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End User License Agreement ("EULA" or "Agreement")
CAREFULLY READ THE FOLLOWING AGREEMENT. BY INSTALLING OR USING THE SOFTWARE (AS DEFINED BELOW), YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THEN DO NOT INSTALL OR USE THE SOFTWARE. IF THE SOFTWARE CONTAINS ANY UNLOCKABLE ITEMS FROM ANOTHER GAME OR PRODUCT, TO USE OR ACCESS THOSE ITEMS YOU MAY BE REQUIRED TO OWN OR HAVE LAWFUL ACCESS TO THE OTHER GAME OR PRODUCT.
AS FURTHER SET FORTH IN SECTION 6 OF THE GENERAL PROVISIONS BELOW, YOU AGREE THAT ANY DISPUTES ARE TO BE RESOLVED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS AND THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL.
This Software, and any and all copies and derivative works are the copyrighted work of Telltale, Inc. (“TTG”) or its licensors. All use of the Software is governed by the terms of this EULA. Online and other gameplay for the game associated with the Software [the “Game”] is subject to the Terms of Use and the Privacy Policy, both of which may be updated and are incorporated herein by reference and which also may be available online at www.telltalegames.com. The Software is solely for use by end users according to the terms of this EULA. Any use, reproduction or redistribution of the Software not in accordance with the terms of this EULA is expressly prohibited.
License Grant
The “Software” is collectively defined as the computer program, access codes, artwork, music, audio, on-line or electronic documentation and other components that may be included in or distributed with the product or Game accompanying this EULA and related printed materials or on-line or electronic documentation, if any, and all copies of such materials as such may be modified or updated. "Software" also includes, without limitation, any trial versions, full versions, upgrades, patches, enhancements, additions and copies of the Software. "You" means the person or entity who is being licensed to use the Software. "We" and "us" means TTG. The Software is licensed, not sold, to you, and you agree that you have no ownership rights in the Software.
Subject to you remaining in compliance with the terms of this EULA, if you lawfully acquired the Software and, additionally, did not bypass the digital rights management package and routine or other security system associated with accessing or using the Software, then we hereby grant you a nonexclusive license to use one copy of the Software on any single computer, provided the Software is in use on only one computer at any time running a single instance of the Software. The Software is "in use" on a computer when it is loaded into temporary memory (RAM) or installed into the permanent memory of a computer—for example, a hard disk, CD-ROM or other storage device.
Delivery of the Game
The Game is comprised of a single season or series containing a number of episodes that will be designated by TTG. Neither this Agreement nor your use of the Game entitles you to receive any additional episodes except for those contained within the single season or series. Additional episodes or content outside of the designated season or series may become available, and you may need to pay in order to play or access this content.
If you lawfully acquire a digital version comprised of all episodes of the Game, you may access and play episodes of it at such time as they are made available (and each episode will be released separately at a time to be determined by TTG). If you lawfully acquire a digital version of a single episode of the Game, then you may access and play that episode after you have downloaded it. To access episodes of the digital version of the Game, you may need to register for an account with TTG and accept TTG’s Terms of Service or, alternatively, register with another company managing the online distribution of the version of the Game you are playing (e.g., Sony PlayStation Network).
If you lawfully acquire a version of the Game stored on physical media (e.g., a ‘Season Pass’ game disc), then you acknowledge and agree that the disc may not contain all of the episodes of the Game. Later episodes of the Game that are not stored on the disc will be separately released online at a time to be determined by TTG. You will need an Internet connection, have the disc maintained in good working condition and have the disc in your game system in order to download and play such later episodes.
For all disc versions of the Game, only a valid and lawfully acquired game disc may be used to retrieve later episodes remaining in the season. TTG makes no representations or guarantees regarding the availability of online play. You are responsible for obtaining your own Internet connection and paying all associated fees. TTG also accepts no responsibility or liability for any failure of your computer or gaming system to meet the technical requirements of the Game.
TTG will publicly announce the release dates of episodes (which may be subject to change) but makes no representation or warranty as to when episodes of the Game will be released.
