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Asmodeus Studio User License Agreement
Please read this Agreement carefully. It is a legal document that explains your rights and obligations related to your use of the Software, including any Services you access or purchases you make through the Software. By downloading or using the Software, or by otherwise indicating your acceptance of this Agreement, you are agreeing to be bound by the terms of this Agreement. If you do not or cannot agree to the terms of this Agreement, please do not download or use this Software.
In particular, we want to highlight some important terms, policies, and procedures in this Agreement. By accepting this Agreement:
1. You and Asmodeus Studio agree to resolve disputes between us in individual arbitration (not in court). We believe the alternative dispute-resolution process of arbitration will resolve any dispute fairly and more quickly and efficiently than formal court litigation. Section 12 explains the process in detail. We’ve put this up front (and in caps) because it’s important:
THIS AGREEMENT CONTAINS A BINDING, INDIVIDUAL ARBITRATION AND CLASS-ACTION WAIVER PROVISION. IF YOU ACCEPT THIS AGREEMENT, YOU AND ASMODEUS STUDIO AGREE TO RESOLVE DISPUTES IN BINDING, INDIVIDUAL ARBITRATION AND GIVE UP THE RIGHT TO GO TO COURT INDIVIDUALLY OR AS PART OF A CLASS ACTION, AND ASMODEUS STUDIO AGREES TO PAY YOUR ARBITRATION COSTS FOR ALL DISPUTES OF UP TO $10,000 THAT ARE MADE IN GOOD FAITH (SEE SECTION 12).
TO ENTER INTO THIS LICENSE AGREEMENT, YOU MUST BE AN ADULT OF THE LEGAL AGE OF MAJORITY IN YOUR COUNTRY OF RESIDENCE. YOU ARE LEGALLY AND FINANCIALLY RESPONSIBLE FOR ALL ACTIONS USING OR ACCESSING OUR SOFTWARE, INCLUDING THE ACTIONS OF ANYONE YOU ALLOW TO ACCESS TO YOUR ACCOUNT. YOU AFFIRM THAT YOU HAVE REACHED THE LEGAL AGE OF MAJORITY, UNDERSTAND AND ACCEPT THIS AGREEMENT (INCLUDING ITS DISPUTE RESOLUTION TERMS). IF YOU ARE UNDER THE LEGAL AGE OF MAJORITY, YOUR PARENT OR LEGAL GUARDIAN MUST CONSENT TO THIS AGREEMENT.
Certain words or phrases are defined to have certain meanings when used in this Agreement. Those words and phrases are defined below in Section 16.
1. License Grant
Asmodeus Studio grants you a personal, non-exclusive, non-transferable, non-sublicensable limited right and license to use the Software and Services for your personal, non-commercial use (the “License”). The rights that Asmodeus Studio grants you under the License are subject to the terms of this Agreement, and you may only make use of the License if you comply with all applicable terms.
The License becomes effective on the date you accept this Agreement. The Software is licensed, not sold, to you under the License. The License does not grant you any title or ownership in the Software.
Certain Software and Services may be subject to additional terms specific to that Software or Service, including for example Software Specific Terms. By using Software or a Service subject to additional terms, you agree to such additional terms.
2. License Conditions
You may not do any of the following with respect to the Software or any of their parts: (a) use it commercially or for a promotional purpose; (b) use it on more than one device at a time; (c) copy, reproduce, display, perform, or otherwise use it in a way that is not expressly authorized in this Agreement or its Software Specific Terms; (d) sell, rent, lease, license, distribute, or otherwise transfer it; (e) reverse engineer, derive source code from, modify, adapt, translate, decompile, or disassemble it or make derivative works based on it; (f) remove, disable, circumvent, or modify any proprietary notice or label or security technology included in it; (g) create, develop, distribute, or use any unauthorized software programs to gain advantage in any online or other game modes; (h) use it to infringe or violate the rights of any third party, including but not limited to any intellectual property, publicity, or privacy rights; (i) use, export, or re-export it in violation of any applicable law or regulation; or (j) behave in a manner which is detrimental to the enjoyment of the Software or Services by other users as intended by Asmodeus Studio, in Asmodeus Studio’s sole judgment, including but not limited to the following – cheating, harassment, use of abusive or offensive language, game abandonment, game sabotage, spamming, social engineering, or scamming.
3. Updates and Patches
Asmodeus Studio may provide patches, updates, or upgrades to the Software that must be installed in order for you to continue to use the Software or Services. Asmodeus Studio may update the Software remotely without notifying you, and you hereby consent to Asmodeus Studio applying patches, updates, and upgrades. Asmodeus Studio may modify, suspend, discontinue, substitute, replace, or limit your access to any aspect of the Software or Services at any time. You acknowledge that your use of the Software or Services does not confer on you any interest, monetary or otherwise, in any aspect or feature of the Software or Services, including but not limited to any in-game rewards, achievements, character levels. You also acknowledge that any character data, game progress, game customization or other data related to your use of the Software or Services may cease to be available to you at any time without notice from Asmodeus Studio, including without limitation after a patch, update, or upgrade is applied by Asmodeus Studio. Asmodeus Studio does not have any maintenance or support obligations with respect to the Software or Services.
4. Mods
Asmodeus Studio may permit you to use the Services to create, develop, upload, submit, transmit, or otherwise make available to Asmodeus Studio and other users additions, enhancements, modifications, or other user generated content for certain video games (“Mods”) as permitted by the developer or publisher of such video games (“Rightsholder”). You will comply with all third-party applicable terms of service, end user license agreements, and policies relating to Mods, including any agreements or policies provided by the Rightsholder. With respect to each Mod, you will provide complete and accurate disclosures in response to all requests made by Asmodeus Studio or the Rightsholder regarding the use of intellectual property within the Mod, the Mod's security and data privacy measures and processes, and information pertinent to content ratings, and you are responsible for ensuring that the Mod is, and remains, compatible with the Services and the applicable video game(s).
You represent and warrant that your Mods do not (1) violate applicable law, (2) violate or infringe any third party rights, including intellectual property rights or privacy, publicity, or moral rights, or (3) contain any viruses or malicious code or content, such as any software that interferes with, disrupts, damages, or provides unauthorized access to devices, servers, networks or other properties or services of any third party. Asmodeus Studio reserves the right to take down any Mods in its discretion.
