END USER LICENSE AGREEMENT (EULA)

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END USER LICENSE AGREEMENT
Please read this EULA carefully, as it sets out the basis upon which we license the Software for use.
By clicking "accept agreement" when you first install the Software, you agree to be bound by the provisions of this EULA. If you do not agree to be bound by the provisions of this EULA, you must click "Cancel" during the installation process and promptly delete all copies of the Software from any and all media in your possession.
By agreeing to be bound by this EULA, you further agree that any person you authorise to use the Software will comply with the provision of this EULA.

1. Definitions
1.1 Except to the extent expressly provided otherwise, in this EULA:
"Charges" means those amounts that the parties have agreed in writing shall be payable by the User to the Licensor in respect of this EULA;
"Documentation" means the documentation for the Software produced by the Licensor and delivered or made available by the Licensor to the User;
"EULA" means this end user licence agreement, including any amendments to this end user licence agreement from time to time;
"Effective Date" means the date of acceptance of this end user license agreement;
"Force Majeure Event" means an event, or a series of related events, that is outside the reasonable control of the party affected (including but not limited to failures of the internet or any public telecommunications network, hacker attacks, denial of service attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars);
"Intellectual Property Rights" means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these "intellectual property rights" include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);
"Licensor" means Devlyn Napoli, Jr. dba Critical Density Studios
"Licensor Indemnity Event" has the meaning given to it in Clause 13.1;
"Maintenance Services" means the supply to the User of Updates and Upgrades;
"Minimum Term" means, in respect of this EULA, the period of 12 months beginning on the Effective Date;
"Services" means any services that the Licensor provides to the User, or has an obligation to provide to the User, under this EULA;
"Software" means the software identified in this EULA;
"Software Defect" means a defect, error or bug in the Software having an adverse effect on the appearance, operation, functionality or performance of the Software, but excluding any defect, error or bug caused by or arising as a result of:
(a) any act or omission of the User;
(b) any use of the Software contrary to the Documentation by the User or any person authorised by the User to use the Software;
(c) a failure of the User to perform or observe any of its obligations in this EULA; and/or
(d) an incompatibility between the Software and any other system, network, application, program, hardware or software not specified as compatible in the Software Specification;
"Software Specification" means the specification for the Software set out in the Documentation;
"Source Code" means the Software code in human-readable form or any part of the Software code in human-readable form, including code compiled to create the Software or decompiled from the Software, but excluding interpreted code comprised in the Software;
"Support Services" means support in relation to the use of the Software and the identification and resolution of errors in the Software, but shall not include the provision of training services whether in relation to the Software or otherwise;
"Term" means the term of this EULA, commencing in accordance with Clause 3.1 and ending in accordance with Clause 3.2;
"Update" means a hotfix, patch or minor version update to the Software;
"Upgrade" means a major version upgrade of the Software;
"User" means the person to whom the Licensor grants a right to use the Software under this EULA; and
2. Credit
2.1 This document was created using a template from SEQ Legal
2.2 “Greats of the Gridiron” uses the Unreal® Engine. Unreal® is a trademark or registered trademark of Epic Games, Inc. in the United States of America and elsewhere.
3. Term
3.1 This EULA shall come into force upon the Effective Date.
3.2 This EULA shall continue in force indefinitely, subject to termination in accordance with Clause 14.
4. Licence
4.1 The Licensor hereby grants to the User from the date of supply of the Software to the User indefinitely a worldwide, non-exclusive licence to:
(a) install 1 of instance the Software;
(b) use 1 instance of the Software in accordance with the Documentation; and
(c) create, store and maintain 2 back-up copies of the Software,
subject to the limitations and prohibitions set out and referred to in this Clause 4.
4.2 The User may not sub-license and must not purport to sub-license any rights granted under Clause 4.1 without the prior written consent of the Licensor.
OR
4.2 The User may not sub-license the rights granted in Clause 4.1 to any third party for the purposes of hosting the Software. Any such sub-licence shall automatically terminate upon the termination of the licence in Clause 4.1.