Title
As between you and TTG, all title, ownership rights and intellectual property rights in and to the Software and any and all copies thereof (including but not limited to any titles, computer code, themes, objects, characters, character names, stories, dialog, catch phrases, locations, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, any related documentation and computer applications incorporated into the Software) are owned by TTG or its licensors. The Software is protected by the copyright and trademark laws of the United States, international copyright treaties and conventions and other laws. All rights are reserved. The Software contains certain licensed content, and TTG’s licensors may protect their rights against any party in the event of any violation of this Agreement. TTG owns or controls the copyright in the Software and all right, title, and interest and all intellectual property rights to the technical elements, interface and assets, and related data, code, and trade secrets (if any) relating thereto.
Archival or Backup Copies
You may either:
• Make one copy of the Software solely for backup or archival purposes, or
• Transfer the Software to a single hard disk, provided you keep the original solely for backup or archival purposes.
Things You May Not Do
The Software is protected by United States copyright laws and international treaties. You must treat the Software like any other copyrighted material--for example a book. You may not:
• Copy all or any part of the Software except to make archival or backup copies as provided above;
• Modify or adapt the Software or merge it into another program or create derivative works bases on the Software;
• Reverse engineer, disassemble, decompile or make any attempt to discover the source code of the Software;
• Exploit the Software or any of its parts for any commercial purpose including, but not limited to, use at a cyber café, computer gaming center or any other location-based site;
• Place the Software onto a server without our written permission so that it is accessible via a public network such as the Internet;
• Engage in matchmaking for multi-player play (if such feature is available with the Software) over unauthorized networks
• Remove, disable, or circumvent any proprietary notices or labels contained on or within the Software;
• Circumvent or attempt to circumvent any technological measures in the Software or any accompanying media designed to prevent copying or unauthorized access; or
• Sublicense, rent, license, modify, publicly perform, publish, edit, lease or lend any portion of the Software or create any derivative works of any kind or nature of the Software.
Transfers
You may transfer all your rights to use the Software and Documentation to another person or legal entity provided you transfer this Agreement, the Software and Documentation, including all copies, updates and prior versions to such person or entity and that you retain no copies, including copies stored on a computer. You may transfer the Software and Documentation, but only if the recipient agrees to accept and be bound by the terms and conditions of this EULA. If you transfer the Software, you must transfer all components and Documentation and erase any copies residing on computer equipment and not retain any copies of the Software. Your rights in and to this license are automatically terminated if and when you transfer the Software.
Customer Experience Improvement Program and Usage Data
When using any version of the Software we may collect information about how you use our Software and services in order to identify trends and usage patterns. We may collect your name, address, e-mail address, credit card number or any other personally identifiable information in relation to the use of this Software. If you use or access the Software online, we may also collect, store and publicly display statistical data related to gameplay, including scores, player rankings and achievements. We will not collect any personally identifiable information about you, however, without your knowledge and consent as stated in our Privacy Policy, located at www.telltalegames.com. Subject to the terms of our Privacy Policy, you agree that we may send you commercial e-mail messages, including, but not limited to, promotions and customer service messages, if you provide us with your e-mail address.
Additionally, we may send promotional messages or updates to the Game which will be relayed to you during the usage of the Software.
In connection with identifying trends and usage patterns, we may store your TTG account information (which includes personally identifiable information including an e-mail address) to permit us to track your usage of the Software including saved Software on your account, the number of times you access your account, when and from which computer you access your account and how long you are using the Software each time you access your account. TTG may aggregate the information that it tracks to show overall usage patterns and trends and share that information with third parties; however, that aggregated information will not contain any personally identifiable information.
Limited Warranty
We warrant that for a period of 30 days after delivery of this copy of the unused Software to you:
• If the copy of the Software governed by this EULA is distributed on physical media, it will be free from defects in materials and workmanship under normal use.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, AND WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, REGARDLESS OF WHETHER WE KNOW OR HAD REASON TO KNOW OF YOUR PARTICULAR NEEDS. NO EMPLOYEE, AGENT, DEALER OR DISTRIBUTOR OF OURS IS AUTHORIZED TO MODIFY THIS LIMITED WARRANTY, NOR TO MAKE ANY ADDITIONAL WARRANTIES.