Asmodeus Studio will not sell your Mods unless You have entered into a separate agreement with Asmodeus Studio permitting it to do so. You acknowledge and agree that (1) You are not entitled to any compensation by Asmodeus Studio for your Mods unless expressly provided in a separate agreement with Asmodeus Studio, (2) Asmodeus Studio has no obligation to accept, distribute, or make available any of your Mods, (3) Asmodeus Studio will provide your email address to Rightsholders to enable Rightsholders to contact you in connection with your Mods, and (4) Asmodeus Studio may forward to You claims or notices that You do not have all necessary rights in and to Your Mod.
By submitting Mods to Asmodeus Studio, you hereby grant to Asmodeus Studio a non-exclusive, fully-paid, royalty-free, and revocable license to use, copy, modify, distribute, publicly perform, and publicly display your Mods for the purpose of enabling end users to install and use the Mods.
5. Feedback
If you provide Asmodeus Studio with any Feedback, you hereby grant Asmodeus Studio a non-exclusive, fully-paid, royalty-free, irrevocable, perpetual, transferable, sublicensable license to use, reproduce, distribute, modify, adapt, prepare derivative works based on, publicly perform, publicly display, make, have made, use, sell, offer to sell, import, and otherwise exploit that Feedback for any purposes, for all current and future methods and forms of exploitation in any country. If any such rights may not be licensed under applicable law (such as moral and other personal rights), you hereby waive and agree not to assert all such rights. You understand and agree that Asmodeus Studio is not required to make any use of any Feedback that you provide. You agree that if Asmodeus Studio makes use of your Feedback, Asmodeus Studio is not required to credit or compensate you. You represent and warrant that you have sufficient rights in any Feedback that you provide to Asmodeus Studio to grant Asmodeus Studio and other affected parties the rights described above. This includes but is not limited to intellectual property rights and other proprietary or personal rights.
6. Ownership/Third Party Licenses
Asmodeus Studio and its licensors own all title, ownership rights, and intellectual property rights in the Software and Services. Asmodeus Studio, Asmodeus Studio, and their respective logos, are trademarks or registered trademarks of Asmodeus Studio and its affiliates in the United States of America and elsewhere. All rights granted to you under this Agreement are granted by express license only and not by sale. No license or other rights shall be created hereunder by implication, estoppel, or otherwise.
7. Disclaimers and Limitation of Liability
The Software and Services are provided on an “as is” and “as available” basis, “with all faults” and without warranty of any kind. Asmodeus Studio, its affiliates, and its and their licensors and service providers (collectively, the “Asmodeus Studio Parties”) disclaim all representations, warranties and conditions (whether express or implied) with respect to the Software and Services, including without limitation regarding non-infringement, merchantability, or fitness or suitability for any purpose (whether or not Asmodeus Studio knows or has reason to know of any such purpose), whether arising under law, by reason of custom or usage in the trade, or by course of dealing. Without limiting the generality of the foregoing, the Asmodeus Studio Parties make no warranty that (1) the Software or Services will operate properly, (2) the operation of the Software or Services will be uninterrupted or free of bugs, errors, or malware (such as viruses), or (3) any defects in the Software or Services can or will be corrected. This paragraph will apply to the maximum extent permitted by applicable law.
To the maximum extent permitted by applicable law, the Asmodeus Studio Parties shall not be liable for any loss of profits or any indirect, incidental, consequential, special, punitive, or exemplary damages arising out of or in connection with this Agreement, the Software or Services, even if an Asmodeus Studio Party has been advised of the possibility of such damages. Further, to the maximum extent permitted by applicable law, the aggregate liability of the Asmodeus Studio Parties arising out of or in connection with this Agreement or the Software or Services will not exceed the total amounts you have paid (if any) to Asmodeus Studio for the particular Software or Service to which the liability relates during the twelve (12) months immediately preceding the events giving rise to such liability. These limitations and exclusions regarding damages apply even if any remedy fails to provide adequate compensation.
As used in the above exclusion of certain warranties and limitation of liability, the term “Asmodeus Studio Parties” includes the developer of a Software or Service licensed to you under this Agreement (whether Asmodeus Studio, its affiliate, or a third party) unless you have agreed to Software Specific Terms for that Software or Service that include a disclaimer of the developer’s warranties or limitation of the developer’s liability.
Notwithstanding the foregoing, some countries, states, provinces or other jurisdictions do not allow the exclusion of certain warranties or the limitation of liability as stated above, so the above terms may not apply to you. Instead, in such jurisdictions, the foregoing exclusions and limitations shall apply only to the extent permitted by the laws of such jurisdictions. Also, you may have additional legal rights in your jurisdiction, and nothing in this Agreement will prejudice the statutory rights that you may have as a consumer of the Software or Services.
8. Indemnity
You agree to indemnify, pay the defense costs of, and hold harmless the Asmodeus Studio Parties and their respective employees, officers, directors, agents, contractors, and other representatives from all claims, demands, actions, losses, liabilities, and expenses (including attorneys’ fees, costs, and expert witnesses’ fees) that arise from or in connection with (a) any claim that, if true, would constitute a breach by you of this Agreement or negligence by you, (b) any act or omission by you in using the Software or Services, or (c) any claim of infringement or violation of any third-party intellectual property rights arising from Asmodeus Studio’s use of your UGC or Feedback. You agree to reimburse the Asmodeus Studio Parties on demand for any defense costs incurred by the Asmodeus Studio Parties and any payments made or loss suffered by the Asmodeus Studio Parties, whether in a court judgment or settlement, based on any matter covered by this Section 8.
If you are prohibited by law from entering into the indemnification obligation above, then you assume, to the extent permitted by law, all liability for all claims, demands, actions, losses, liabilities, and expenses (including attorneys’ fees, costs and expert witnesses’ fees) that are the stated subject matter of the indemnification obligation above.
As used in the above indemnity provisions, the term “Asmodeus Studio Parties” includes the developer of a Software or Service licensed to you under this Agreement (whether Asmodeus Studio, its affiliate, or a third party) unless you have agreed to Software Specific Terms for that Software or Service that include an indemnity of the developer.
9. Termination
Without limiting any other rights of Asmodeus Studio, this Agreement will terminate automatically without notice if you fail to comply with any of its terms and conditions. You may also terminate this Agreement by deleting all copies of the Software. Upon any termination, the License will automatically terminate, you may no longer exercise any of the rights granted to you by the License, and you must destroy all copies of the Software in your possession.
Except as expressly stated otherwise herein or to the extent required by law, all payments and fees are non-refundable under all circumstances, regardless of whether or not this Agreement has been terminated.
Sections 2, 4-13, 15-17 will survive any termination of this Agreement.