4.3 Save to the extent expressly permitted by this EULA or required by applicable law on a non-excludable basis, any licence granted under this Clause 4 shall be subject to the following prohibitions:
(a) the User must not sell, resell, rent, lease, loan, supply, publish, distribute or redistribute the Software;
(b) the User must not alter, edit or adapt the Software;
(c) the User must not decompile, de-obfuscate or reverse engineer, or attempt to decompile, de-obfuscate or reverse engineer, the Software.
4.4 The User shall be responsible for the security of copies of the Software supplied to the User under this EULA (or created from such copies) and shall use all reasonable endeavours (including all reasonable security measures) to ensure that access to such copies is restricted to persons authorised to use them under this EULA.
5. Source Code
5.1 Nothing in this EULA shall give to the User or any other person any right to access or use the Source Code or constitute any licence of the Source Code.
6. Maintenance Services
6.1 This Software is provided “as is” and “as available” basis, “with all faults” and without warranty of any kind and the Licensor is under no obligation to provide any maintenance services, except at the discretion of the Licensor.
7. Support Services
7.1 This Software is provided “as is” and “as available” basis, “with all faults” and without warranty of any kind and the Licensor is under no obligation to provide any maintenance services, except at the discretion of the Licensor.
8. No assignment of Intellectual Property Rights
8.1 Nothing in this EULA shall operate to assign or transfer any Intellectual Property Rights from the Licensor to the User, or from the User to the Licensor.
9. Warranties
9.1 This Software is provided “as is” and “as available” basis, “with all faults” and without warranty of any kind and the Licensor is under no obligation to provide any maintenance services, except at the discretion of the Licensor.
10. Acknowledgements and warranty limitations
10.1 The User acknowledges that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of this EULA, the Licensor gives no warranty or representation that the Software will be wholly free from defects, errors and bugs.
10.2 The User acknowledges that complex software is never entirely free from security vulnerabilities; and subject to the other provisions of this EULA, the Licensor gives no warranty or representation that the Software will be entirely secure.
10.3 The User acknowledges that the Software is only designed to be compatible with that software specified as compatible in the Software Specification; and the Licensor does not warrant or represent that the Software will be compatible with any other software.
10.4 The User acknowledges that the Licensor will not provide any legal, financial, accountancy or taxation advice under this EULA or in relation to the Software; and, the Licensor does not warrant or represent that the Software or the use of the Software by the User will not give rise to any legal liability on the part of the User or any other person.
11. Indemnities
11.1 The Licensor shall not indemnify the User against any liabilities, damages, losses, costs and expenses (including legal expenses and amounts reasonably paid in settlement of legal claims) suffered or incurred by the User and arising directly or indirectly as a result of any breach by the Licensor of this EULA (a "Licensor Indemnity Event").
12. Termination
12.1 The Licensor may terminate this EULA at any time without notice to the User.
12.2 The User may terminate this EULA at any time without notice to the Licensor and must remove all copies of the Software in the User’s possession.
13. Effects of termination
13.1 Upon the termination of this EULA, all of the provisions of this EULA shall cease to have effect.
13.4 For the avoidance of doubt, the licences of the Software in this EULA shall terminate upon the termination of this EULA; and, accordingly, the User must immediately cease to use the Software upon the termination of this EULA.
13.5 Immediately following the termination of this EULA, the User must:
(a) irrevocably delete from all computer systems in its possession or control all copies of the Software.
14. General
14.1 No breach of any provision of this EULA shall be waived except with the express written consent of the party not in breach.
14.2 If any provision of this EULA is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of the EULA will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant provision will be deemed to be deleted).
14.3 This EULA may not be varied except by a written document signed by or on behalf of each of the parties.
14.4 Neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise deal in or dispose of any contractual rights or obligations under this EULA.
14.5 This EULA is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to this EULA are not subject to the consent of any third party.
14.6 Nothing in this EULA shall exclude or limit any liability of a party for fraud or fraudulent misrepresentation, or any other liability of a party that may not be excluded or limited under applicable law.
14.7 This EULA shall constitute the entire agreement between the parties in relation to the subject matter of this EULA, and shall supersede all previous agreements, arrangements and understandings between the parties in respect of that subject matter.