TTG MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO SOFTWARE DELIVERED DIGITALLY AND TTG DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE RELATED TO DIGITALLY DELIVERED SOFTWARE, REGARDLESS OF WHETHER WE KNOW OR HAD REASON TO KNOW OF YOUR PARTICULAR NEEDS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
Limited Remedy
Our entire liability and your exclusive remedy for any claim related to your use of the Software shall be:
• The replacement of any CD(s) or other media not meeting our Limited Warranty which is returned to us or to an authorized Dealer or Distributor with a copy of your receipt, or
• If we or an authorized Dealer or Distributor are unable to deliver a replacement CD(s) or other media that is free of defects in materials or workmanship, you may terminate this Agreement by returning the Software - and your money (if a fee was paid to us for the Software) will be refunded or, at TTG’s option, TTG may provide a replacement product to you of equal or similar value (as determined by TTG).
• For Software delivered to you digitally, our entire liability and your exclusive remedy shall be a credit issued to your account (which credit is issued only in TTG’s discretion).
UNDER NO CIRCUMSTANCES INCLUDING NEGLIGENCE, SHALL TTG, OR ITS DIRECTORS, OFFICERS, EMPLOYEES, LICENSORS, LICENSEES OR AGENTS, BE LIABLE TO YOU FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOST DATA, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE POSSESSION, USE, OR MALFUNCTION OF THE SOFTWARE, INCLUDING WITHOUT LIMITATION, DAMAGE TO PROPERTY AND, TO THE EXTENT PERMITTED BY LAW, DAMAGES FOR PERSONAL INJURY, EVEN IF TTG OR A TTG AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Term and Termination
This Agreement takes effect upon your use of the Software and remains effective until terminated. You may terminate it at any time by destroying all copies of the Software in your possession. It will also automatically terminate if you fail to comply with any term or condition of this Agreement. You agree on termination of this Agreement to stop using the Software and either return to us or destroy all copies of the Software in your possession.
General Provisions
1. This Agreement is the exclusive agreement between you and us concerning the Software and supersedes any and all prior oral or written agreements, negotiations or other dealings between us concerning the Software.
2. Except as provided herein, this Agreement may not be amended except in a writing signed by both parties; provided, however, that TTG has the right, without notice and/or without a writing signed by both parties, to amend this EULA in connection with any modifications or updates or patches to the Software or by posting an amendment on TTG’s website, www.telltalegames.com.
3. You agree that we may assign this agreement and the information we have gathered from you related to the Software and this EULA in the event TTG is acquired or the Software assets are sold or transferred to another entity.
4. You hereby agree that TTG would be irreparably damaged if the terms of this EULA were not specifically enforced, and therefore you agree that TTG shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this EULA, in addition to such other remedies as TTG may otherwise have available to it under applicable laws. You waive the right to any injunctive or other equitable relief to enforce the terms or conditions of this EULA.
5. The Game is a work of fiction. All of the characters, events, locations, logos, and entities portrayed in such game are fictional. Any resemblance to real persons, living or dead, or actual events, is purely coincidental.