10. Purchases and Payment
You may not conduct such payments or purchase transactions or use such digital items or services for any unlawful purpose. Such payments and transactions are solely between you and the Developer pursuant to the Developer’s terms of sale or end user license agreement between you and the Developer. Asmodeus Studio is not a party to such payments or transactions.
11. Governing Law and Jurisdiction
You agree that this Agreement will be deemed to have been made and executed in the State of North Carolina, U.S.A., and any dispute will be resolved in accordance with the laws of North Carolina, excluding that body of law related to choice of laws, and of the United States of America. Any action or proceeding brought to enforce the terms of this Agreement or to adjudicate any dispute must be brought in the Superior Court of Wake County, State of North Carolina or the United States District Court for the Eastern District of North Carolina. You agree to the exclusive jurisdiction and venue of these courts. You waive any claim of inconvenient forum and any right to a jury trial. The Convention on Contracts for the International Sale of Goods will not apply. Any law or regulation which provides that the language of a contract shall be construed against the drafter will not apply to this Agreement.
12. Binding, Individual Arbitration; Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
Most issues can be resolved quickly and amicably by contacting Asmodeus Studio customer support at Asmodeus Studio games. But we understand that sometimes disputes can’t be easily resolved by customer support. This Section explains how You and Asmodeus Studio agree to resolve those disputes, including (where applicable) by binding, individual arbitration.
Arbitration is an alternative dispute-resolution procedure that allows us to resolve issues without the formality of going to court. Any dispute between You and Asmodeus Studio is submitted to a neutral arbitrator (not a judge or jury) for fair and fast resolution. Arbitration is more efficient for both you and Asmodeus Studio.
12.1 Informal Resolution.
If you have an issue that our customer support can’t resolve, prior to starting arbitration You and Asmodeus Studio agree to attempt to resolve the dispute informally to help get us to a resolution and control costs for both parties. You and Asmodeus Studio agree to make a good-faith effort to negotiate any dispute between us for at least 30 days (“Informal Resolution”). Those informal negotiations will start on the day You or Asmodeus Studio receive a written Notice of a Dispute in accordance with this Agreement.
If the dispute isn’t resolved within by Informal Resolution or small-claims court (below), You or Asmodeus Studio may start an arbitration in accordance with this Agreement.
12.2 Small Claims Court
Instead of using Informal Resolution, You and Asmodeus Studio agree that You may sue us in small-claims court in your choice of the county where you live or Wake County, North Carolina (if you meet the requirements of small-claims court). We hope you’ll try Informal Resolution first, but you don’t have to before going to small-claims court.
12.3 Binding Individual Arbitration.
THE ARBITRATION PROCEEDINGS IN THIS SECTION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY.
You and Asmodeus Studio agree that Disputes will be settled by binding individual arbitration conducted by the Judicial Arbitration Mediation Services, Inc. (“JAMS”) subject to the U.S. Federal Arbitration Act and federal arbitration law and according to the JAMS Streamlined Arbitration Rules and Procedures effective July 1, 2014 (the “JAMS Rules”) as modified by this Agreement.
This means that You and Asmodeus Studio agree to a dispute-resolution process where we submit any Dispute to a neutral arbitrator (not a judge or jury) that makes the final decision to resolve the Dispute. JAMS uses experienced professionals to arbitrate disputes, which helps You and Asmodeus Studio resolve any disputes fairly, but more quickly and efficiently than going to court. The arbitrator may award the same remedies to you individually as a court could, but only to the extent required to satisfy your individual claim.
The arbitrator’s decision is final, except for a limited review by courts under the U.S. Federal Arbitration Act, and can enforced like any other court order or judgment.
12.3.1 Disputes We Agree to Arbitrate:
You and Asmodeus Studio agree to submit all Disputes between You and Asmodeus Studio to individual binding arbitration. “Dispute” means any dispute, claim, or controversy (except those specifically exempted below) between You and Asmodeus Studio that relates to your use or attempted use of Asmodeus Studio’s products or services and Asmodeus Studio’s products and services generally, including without limitation the validity, enforceability, or scope of this Binding Individual Arbitration section.
You and Asmodeus Studio agree to arbitrate all Disputes regardless of whether the Dispute is based in contract, statute, regulation, ordinance, tort (including fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory.
The Informal Resolution and Arbitration sections do not apply to (1) individual actions in small-claims court; (2) pursuit of enforcement actions through a government agency if the law allows; (3) a complaint or remedy under the EU General Data Protection Regulation; (4) an action to compel or uphold any prior arbitration decision; (5) Asmodeus Studio’s right to seek injunctive relief against You in a court of law to preserve the status quo while an arbitration proceeds; (6) claims of piracy, creation, distribution, or promotion of Cheats, and intellectual-property infringement, and (7) the enforceability of the Class Action Waiver clause below.
You and Asmodeus Studio agree that whether a dispute is subject to arbitration under this Agreement will be determined by the arbitrator rather than a court.
12.3.2 Arbitration Procedure:
The arbitration will be conducted by a single JAMS arbitrator selected with substantial experience in resolving intellectual-property and commercial-contract disputes. You and Asmodeus Studio both agree that the arbitration will be conducted in the English language and that the arbitrator will be bound by this Agreement.
If an in-person hearing is required, the hearing will take place either in Wake County, North Carolina, or where You reside; you choose.
The arbitrator (not a judge or jury) will resolve the Dispute. Unless You and Asmodeus Studio agree otherwise, any decision or award will include a written statement stating the decision of each claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions.
The arbitrator may only award legal or equitable remedies that are requested by You or Asmodeus Studio to satisfy one of our individual claims (that the arbitrator determines are supported by credible relevant evidence). The arbitrator may not award relief against Asmodeus Studio respecting any person other than You.
Any decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial acceptance of any award and an order of enforcement.
12.3.3 Arbitration Fees and Location:
If You start the arbitration, you must pay the JAMS filing fee required for consumer arbitrations.
In some situations, Asmodeus Studio will help with your fees to (hopefully) get us to a resolution quickly and fairly:
If the Dispute involves $10,000 or less, Asmodeus Studio will pay all of the JAMS costs, including the fees you otherwise would have been required to pay.
If the above doesn’t apply to You, but You demonstrate that arbitration costs will be prohibitive compared to litigation costs, Asmodeus Studio will pay as much of your JAMS costs as the arbitrator finds is necessary to prevent arbitration from being cost-prohibitive (as compared to the cost of litigation).
Even if Asmodeus Studio wins the arbitration and the applicable law or the JAMS Rules allow Asmodeus Studio to seek our portion of the JAMS fees from you, we won’t.