14.8 This EULA shall be governed by and construed in accordance with United States law.
14.9 The courts of United States shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this EULA.
15. Interpretation
15.1 In this EULA, a reference to a statute or statutory provision includes a reference to:
(a) that statute or statutory provision as modified, consolidated and/or re-enacted from time to time; and
(b) any subordinate legislation made under that statute or statutory provision.
15.2 The Clause headings do not affect the interpretation of this EULA.
15.3 In this EULA, general words shall not be given a restrictive interpretation by reason of being preceded or followed by words indicating a particular class of acts, matters or things.

Disclaimers and Limitation of Liability
"Greats of the Gridiron" includes the Unreal® Engine code and other code, materials, and information (the “Epic Materials”) from Epic Games, Inc. (“Epic”). All Epic Materials are provided on an “as is” and “as available” basis, “with all faults” and without warranty of any kind. Devlyn Napoli, Jr., Epic, and Epic’s affiliates disclaim all warranties, conditions, common law duties, and representations (express, implied, oral, and written) with respect to the Epic Materials, including without limitation all express, implied, and statutory warranties and conditions of any kind, such as title, non-interference with your enjoyment, authority, non-infringement, merchantability, fitness or suitability for any purpose (whether or not Epic knows or has reason to know of any such purpose), system integration, accuracy or completeness, results, reasonable care, workmanlike effort, lack of negligence, and lack of viruses, whether alleged to arise under law, by reason of custom or usage in the trade, or by course of dealing. Without limiting the generality of the foregoing, Devlyn Napoli, Jr., Epic, and Epic’s affiliates make no warranty that (1) any of the Epic Materials will operate properly, including as integrated in "Greats of the Gridiron", (2) that the Epic Materials will meet your requirements, (3) that the operation of the Epic Materials will be uninterrupted, bug free, or error free in any or all circumstances, (4) that any defects in the Epic Materials can or will be corrected, (5) that the Epic Materials are or will be in compliance with a platform manufacturer’s rules or requirements, or (6) that a platform manufacturer has approved or will approve this "Greats of the Gridiron", or will not revoke approval of this "Greats of the Gridiron" for any or no reason. Any warranty against infringement that may be provided in Section 2-312 of the Uniform Commercial Code or in any other comparable statute is expressly disclaimed by Devlyn Napoli, Jr. and Epic. Devlyn Napoli, Jr., Epic, and Epic’s affiliates do not guarantee continuous, error-free, virus-free, or secure operation of or access to the Epic Materials. This paragraph will apply to the maximum extent permitted by applicable law.

To the maximum extent permitted by applicable law, neither Devlyn Napoli, Jr., Epic, Epic’s licensors, nor its or their affiliates, nor any of Devlyn Napoli, Jr's or Epic’s service providers, shall be liable in any way for loss or damage of any kind resulting from the use or inability to use the Epic Materials or otherwise in connection with this Agreement, including but not limited to loss of goodwill, work stoppage, computer failure, or malfunction, or any and all other commercial damages or losses. In no event will Devlyn Napoli, Jr., Epic, Epic’s licensors, nor its or their affiliates, nor any of Devlyn Napoli, Jr.’s or Epic’s service providers be liable for any loss of profits or any indirect, incidental, consequential, special, punitive, or exemplary damages, or any other damages arising out of or in connection with this Agreement or the Epic Materials, or the delay or inability to use or lack of functionality of the Epic Materials, even in the event of Devlyn Napoli, Jr.’s, Epic’s, or Epic’s affiliates’ fault, tort (including negligence), strict liability, indemnity, product liability, breach of contract, breach of warranty, or otherwise and even if Devlyn Napoli, Jr., Epic or Epic’s affiliates have been advised of the possibility of such damages. These limitations and exclusions regarding damages apply even if any remedy fails to provide adequate compensation.
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of Devlyn Napoli, Jr., Epic, Epic’s licensors, its and their affiliates, and any of Devlyn Napoli, Jr.’s or Epic’s service providers shall be limited to the full extent permitted by law.