6. This EULA is governed in all respects by the laws of the State of California as such laws are applied to agreements entered into and to be performed entirely within California between California residents, and you hereby consent to personal jurisdiction in California. This EULA will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You and TTG each agree that any claim or controversy arising out of this EULA or your purchase, access or use of the Software shall be settled by expedited binding arbitration in accordance with the rules of the American Arbitration Association. Such arbitration shall take place in Marin County, California, and you waive any claim that such forum is inconvenient. Any such claim or controversy shall be arbitrated solely on an individual basis and shall not be consolidated with a claim of any other party. YOU SPECIFICALLY WAIVE ANY RIGHT TO BRING OR BE A PART OF A CLASS ACTION LAWSUIT FOR ANY CLAIMS RELATED TO YOUR USE, ACCESS OR PURCHASE OF THE SOFTWARE. The arbitrator may not change the terms of this EULA. The arbitrator may award injunctive or other equitable relief to enforce the terms hereof; provided, however, that no injunctive or equitable relief may be awarded that would enjoin or impair TTG’s rights or ability to distribute or otherwise market, advertise, promote or exploit the Software. If it is judicially determined that any claim or controversy arising out of or related to this EULA or the Software cannot be settled by expedited binding arbitration as noted above, then you agree that any such claims or controversies shall be brought as a single action, and not as a class action, and maintained in the state courts located within the County of Marin, State of California or the federal courts of the Northern District of California, and you waive any claim that either such forum is inconvenient. The foregoing shall not preclude TTG from seeking any injunctive or other relief for protection of TTG's intellectual property rights or similar rights in any court of competent jurisdiction. The prevailing party in any action to enforce this EULA shall be entitled to recover costs and expenses including, without limitation, reasonable attorney’s fees. TTG shall have the right, but not the obligation, to defend or settle, at its option, any action or proceeding arising from a claim that your permitted use of the Software infringes or misappropriates any patent, copyright, or other ownership of a third party. You agree to provide TTG with written notice of any such claim within ten (10) business days of your first knowledge thereof and to provide reasonable assistance in the defense of such claim. TTG shall have sole discretion and control over the defense or settlement of such claim, unless it declines to defend or settle such claim, in which case you are free to pursue such course of action as you reasonably determine. TTG is under no obligation hereunder to indemnify or hold you harmless with respect to any actions, proceedings or claims. In the event of such a claim, or if TTG believes such a claim is likely, TTG may: (i) procure for you the right to continue using the Software; (ii) modify the Software so that it becomes non-infringing; or, (iii) terminate this EULA. You agree to comply with any court judgment or other conditions imposed on you or TTG as a result of an allegation of patent or copyright infringement (whether by court order, agreement or otherwise), whether or not such judgment or conditions contradict the conditions of this EULA, including without limitation, ceasing use of the Software.
7. If any provision of this Agreement is held to be invalid or unenforceable under applicable law, the remaining provisions of the Agreement shall continue in full force and effect. Any failure by TTG to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. In the event of a conflict between this Agreement and any other purchase or other terms related to your use or access of the Software, the terms of this Agreement will govern.
8. You agree that the Software will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations.
CAREFULLY READ THE FOLLOWING AGREEMENT. BY INSTALLING OR USING THE SOFTWARE (AS DEFINED BELOW), YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THEN DO NOT INSTALL OR USE THE SOFTWARE. IF THE SOFTWARE CONTAINS ANY UNLOCKABLE ITEMS FROM ANOTHER GAME OR PRODUCT, TO USE OR ACCESS THOSE ITEMS YOU MAY BE REQUIRED TO OWN OR HAVE LAWFUL ACCESS TO THE OTHER GAME OR PRODUCT.
AS FURTHER SET FORTH IN SECTION 6 OF THE GENERAL PROVISIONS BELOW, YOU AGREE THAT ANY DISPUTES ARE TO BE RESOLVED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS AND THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL.
This Software, and any and all copies and derivative works are the copyrighted work of Telltale, Inc. (“TTG”) or its licensors. All use of the Software is governed by the terms of this EULA. Online and other gameplay for the game associated with the Software [the “Game”] is subject to the Terms of Use and the Privacy Policy, both of which may be updated and are incorporated herein by reference and which also may be available online at www.telltalegames.com. The Software is solely for use by end users according to the terms of this EULA. Any use, reproduction or redistribution of the Software not in accordance with the terms of this EULA is expressly prohibited.
License Grant
The “Software” is collectively defined as the computer program, access codes, artwork, music, audio, on-line or electronic documentation and other components that may be included in or distributed with the product or Game accompanying this EULA and related printed materials or on-line or electronic documentation, if any, and all copies of such materials as such may be modified or updated. "Software" also includes, without limitation, any trial versions, full versions, upgrades, patches, enhancements, additions and copies of the Software. "You" means the person or entity who is being licensed to use the Software. "We" and "us" means TTG. The Software is licensed, not sold, to you, and you agree that you have no ownership rights in the Software.