The fee assistance offered above is contingent upon You bringing the arbitration claim in “good faith”. If the arbitrator finds You brought an arbitration claim against Asmodeus Studio for an improper purpose, frivolously, or without a sufficient pre-claim investigation into the facts or applicable law, then the payment of all fees will be governed by the JAMS rules.
JAMS costs do not include your Attorneys’ fees and costs and Attorneys’ fees and JAMS costs are not counted when determining how much a dispute involves.
Asmodeus Studio won’t seek our attorneys’ fees or expenses from you in any arbitration, even if the law or the JAMS rules entitle us to do so. If you choose to be represented by an attorney, you will pay your own attorneys’ fees and costs unless the applicable law provides otherwise.
12.3.4 Notice and Filing. If a Dispute must be arbitrated, You or Asmodeus Studio must start arbitration of the Dispute within two (2) years from when the Dispute first arose. If applicable law requires you to bring a claim for a Dispute sooner than two years after the Dispute first arose, you must start arbitration in that earlier time period. Asmodeus Studio encourages You to tell us about a Dispute as soon as possible so we can work to resolve it. The failure to provide timely notice shall bar all claims.
12.3.5 Continuation in Effect. This Binding Individual Arbitration section survives any termination of this Agreement or Asmodeus Studio’s provision of services to You.
12.3.6 Future Arbitration Changes. Although Asmodeus Studio may revise this Agreement in its discretion, Asmodeus Studio does not have the right to alter this agreement to arbitrate or the rules specified herein with respect to any Dispute once that Dispute arises.
12.4 Class Action Waiver.
To the maximum extent permitted by applicable law, You and Asmodeus Studio agree to only bring Disputes in an individual capacity and shall not:
seek to bring, join, or participate in any class or representative action, collective or class-wide arbitration, or any other action where another individual or entity acts in a representative capacity (e.g., private attorney general actions); or
consolidate or combine individual proceedings or permit an arbitrator to do so without the express consent of all parties to this Agreement and all other actions or arbitrations.
12.5 Severability.
If all or any provision of this Binding Individual Arbitration agreement is found invalid, unenforceable, or illegal, then You and Asmodeus Studio agree that the provision will be severed and the rest of the agreement shall remain in effect and be construed as if any severed provision had not been included. The sole exception is that if the Class Action Waiver is found invalid, unenforceable, or illegal, You and Asmodeus Studio agree that it will not be severable; this entire Binding Individual Arbitration section will be void and unenforceable and any dispute will be resolved in court subject to the venue and choice of clauses specified in this Agreement. Under no circumstances shall arbitration be conducted on a class basis without Asmodeus Studio’s express consent.
13. U.S. Government Matters
The Software is a “Commercial Item” (as defined at 48 C.F.R. §2.101), consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation” (as used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable). The Software is being licensed to U.S. Government end users only as Commercial Items and with only those rights as are granted to other licensees under this Agreement.
You represent and warrant to Asmodeus Studio that you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.
14. Amendments of this Agreement
Asmodeus Studio may issue an amended Agreement at any time in its discretion by posting the amended Agreement on its website or by providing you with digital access to the amended Agreement through the Software or other means. If any amendment to this Agreement is not acceptable to you, you may terminate this Agreement in accordance with Section 9 before such amended Agreement becomes effective, upon which you must stop using the Software. By using the Software after the amended Agreement becomes effective or otherwise indicating your acceptance of the amended Agreement, you are agreeing to be bound by the terms of the amended Agreement.
15. No Assignment
You may not, without the prior written consent of Asmodeus Studio, assign, transfer, charge, or sub-contract all or any of your rights or obligations under this Agreement, and any attempt without that consent will be null and void. If restrictions on transfer of the Software in this Agreement are not enforceable under the law of your country, then this Agreement will be binding on any transferee of the Software. Asmodeus Studio may at any time assign, transfer, charge, or sub-contract all or any of its rights or obligations under this Agreement.
16. Definitions
As used in this Agreement, the following capitalized words have the following meanings:
“Asmodeus Studio” means, Asmodeus Studio, Inc.
“Feedback” means any feedback or suggestions that you provide to Asmodeus Studio regarding the Software, Services or other Asmodeus Studio products and services.
“Software Specific Terms” means additional terms and conditions specific to a particular Software or Service.
“Services” means any services made available to you through the Software, including services to purchase, download, or use video games or other Software or Services.
“Software” means any (i) Asmodeus Studio software made available to you by Asmodeus Studio under this Agreement, including the Asmodeus Studio proprietary application known as Asmodeus Studio store and any Asmodeus Studio video games or other Asmodeus Studio software made available for download or use through the Asmodeus Studio store application, and (ii) third party video games or other third party software made available for download or use through the Asmodeus Studio store application. The term “Software” also includes any patches, updates, and upgrades to such Software, and all related content and documentation provided with or for the Software, additionally including but not limited to all software code, titles, themes, objects, characters, names, dialogue, catch phrases, locations, stories, artwork, animation, concepts, sounds, audio-visual effects, methods of operation, and musical compositions that are related to such Software, and any copies of any of the foregoing.
17. Miscellaneous
This Agreement, together with the Terms of Service, Privacy Policy, and any Software Specific Terms or other additional terms you may have agreed to with Asmodeus Studio, constitutes the entire agreement between you and Asmodeus Studio relating to the subject matter covered by this Agreement. All other communications, proposals, and representations with respect to the subject matter covered by this Agreement are excluded.
The original of this Agreement is in English; any translations are provided for reference purposes only. You waive any right you may have under the law of your country to have this Agreement written or construed in the language of any other country.
This Agreement describes certain legal rights. You may have other rights under the laws of your jurisdiction. This Agreement does not change your rights under the laws of your jurisdiction if the laws of your jurisdiction do not permit it to do so. Limitations and exclusions of warranties and remedies in this Agreement may not apply to you because your jurisdiction may not allow them in your particular circumstance. In the event that certain provisions of this Agreement are held by a court or tribunal of competent jurisdiction to be unenforceable, those provisions shall be enforced only to the furthest extent possible under applicable law and the remaining terms of this Agreement will remain in full force and effect.
Any act by Asmodeus Studio to exercise, or failure or delay in exercise of, any of its rights under this Agreement, at law or in equity will not be deemed a waiver of those or any other rights or remedies available in contract, at law or in equity.
You agree that this Agreement does not confer any rights or remedies on any person other than the parties to this Agreement, except as expressly stated.
Asmodeus Studio’s obligations are subject to existing laws and legal process, and Asmodeus Studio may comply with law enforcement or regulatory requests or requirements despite any contrary term in this Agreement.
