach by you, or to
remedy any misrepresentation made by you, without the necessity of proving the inadequacy of any legal remedy or monetary damages, and without the need to post any bond.
12. Pre-Release Versions. If the Software, Games, or Service that you have received with this Agreement is an alpha, beta, or other pre-release version of the Software, Games, or Service (a “Pre-Release Version”), then the following additional terms shall apply:
(a) You will at your own risk and expense perform tests and other evaluations of the Software, Games, and Service. You will provide to PW Feedback (defined above), which shall be owned by and licensed to PW as set forth above, and will make yourself available to PW on a reasonable basis for this purpose. All Feedback will be the confidential information of PW, and you will not use or disclose any such Feedback to any third party without PW's prior written consent in each instance.
(b) In consideration of your ability to use the Pre-Release Version, you hereby grant to PW the rights to Feedback granted herein in Section 3. We will be free to use any ideas, concepts, know-how or techniques contained in such Feedback for any purpose whatsoever. We will have no obligation to consider, use, return or preserve any Feedback you provide to us.
13. Independent Contractors. You acknowledge that you are not considered, and shall not present yourself as, an agent, employee, joint venturer, or partner of PW (or any of its respective affiliates, publishing partners, licensors or licensees). Each party to this Agreement is an independent contractor with respect to the other, and nothing in this Agreement will be deemed to place the parties in the relationship of employer-employee, principal-agent, partners or joint venturers.
14. Export Restrictions and Use Outside of the United States. You acknowledge and agree that Software, Games and other software provided through Service are subject to restrictions and controls imposed by the United States Export Administration Act (the “Act”) and the regulations promulgated thereunder. You agree and certify that neither the Software, Games nor any other software provided through the Service, nor any direct Software thereof is being or will be acquired, shipped, transferred or re-exported, directly or indirectly, into any country prohibited by the Act and the regulations thereunder or will be used for any purpose prohibited by the same. You agree that you will comply with all applicable law in with regard to your possession, use and operation of the Software, Games and other software provided through the Website or Service.
matter hereof and supersedes all prior and contemporaneous understandings and agreements whether written or oral.
1. PLATFORM TERMS ALSO APPLY
The ways in which you can use the Software may also be controlled by the relevant platform provider’s rules and policies. To the extent required by such rules and policies, those terms will apply instead of these terms where there are differences between the two.
Your use of the Xbox platform is subject to any policies that apply to the use of such service, including the Microsoft Services Agreement available at
You acknowledge that:
• Perfect World, not Microsoft Corporation nor any of its affiliates, licenses the Software or Service to you in accordance with these terms;
• Perfect World is not responsible for Xbox-related services and shall not be liable under for any action arising in contract, tort (including negligence) or otherwise related to the use or operation of such service;
• you shall be solely responsible for ensuring you use any account that you use to access the Software or Service in accordance with the policies applicable to such account;
• Microsoft Corporation and its affiliates are not responsible or liable to you for content made available through the Software or Service;
• Perfect World does not grant you a right to use any intellectual property rights, including trademarks, of Microsoft Corporation or its affiliates. Your use of such intellectual property rights is granted (if applicable) in accordance with the Microsoft Services Agreement and any other policies made available by Microsoft Corporation or its affiliates from time to time in relation to use of the platform;
• Perfect World may be required to change the Software or Service, or these terms, in order to comply with instructions of Microsoft. You agree that we are permitted to make such changes immediately and without notice and shall have no liability to you or others with respect to such changes.
You acknowledge that:
• Perfect World, not Nintendo Co., Ltd. nor any of its affiliates,
licenses the Software or Service to you in accordance with these terms;
• Perfect World is not responsible for Nintendo-related services and shall not be liable under for any action arising in contract, tort (including negligence) or otherwise related to the use or operation of such service;
• you shall be solely responsible for ensuring you use any account that you use to access the Software or Service in accordance with the policies applicable to such account;
• Perfect World does not grant you a right to use any intellectual property rights, including trademarks, of Nintendo Co., Ltd. or its affiliates. Your use of such intellectual property rights is granted (if applicable) in accordance with the Nintendo Terms of Service and any other policies made available by Nintendo Co., Ltd. or its affiliates from time to time in relation to use of the platform;
• Nintendo Co., Ltd. or any of its affiliates makes available any Nintendo Online Softwares or services “as is” without any warranty;
• Perfect World may be required to change the Software or Service, or these terms, in order to comply with instructions of Nintendo Co., Ltd. You agree that we are permitted to make such changes immediately and without notice and shall have no liability to you or others with respect to such changes.