Subject to you remaining in compliance with the terms of this EULA, if you lawfully acquired the Software and, additionally, did not bypass the digital rights management package and routine or other security system associated with accessing or using the Software, then we hereby grant you a nonexclusive license to use one copy of the Software on any single computer, provided the Software is in use on only one computer at any time running a single instance of the Software. The Software is "in use" on a computer when it is loaded into temporary memory (RAM) or installed into the permanent memory of a computer—for example, a hard disk, CD-ROM or other storage device.
Delivery of the Game
The Game is comprised of a single season or series containing a number of episodes that will be designated by TTG. Neither this Agreement nor your use of the Game entitles you to receive any additional episodes except for those contained within the single season or series. Additional episodes or content outside of the designated season or series may become available, and you may need to pay in order to play or access this content.
If you lawfully acquire a digital version comprised of all episodes of the Game, you may access and play episodes of it at such time as they are made available (and each episode will be released separately at a time to be determined by TTG). If you lawfully acquire a digital version of a single episode of the Game, then you may access and play that episode after you have downloaded it. To access episodes of the digital version of the Game, you may need to register for an account with TTG and accept TTG’s Terms of Service or, alternatively, register with another company managing the online distribution of the version of the Game you are playing (e.g., Sony PlayStation Network).
If you lawfully acquire a version of the Game stored on physical media (e.g., a ‘Season Pass’ game disc), then you acknowledge and agree that the disc may not contain all of the episodes of the Game. Later episodes of the Game that are not stored on the disc will be separately released online at a time to be determined by TTG. You will need an Internet connection, have the disc maintained in good working condition and have the disc in your game system in order to download and play such later episodes.
For all disc versions of the Game, only a valid and lawfully acquired game disc may be used to retrieve later episodes remaining in the season. TTG makes no representations or guarantees regarding the availability of online play. You are responsible for obtaining your own Internet connection and paying all associated fees. TTG also accepts no responsibility or liability for any failure of your computer or gaming system to meet the technical requirements of the Game.
TTG will publicly announce the release dates of episodes (which may be subject to change) but makes no representation or warranty as to when episodes of the Game will be released.
Title
As between you and TTG, all title, ownership rights and intellectual property rights in and to the Software and any and all copies thereof (including but not limited to any titles, computer code, themes, objects, characters, character names, stories, dialog, catch phrases, locations, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, any related documentation and computer applications incorporated into the Software) are owned by TTG or its licensors. The Software is protected by the copyright and trademark laws of the United States, international copyright treaties and conventions and other laws. All rights are reserved. The Software contains certain licensed content, and TTG’s licensors may protect their rights against any party in the event of any violation of this Agreement. TTG owns or controls the copyright in the Software and all right, title, and interest and all intellectual property rights to the technical elements, interface and assets, and related data, code, and trade secrets (if any) relating thereto.
Archival or Backup Copies
You may either:
• Make one copy of the Software solely for backup or archival purposes, or
• Transfer the Software to a single hard disk, provided you keep the original solely for backup or archival purposes.
Things You May Not Do
The Software is protected by United States copyright laws and international treaties. You must treat the Software like any other copyrighted material--for example a book. You may not:
• Copy all or any part of the Software except to make archival or backup copies as provided above;
• Modify or adapt the Software or merge it into another program or create derivative works bases on the Software;
• Reverse engineer, disassemble, decompile or make any attempt to discover the source code of the Software;
• Exploit the Software or any of its parts for any commercial purpose including, but not limited to, use at a cyber café, computer gaming center or any other location-based site;
• Place the Software onto a server without our written permission so that it is accessible via a public network such as the Internet;
• Engage in matchmaking for multi-player play (if such feature is available with the Software) over unauthorized networks
• Remove, disable, or circumvent any proprietary notices or labels contained on or within the Software;
• Circumvent or attempt to circumvent any technological measures in the Software or any accompanying media designed to prevent copying or unauthorized access; or
• Sublicense, rent, license, modify, publicly perform, publish, edit, lease or lend any portion of the Software or create any derivative works of any kind or nature of the Software.