Please read this Agreement carefully. It is a legal document that explains your rights and obligations related to your use of the Software, including any Services you access or purchases you make through the Software. By downloading or using the Software, or by otherwise indicating your acceptance of this Agreement, you are agreeing to be bound by the terms of this Agreement. If you do not or cannot agree to the terms of this Agreement, please do not download or use this Software.
In particular, we want to highlight some important terms, policies, and procedures in this Agreement. By accepting this Agreement:
1. You and Asmodeus Studio agree to resolve disputes between us in individual arbitration (not in court). We believe the alternative dispute-resolution process of arbitration will resolve any dispute fairly and more quickly and efficiently than formal court litigation. Section 12 explains the process in detail. We’ve put this up front (and in caps) because it’s important:
THIS AGREEMENT CONTAINS A BINDING, INDIVIDUAL ARBITRATION AND CLASS-ACTION WAIVER PROVISION. IF YOU ACCEPT THIS AGREEMENT, YOU AND ASMODEUS STUDIO AGREE TO RESOLVE DISPUTES IN BINDING, INDIVIDUAL ARBITRATION AND GIVE UP THE RIGHT TO GO TO COURT INDIVIDUALLY OR AS PART OF A CLASS ACTION, AND ASMODEUS STUDIO AGREES TO PAY YOUR ARBITRATION COSTS FOR ALL DISPUTES OF UP TO $10,000 THAT ARE MADE IN GOOD FAITH (SEE SECTION 12).
TO ENTER INTO THIS LICENSE AGREEMENT, YOU MUST BE AN ADULT OF THE LEGAL AGE OF MAJORITY IN YOUR COUNTRY OF RESIDENCE. YOU ARE LEGALLY AND FINANCIALLY RESPONSIBLE FOR ALL ACTIONS USING OR ACCESSING OUR SOFTWARE, INCLUDING THE ACTIONS OF ANYONE YOU ALLOW TO ACCESS TO YOUR ACCOUNT. YOU AFFIRM THAT YOU HAVE REACHED THE LEGAL AGE OF MAJORITY, UNDERSTAND AND ACCEPT THIS AGREEMENT (INCLUDING ITS DISPUTE RESOLUTION TERMS). IF YOU ARE UNDER THE LEGAL AGE OF MAJORITY, YOUR PARENT OR LEGAL GUARDIAN MUST CONSENT TO THIS AGREEMENT.
Certain words or phrases are defined to have certain meanings when used in this Agreement. Those words and phrases are defined below in Section 16.
1. License Grant
Asmodeus Studio grants you a personal, non-exclusive, non-transferable, non-sublicensable limited right and license to use the Software and Services for your personal, non-commercial use (the “License”). The rights that Asmodeus Studio grants you under the License are subject to the terms of this Agreement, and you may only make use of the License if you comply with all applicable terms.
The License becomes effective on the date you accept this Agreement. The Software is licensed, not sold, to you under the License. The License does not grant you any title or ownership in the Software.
Certain Software and Services may be subject to additional terms specific to that Software or Service, including for example Software Specific Terms. By using Software or a Service subject to additional terms, you agree to such additional terms.
2. License Conditions
You may not do any of the following with respect to the Software or any of their parts: (a) use it commercially or for a promotional purpose; (b) use it on more than one device at a time; (c) copy, reproduce, display, perform, or otherwise use it in a way that is not expressly authorized in this Agreement or its Software Specific Terms; (d) sell, rent, lease, license, distribute, or otherwise transfer it; (e) reverse engineer, derive source code from, modify, adapt, translate, decompile, or disassemble it or make derivative works based on it; (f) remove, disable, circumvent, or modify any proprietary notice or label or security technology included in it; (g) create, develop, distribute, or use any unauthorized software programs to gain advantage in any online or other game modes; (h) use it to infringe or violate the rights of any third party, including but not limited to any intellectual property, publicity, or privacy rights; (i) use, export, or re-export it in violation of any applicable law or regulation; or (j) behave in a manner which is detrimental to the enjoyment of the Software or Services by other users as intended by Asmodeus Studio, in Asmodeus Studio’s sole judgment, including but not limited to the following – cheating, harassment, use of abusive or offensive language, game abandonment, game sabotage, spamming, social engineering, or scamming.
3. Updates and Patches
Asmodeus Studio may provide patches, updates, or upgrades to the Software that must be installed in order for you to continue to use the Software or Services. Asmodeus Studio may update the Software remotely without notifying you, and you hereby consent to Asmodeus Studio applying patches, updates, and upgrades. Asmodeus Studio may modify, suspend, discontinue, substitute, replace, or limit your access to any aspect of the Software or Services at any time. You acknowledge that your use of the Software or Services does not confer on you any interest, monetary or otherwise, in any aspect or feature of the Software or Services, including but not limited to any in-game rewards, achievements, character levels. You also acknowledge that any character data, game progress, game customization or other data related to your use of the Software or Services may cease to be available to you at any time without notice from Asmodeus Studio, including without limitation after a patch, update, or upgrade is applied by Asmodeus Studio. Asmodeus Studio does not have any maintenance or support obligations with respect to the Software or Services.
4. Mods
Asmodeus Studio may permit you to use the Services to create, develop, upload, submit, transmit, or otherwise make available to Asmodeus Studio and other users additions, enhancements, modifications, or other user generated content for certain video games (“Mods”) as permitted by the developer or publisher of such video games (“Rightsholder”). You will comply with all third-party applicable terms of service, end user license agreements, and policies relating to Mods, including any agreements or policies provided by the Rightsholder. With respect to each Mod, you will provide complete and accurate disclosures in response to all requests made by Asmodeus Studio or the Rightsholder regarding the use of intellectual property within the Mod, the Mod's security and data privacy measures and processes, and information pertinent to content ratings, and you are responsible for ensuring that the Mod is, and remains, compatible with the Services and the applicable video game(s).
You represent and warrant that your Mods do not (1) violate applicable law, (2) violate or infringe any third party rights, including intellectual property rights or privacy, publicity, or moral rights, or (3) contain any viruses or malicious code or content, such as any software that interferes with, disrupts, damages, or provides unauthorized access to devices, servers, networks or other properties or services of any third party. Asmodeus Studio reserves the right to take down any Mods in its discretion.
Asmodeus Studio will not sell your Mods unless You have entered into a separate agreement with Asmodeus Studio permitting it to do so. You acknowledge and agree that (1) You are not entitled to any compensation by Asmodeus Studio for your Mods unless expressly provided in a separate agreement with Asmodeus Studio, (2) Asmodeus Studio has no obligation to accept, distribute, or make available any of your Mods, (3) Asmodeus Studio will provide your email address to Rightsholders to enable Rightsholders to contact you in connection with your Mods, and (4) Asmodeus Studio may forward to You claims or notices that You do not have all necessary rights in and to Your Mod.
By submitting Mods to Asmodeus Studio, you hereby grant to Asmodeus Studio a non-exclusive, fully-paid, royalty-free, and revocable license to use, copy, modify, distribute, publicly perform, and publicly display your Mods for the purpose of enabling end users to install and use the Mods.
5. Feedback
If you provide Asmodeus Studio with any Feedback, you hereby grant Asmodeus Studio a non-exclusive, fully-paid, royalty-free, irrevocable, perpetual, transferable, sublicensable license to use, reproduce, distribute, modify, adapt, prepare derivative works based on, publicly perform, publicly display, make, have made, use, sell, offer to sell, import, and otherwise exploit that Feedback for any purposes, for all current and future methods and forms of exploitation in any country. If any such rights may not be licensed under applicable law (such as moral and other personal rights), you hereby waive and agree not to assert all such rights. You understand and agree that Asmodeus Studio is not required to make any use of any Feedback that you provide. You agree that if Asmodeus Studio makes use of your Feedback, Asmodeus Studio is not required to credit or compensate you. You represent and warrant that you have sufficient rights in any Feedback that you provide to Asmodeus Studio to grant Asmodeus Studio and other affected parties the rights described above. This includes but is not limited to intellectual property rights and other proprietary or personal rights.
6. Ownership/Third Party Licenses
Asmodeus Studio and its licensors own all title, ownership rights, and intellectual property rights in the Software and Services. Asmodeus Studio, Asmodeus Studio, and their respective logos, are trademarks or registered trademarks of Asmodeus Studio and its affiliates in the United States of America and elsewhere. All rights granted to you under this Agreement are granted by express license only and not by sale. No license or other rights shall be created hereunder by implication, estoppel, or otherwise.
7. Disclaimers and Limitation of Liability
The Software and Services are provided on an “as is” and “as available” basis, “with all faults” and without warranty of any kind. Asmodeus Studio, its affiliates, and its and their licensors and service providers (collectively, the “Asmodeus Studio Parties”) disclaim all representations, warranties and conditions (whether express or implied) with respect to the Software and Services, including without limitation regarding non-infringement, merchantability, or fitness or suitability for any purpose (whether or not Asmodeus Studio knows or has reason to know of any such purpose), whether arising under law, by reason of custom or usage in the trade, or by course of dealing. Without limiting the generality of the foregoing, the Asmodeus Studio Parties make no warranty that (1) the Software or Services will operate properly, (2) the operation of the Software or Services will be uninterrupted or free of bugs, errors, or malware (such as viruses), or (3) any defects in the Software or Services can or will be corrected. This paragraph will apply to the maximum extent permitted by applicable law.
To the maximum extent permitted by applicable law, the Asmodeus Studio Parties shall not be liable for any loss of profits or any indirect, incidental, consequential, special, punitive, or exemplary damages arising out of or in connection with this Agreement, the Software or Services, even if an Asmodeus Studio Party has been advised of the possibility of such damages. Further, to the maximum extent permitted by applicable law, the aggregate liability of the Asmodeus Studio Parties arising out of or in connection with this Agreement or the Software or Services will not exceed the total amounts you have paid (if any) to Asmodeus Studio for the particular Software or Service to which the liability relates during the twelve (12) months immediately preceding the events giving rise to such liability. These limitations and exclusions regarding damages apply even if any remedy fails to provide adequate compensation.
As used in the above exclusion of certain warranties and limitation of liability, the term “Asmodeus Studio Parties” includes the developer of a Software or Service licensed to you under this Agreement (whether Asmodeus Studio, its affiliate, or a third party) unless you have agreed to Software Specific Terms for that Software or Service that include a disclaimer of the developer’s warranties or limitation of the developer’s liability.
Notwithstanding the foregoing, some countries, states, provinces or other jurisdictions do not allow the exclusion of certain warranties or the limitation of liability as stated above, so the above terms may not apply to you. Instead, in such jurisdictions, the foregoing exclusions and limitations shall apply only to the extent permitted by the laws of such jurisdictions. Also, you may have additional legal rights in your jurisdiction, and nothing in this Agreement will prejudice the statutory rights that you may have as a consumer of the Software or Services.
8. Indemnity
You agree to indemnify, pay the defense costs of, and hold harmless the Asmodeus Studio Parties and their respective employees, officers, directors, agents, contractors, and other representatives from all claims, demands, actions, losses, liabilities, and expenses (including attorneys’ fees, costs, and expert witnesses’ fees) that arise from or in connection with (a) any claim that, if true, would constitute a breach by you of this Agreement or negligence by you, (b) any act or omission by you in using the Software or Services, or (c) any claim of infringement or violation of any third-party intellectual property rights arising from Asmodeus Studio’s use of your UGC or Feedback. You agree to reimburse the Asmodeus Studio Parties on demand for any defense costs incurred by the Asmodeus Studio Parties and any payments made or loss suffered by the Asmodeus Studio Parties, whether in a court judgment or settlement, based on any matter covered by this Section 8.
If you are prohibited by law from entering into the indemnification obligation above, then you assume, to the extent permitted by law, all liability for all claims, demands, actions, losses, liabilities, and expenses (including attorneys’ fees, costs and expert witnesses’ fees) that are the stated subject matter of the indemnification obligation above.
As used in the above indemnity provisions, the term “Asmodeus Studio Parties” includes the developer of a Software or Service licensed to you under this Agreement (whether Asmodeus Studio, its affiliate, or a third party) unless you have agreed to Software Specific Terms for that Software or Service that include an indemnity of the developer.
9. Termination
Without limiting any other rights of Asmodeus Studio, this Agreement will terminate automatically without notice if you fail to comply with any of its terms and conditions. You may also terminate this Agreement by deleting all copies of the Software. Upon any termination, the License will automatically terminate, you may no longer exercise any of the rights granted to you by the License, and you must destroy all copies of the Software in your possession.
Except as expressly stated otherwise herein or to the extent required by law, all payments and fees are non-refundable under all circumstances, regardless of whether or not this Agreement has been terminated.
Sections 2, 4-13, 15-17 will survive any termination of this Agreement.