Transfers
You may transfer all your rights to use the Software and Documentation to another person or legal entity provided you transfer this Agreement, the Software and Documentation, including all copies, updates and prior versions to such person or entity and that you retain no copies, including copies stored on a computer. You may transfer the Software and Documentation, but only if the recipient agrees to accept and be bound by the terms and conditions of this EULA. If you transfer the Software, you must transfer all components and Documentation and erase any copies residing on computer equipment and not retain any copies of the Software. Your rights in and to this license are automatically terminated if and when you transfer the Software.
Customer Experience Improvement Program and Usage Data
When using any version of the Software we may collect information about how you use our Software and services in order to identify trends and usage patterns. We may collect your name, address, e-mail address, credit card number or any other personally identifiable information in relation to the use of this Software. If you use or access the Software online, we may also collect, store and publicly display statistical data related to gameplay, including scores, player rankings and achievements. We will not collect any personally identifiable information about you, however, without your knowledge and consent as stated in our Privacy Policy, located at www.telltalegames.com. Subject to the terms of our Privacy Policy, you agree that we may send you commercial e-mail messages, including, but not limited to, promotions and customer service messages, if you provide us with your e-mail address.
Additionally, we may send promotional messages or updates to the Game which will be relayed to you during the usage of the Software.
In connection with identifying trends and usage patterns, we may store your TTG account information (which includes personally identifiable information including an e-mail address) to permit us to track your usage of the Software including saved Software on your account, the number of times you access your account, when and from which computer you access your account and how long you are using the Software each time you access your account. TTG may aggregate the information that it tracks to show overall usage patterns and trends and share that information with third parties; however, that aggregated information will not contain any personally identifiable information.
Limited Warranty
We warrant that for a period of 30 days after delivery of this copy of the unused Software to you:
• If the copy of the Software governed by this EULA is distributed on physical media, it will be free from defects in materials and workmanship under normal use.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, AND WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, REGARDLESS OF WHETHER WE KNOW OR HAD REASON TO KNOW OF YOUR PARTICULAR NEEDS. NO EMPLOYEE, AGENT, DEALER OR DISTRIBUTOR OF OURS IS AUTHORIZED TO MODIFY THIS LIMITED WARRANTY, NOR TO MAKE ANY ADDITIONAL WARRANTIES.
TTG MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO SOFTWARE DELIVERED DIGITALLY AND TTG DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE RELATED TO DIGITALLY DELIVERED SOFTWARE, REGARDLESS OF WHETHER WE KNOW OR HAD REASON TO KNOW OF YOUR PARTICULAR NEEDS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
Limited Remedy
Our entire liability and your exclusive remedy for any claim related to your use of the Software shall be:
• The replacement of any CD(s) or other media not meeting our Limited Warranty which is returned to us or to an authorized Dealer or Distributor with a copy of your receipt, or
• If we or an authorized Dealer or Distributor are unable to deliver a replacement CD(s) or other media that is free of defects in materials or workmanship, you may terminate this Agreement by returning the Software - and your money (if a fee was paid to us for the Software) will be refunded or, at TTG’s option, TTG may provide a replacement product to you of equal or similar value (as determined by TTG).
• For Software delivered to you digitally, our entire liability and your exclusive remedy shall be a credit issued to your account (which credit is issued only in TTG’s discretion).
UNDER NO CIRCUMSTANCES INCLUDING NEGLIGENCE, SHALL TTG, OR ITS DIRECTORS, OFFICERS, EMPLOYEES, LICENSORS, LICENSEES OR AGENTS, BE LIABLE TO YOU FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOST DATA, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE POSSESSION, USE, OR MALFUNCTION OF THE SOFTWARE, INCLUDING WITHOUT LIMITATION, DAMAGE TO PROPERTY AND, TO THE EXTENT PERMITTED BY LAW, DAMAGES FOR PERSONAL INJURY, EVEN IF TTG OR A TTG AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Term and Termination
This Agreement takes effect upon your use of the Software and remains effective until terminated. You may terminate it at any time by destroying all copies of the Software in your possession. It will also automatically terminate if you fail to comply with any term or condition of this Agreement. You agree on termination of this Agreement to stop using the Software and either return to us or destroy all copies of the Software in your possession.
General Provisions
1. This Agreement is the exclusive agreement between you and us concerning the Software and supersedes any and all prior oral or written agreements, negotiations or other dealings between us concerning the Software.