10. Purchases and Payment
You may not conduct such payments or purchase transactions or use such digital items or services for any unlawful purpose. Such payments and transactions are solely between you and the Developer pursuant to the Developer’s terms of sale or end user license agreement between you and the Developer. Asmodeus Studio is not a party to such payments or transactions.
11. Governing Law and Jurisdiction
You agree that this Agreement will be deemed to have been made and executed in the State of North Carolina, U.S.A., and any dispute will be resolved in accordance with the laws of North Carolina, excluding that body of law related to choice of laws, and of the United States of America. Any action or proceeding brought to enforce the terms of this Agreement or to adjudicate any dispute must be brought in the Superior Court of Wake County, State of North Carolina or the United States District Court for the Eastern District of North Carolina. You agree to the exclusive jurisdiction and venue of these courts. You waive any claim of inconvenient forum and any right to a jury trial. The Convention on Contracts for the International Sale of Goods will not apply. Any law or regulation which provides that the language of a contract shall be construed against the drafter will not apply to this Agreement.
12. Binding, Individual Arbitration; Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
Most issues can be resolved quickly and amicably by contacting Asmodeus Studio customer support at Asmodeus Studio games. But we understand that sometimes disputes can’t be easily resolved by customer support. This Section explains how You and Asmodeus Studio agree to resolve those disputes, including (where applicable) by binding, individual arbitration.
Arbitration is an alternative dispute-resolution procedure that allows us to resolve issues without the formality of going to court. Any dispute between You and Asmodeus Studio is submitted to a neutral arbitrator (not a judge or jury) for fair and fast resolution. Arbitration is more efficient for both you and Asmodeus Studio.
12.1 Informal Resolution.
If you have an issue that our customer support can’t resolve, prior to starting arbitration You and Asmodeus Studio agree to attempt to resolve the dispute informally to help get us to a resolution and control costs for both parties. You and Asmodeus Studio agree to make a good-faith effort to negotiate any dispute between us for at least 30 days (“Informal Resolution”). Those informal negotiations will start on the day You or Asmodeus Studio receive a written Notice of a Dispute in accordance with this Agreement.
If the dispute isn’t resolved within by Informal Resolution or small-claims court (below), You or Asmodeus Studio may start an arbitration in accordance with this Agreement.
12.2 Small Claims Court
Instead of using Informal Resolution, You and Asmodeus Studio agree that You may sue us in small-claims court in your choice of the county where you live or Wake County, North Carolina (if you meet the requirements of small-claims court). We hope you’ll try Informal Resolution first, but you don’t have to before going to small-claims court.
12.3 Binding Individual Arbitration.
THE ARBITRATION PROCEEDINGS IN THIS SECTION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY.
You and Asmodeus Studio agree that Disputes will be settled by binding individual arbitration conducted by the Judicial Arbitration Mediation Services, Inc. (“JAMS”) subject to the U.S. Federal Arbitration Act and federal arbitration law and according to the JAMS Streamlined Arbitration Rules and Procedures effective July 1, 2014 (the “JAMS Rules”) as modified by this Agreement.
This means that You and Asmodeus Studio agree to a dispute-resolution process where we submit any Dispute to a neutral arbitrator (not a judge or jury) that makes the final decision to resolve the Dispute. JAMS uses experienced professionals to arbitrate disputes, which helps You and Asmodeus Studio resolve any disputes fairly, but more quickly and efficiently than going to court. The arbitrator may award the same remedies to you individually as a court could, but only to the extent required to satisfy your individual claim.
The arbitrator’s decision is final, except for a limited review by courts under the U.S. Federal Arbitration Act, and can enforced like any other court order or judgment.
12.3.1 Disputes We Agree to Arbitrate:
You and Asmodeus Studio agree to submit all Disputes between You and Asmodeus Studio to individual binding arbitration. “Dispute” means any dispute, claim, or controversy (except those specifically exempted below) between You and Asmodeus Studio that relates to your use or attempted use of Asmodeus Studio’s products or services and Asmodeus Studio’s products and services generally, including without limitation the validity, enforceability, or scope of this Binding Individual Arbitration section.
You and Asmodeus Studio agree to arbitrate all Disputes regardless of whether the Dispute is based in contract, statute, regulation, ordinance, tort (including fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory.
The Informal Resolution and Arbitration sections do not apply to (1) individual actions in small-claims court; (2) pursuit of enforcement actions through a government agency if the law allows; (3) a complaint or remedy under the EU General Data Protection Regulation; (4) an action to compel or uphold any prior arbitration decision; (5) Asmodeus Studio’s right to seek injunctive relief against You in a court of law to preserve the status quo while an arbitration proceeds; (6) claims of piracy, creation, distribution, or promotion of Cheats, and intellectual-property infringement, and (7) the enforceability of the Class Action Waiver clause below.
You and Asmodeus Studio agree that whether a dispute is subject to arbitration under this Agreement will be determined by the arbitrator rather than a court.
12.3.2 Arbitration Procedure:
The arbitration will be conducted by a single JAMS arbitrator selected with substantial experience in resolving intellectual-property and commercial-contract disputes. You and Asmodeus Studio both agree that the arbitration will be conducted in the English language and that the arbitrator will be bound by this Agreement.
If an in-person hearing is required, the hearing will take place either in Wake County, North Carolina, or where You reside; you choose.
The arbitrator (not a judge or jury) will resolve the Dispute. Unless You and Asmodeus Studio agree otherwise, any decision or award will include a written statement stating the decision of each claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions.
The arbitrator may only award legal or equitable remedies that are requested by You or Asmodeus Studio to satisfy one of our individual claims (that the arbitrator determines are supported by credible relevant evidence). The arbitrator may not award relief against Asmodeus Studio respecting any person other than You.
Any decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial acceptance of any award and an order of enforcement.
12.3.3 Arbitration Fees and Location:
If You start the arbitration, you must pay the JAMS filing fee required for consumer arbitrations.
In some situations, Asmodeus Studio will help with your fees to (hopefully) get us to a resolution quickly and fairly:
If the Dispute involves $10,000 or less, Asmodeus Studio will pay all of the JAMS costs, including the fees you otherwise would have been required to pay.
If the above doesn’t apply to You, but You demonstrate that arbitration costs will be prohibitive compared to litigation costs, Asmodeus Studio will pay as much of your JAMS costs as the arbitrator finds is necessary to prevent arbitration from being cost-prohibitive (as compared to the cost of litigation).
Even if Asmodeus Studio wins the arbitration and the applicable law or the JAMS Rules allow Asmodeus Studio to seek our portion of the JAMS fees from you, we won’t.
The fee assistance offered above is contingent upon You bringing the arbitration claim in “good faith”. If the arbitrator finds You brought an arbitration claim against Asmodeus Studio for an improper purpose, frivolously, or without a sufficient pre-claim investigation into the facts or applicable law, then the payment of all fees will be governed by the JAMS rules.
JAMS costs do not include your Attorneys’ fees and costs and Attorneys’ fees and JAMS costs are not counted when determining how much a dispute involves.
Asmodeus Studio won’t seek our attorneys’ fees or expenses from you in any arbitration, even if the law or the JAMS rules entitle us to do so. If you choose to be represented by an attorney, you will pay your own attorneys’ fees and costs unless the applicable law provides otherwise.
12.3.4 Notice and Filing. If a Dispute must be arbitrated, You or Asmodeus Studio must start arbitration of the Dispute within two (2) years from when the Dispute first arose. If applicable law requires you to bring a claim for a Dispute sooner than two years after the Dispute first arose, you must start arbitration in that earlier time period. Asmodeus Studio encourages You to tell us about a Dispute as soon as possible so we can work to resolve it. The failure to provide timely notice shall bar all claims.
12.3.5 Continuation in Effect. This Binding Individual Arbitration section survives any termination of this Agreement or Asmodeus Studio’s provision of services to You.
12.3.6 Future Arbitration Changes. Although Asmodeus Studio may revise this Agreement in its discretion, Asmodeus Studio does not have the right to alter this agreement to arbitrate or the rules specified herein with respect to any Dispute once that Dispute arises.
12.4 Class Action Waiver.
To the maximum extent permitted by applicable law, You and Asmodeus Studio agree to only bring Disputes in an individual capacity and shall not:
seek to bring, join, or participate in any class or representative action, collective or class-wide arbitration, or any other action where another individual or entity acts in a representative capacity (e.g., private attorney general actions); or
consolidate or combine individual proceedings or permit an arbitrator to do so without the express consent of all parties to this Agreement and all other actions or arbitrations.
12.5 Severability.
If all or any provision of this Binding Individual Arbitration agreement is found invalid, unenforceable, or illegal, then You and Asmodeus Studio agree that the provision will be severed and the rest of the agreement shall remain in effect and be construed as if any severed provision had not been included. The sole exception is that if the Class Action Waiver is found invalid, unenforceable, or illegal, You and Asmodeus Studio agree that it will not be severable; this entire Binding Individual Arbitration section will be void and unenforceable and any dispute will be resolved in court subject to the venue and choice of clauses specified in this Agreement. Under no circumstances shall arbitration be conducted on a class basis without Asmodeus Studio’s express consent.
13. U.S. Government Matters
The Software is a “Commercial Item” (as defined at 48 C.F.R. §2.101), consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation” (as used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable). The Software is being licensed to U.S. Government end users only as Commercial Items and with only those rights as are granted to other licensees under this Agreement.
You represent and warrant to Asmodeus Studio that you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.
14. Amendments of this Agreement
Asmodeus Studio may issue an amended Agreement at any time in its discretion by posting the amended Agreement on its website or by providing you with digital access to the amended Agreement through the Software or other means. If any amendment to this Agreement is not acceptable to you, you may terminate this Agreement in accordance with Section 9 before such amended Agreement becomes effective, upon which you must stop using the Software. By using the Software after the amended Agreement becomes effective or otherwise indicating your acceptance of the amended Agreement, you are agreeing to be bound by the terms of the amended Agreement.
15. No Assignment
You may not, without the prior written consent of Asmodeus Studio, assign, transfer, charge, or sub-contract all or any of your rights or obligations under this Agreement, and any attempt without that consent will be null and void. If restrictions on transfer of the Software in this Agreement are not enforceable under the law of your country, then this Agreement will be binding on any transferee of the Software. Asmodeus Studio may at any time assign, transfer, charge, or sub-contract all or any of its rights or obligations under this Agreement.
16. Definitions
As used in this Agreement, the following capitalized words have the following meanings:
“Asmodeus Studio” means, Asmodeus Studio, Inc.
“Feedback” means any feedback or suggestions that you provide to Asmodeus Studio regarding the Software, Services or other Asmodeus Studio products and services.
“Software Specific Terms” means additional terms and conditions specific to a particular Software or Service.
“Services” means any services made available to you through the Software, including services to purchase, download, or use video games or other Software or Services.
“Software” means any (i) Asmodeus Studio software made available to you by Asmodeus Studio under this Agreement, including the Asmodeus Studio proprietary application known as Asmodeus Studio store and any Asmodeus Studio video games or other Asmodeus Studio software made available for download or use through the Asmodeus Studio store application, and (ii) third party video games or other third party software made available for download or use through the Asmodeus Studio store application. The term “Software” also includes any patches, updates, and upgrades to such Software, and all related content and documentation provided with or for the Software, additionally including but not limited to all software code, titles, themes, objects, characters, names, dialogue, catch phrases, locations, stories, artwork, animation, concepts, sounds, audio-visual effects, methods of operation, and musical compositions that are related to such Software, and any copies of any of the foregoing.
17. Miscellaneous
This Agreement, together with the Terms of Service, Privacy Policy, and any Software Specific Terms or other additional terms you may have agreed to with Asmodeus Studio, constitutes the entire agreement between you and Asmodeus Studio relating to the subject matter covered by this Agreement. All other communications, proposals, and representations with respect to the subject matter covered by this Agreement are excluded.
The original of this Agreement is in English; any translations are provided for reference purposes only. You waive any right you may have under the law of your country to have this Agreement written or construed in the language of any other country.
This Agreement describes certain legal rights. You may have other rights under the laws of your jurisdiction. This Agreement does not change your rights under the laws of your jurisdiction if the laws of your jurisdiction do not permit it to do so. Limitations and exclusions of warranties and remedies in this Agreement may not apply to you because your jurisdiction may not allow them in your particular circumstance. In the event that certain provisions of this Agreement are held by a court or tribunal of competent jurisdiction to be unenforceable, those provisions shall be enforced only to the furthest extent possible under applicable law and the remaining terms of this Agreement will remain in full force and effect.
Any act by Asmodeus Studio to exercise, or failure or delay in exercise of, any of its rights under this Agreement, at law or in equity will not be deemed a waiver of those or any other rights or remedies available in contract, at law or in equity.
You agree that this Agreement does not confer any rights or remedies on any person other than the parties to this Agreement, except as expressly stated.
Asmodeus Studio’s obligations are subject to existing laws and legal process, and Asmodeus Studio may comply with law enforcement or regulatory requests or requirements despite any contrary term in this Agreement.