2. Except as provided herein, this Agreement may not be amended except in a writing signed by both parties; provided, however, that TTG has the right, without notice and/or without a writing signed by both parties, to amend this EULA in connection with any modifications or updates or patches to the Software or by posting an amendment on TTG’s website, www.telltalegames.com.
3. You agree that we may assign this agreement and the information we have gathered from you related to the Software and this EULA in the event TTG is acquired or the Software assets are sold or transferred to another entity.
4. You hereby agree that TTG would be irreparably damaged if the terms of this EULA were not specifically enforced, and therefore you agree that TTG shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this EULA, in addition to such other remedies as TTG may otherwise have available to it under applicable laws. You waive the right to any injunctive or other equitable relief to enforce the terms or conditions of this EULA.
5. The Game is a work of fiction. All of the characters, events, locations, logos, and entities portrayed in such game are fictional. Any resemblance to real persons, living or dead, or actual events, is purely coincidental.
6. This EULA is governed in all respects by the laws of the State of California as such laws are applied to agreements entered into and to be performed entirely within California between California residents, and you hereby consent to personal jurisdiction in California. This EULA will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You and TTG each agree that any claim or controversy arising out of this EULA or your purchase, access or use of the Software shall be settled by expedited binding arbitration in accordance with the rules of the American Arbitration Association. Such arbitration shall take place in Marin County, California, and you waive any claim that such forum is inconvenient. Any such claim or controversy shall be arbitrated solely on an individual basis and shall not be consolidated with a claim of any other party. YOU SPECIFICALLY WAIVE ANY RIGHT TO BRING OR BE A PART OF A CLASS ACTION LAWSUIT FOR ANY CLAIMS RELATED TO YOUR USE, ACCESS OR PURCHASE OF THE SOFTWARE. The arbitrator may not change the terms of this EULA. The arbitrator may award injunctive or other equitable relief to enforce the terms hereof; provided, however, that no injunctive or equitable relief may be awarded that would enjoin or impair TTG’s rights or ability to distribute or otherwise market, advertise, promote or exploit the Software. If it is judicially determined that any claim or controversy arising out of or related to this EULA or the Software cannot be settled by expedited binding arbitration as noted above, then you agree that any such claims or controversies shall be brought as a single action, and not as a class action, and maintained in the state courts located within the County of Marin, State of California or the federal courts of the Northern District of California, and you waive any claim that either such forum is inconvenient. The foregoing shall not preclude TTG from seeking any injunctive or other relief for protection of TTG's intellectual property rights or similar rights in any court of competent jurisdiction. The prevailing party in any action to enforce this EULA shall be entitled to recover costs and expenses including, without limitation, reasonable attorney’s fees. TTG shall have the right, but not the obligation, to defend or settle, at its option, any action or proceeding arising from a claim that your permitted use of the Software infringes or misappropriates any patent, copyright, or other ownership of a third party. You agree to provide TTG with written notice of any such claim within ten (10) business days of your first knowledge thereof and to provide reasonable assistance in the defense of such claim. TTG shall have sole discretion and control over the defense or settlement of such claim, unless it declines to defend or settle such claim, in which case you are free to pursue such course of action as you reasonably determine. TTG is under no obligation hereunder to indemnify or hold you harmless with respect to any actions, proceedings or claims. In the event of such a claim, or if TTG believes such a claim is likely, TTG may: (i) procure for you the right to continue using the Software; (ii) modify the Software so that it becomes non-infringing; or, (iii) terminate this EULA. You agree to comply with any court judgment or other conditions imposed on you or TTG as a result of an allegation of patent or copyright infringement (whether by court order, agreement or otherwise), whether or not such judgment or conditions contradict the conditions of this EULA, including without limitation, ceasing use of the Software.
7. If any provision of this Agreement is held to be invalid or unenforceable under applicable law, the remaining provisions of the Agreement shall continue in full force and effect. Any failure by TTG to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. In the event of a conflict between this Agreement and any other purchase or other terms related to your use or access of the Software, the terms of this Agreement will govern.
8. You agree that the Software will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations.