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END USER LICENSE AGREEMENT
Updated: October 14, 2021
1. IMPORTANT, PLEASE READ CAREFULLY:
YOU SHOULD READ THE FOLLOWING TERMS AND CONDITIONS BEFORE ACCESSING OR USING THE SOFTWARE PRODUCT. THIS END-USER LICENSE AGREEMENT ("EULA") IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY), THE END USER, AND Beijing CE-Asia Co. Ltd. AND ITS AFFILIATES ("CE-Asia"). FOR LASER LEAGUE: WORLD ARENA, WHICH INCLUDES COMPUTER SOFTWARE AND MAY INCLUDE ASSOCIATED MEDIA, PRINTED MEDIA, AND "ON-LINE" OR ELECTRONIC DOCUMENTATION (COLLECTIVELY, "SOFTWARE PRODUCT"). BY ACCESSING, INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE PRODUCT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, YOU MAY NOT ACCESS, INSTALL, COPY, DOWNLOAD OR USE THE SOFTWARE PRODUCT. IF YOU DO NOT AGREE, CLICK "DISAGREE/DECLINE." YOU AGREE THAT YOUR USE OF THE SOFTWARE ACKNOWLEDGES THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
2. OWNERSHIP
It is hereby understood and agreed that Beijing CE-Asia Co. Ltd., a company organized under the laws of People’s Republic of China, with offices at BEIJING, CHINA (Licensor) and/or its licensors is/are the owner of all right title and interest to the Software Product, regardless of the media or form of the original download, whether by the World Wide Web, disk or otherwise. You, as licensee (Licensee) through your downloading, installing, copying or use of this product do not acquire any ownership rights to the Software Product.
3. GENERAL
The Software Product is licensed, not sold, to you by CE-Asia for use only under the terms of this EULA. The Software Product is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The rights granted herein are limited to CE-Asia's and its licensors' intellectual property rights in the Software Product and do not include any other patents or intellectual property rights. The terms of this EULA will govern any software upgrades provided by CE-Asia that replace and/or supplement the original Software Product, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
4. SOFTWARE PRODUCT
The Software Product, as used in this EULA, means, collectively and/or as applicable:
1. The Software Product package (if any);
2. Any and all contents, components, attachments, software, media, and code with which this Agreement is provided and delivered via the Web Site;
3. Any and all images, photographs, art, art work, clip art, fonts or other artistic works (the "Art Work");
4. Related explanatory written materials and instructions, and any other possible documentation related thereto ("Documentation"); and Upgrades, modified versions, updates, additions and copies of the Software Product (the "Upgrades"), if any, licensed to by CE-Asia under this EULA.
5. GRANT OF LICENSE AND RESTRICTIONS
A. CE-Asia grants you a non-exclusive, non-transferable End-User license right to access the Software Product via an on-demand online service and/or install the Software Product on the local hard disk(s) or other permanent storage media of one computer and use the Software Product on a single computer or terminal at a time. To the extent applicable, Licensee may physically transfer the Program between computers provided that it is used on only one computer at any given time.
B. Unless provided otherwise in the Documentation or by prior express written consent of CE-Asia, you shall not display, modify, reproduce and distribute any Art Work, or portion(s) thereof, included with or relating to the Software Product, if any. Any such authorized display, modification, reproduction and distribution shall be in full accord with this EULA. Under no circumstances will your use, display, modification, reproduction and distribution of the Art Work give you any Intellectual Property or Proprietary Rights of the Art Work. All rights, title, and interest belong solely to CE-Asia.
C. You shall not, without CE-Asia's express written consent:
1. Copy or reproduce the Software Product;
2. Electronically transfer the Software Product through a LAN (local area network) or other
network system or "bulletin board" systems; or
3. Modify, adapt, or create derivative works based on the Software Product or any
accompanying materials.
6. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
A. From time to time, at CE-Asia's sole discretion, CE-Asia may provide you with support services related to the Software Product ("Support Services"). CE-Asia reserves the right to alter, suspend, and terminate the Support Services at any time and for any reason. Use of Support Services is governed by this EULA and CE-Asia's Policies and Guidelines, available for download and viewing on the CE-Asia Corporate Web Site.
B. Any supplemental software, code, content, or media provided to you in the course of Support Services shall be considered part of the Software Product and subject to the terms and conditions of this EULA.
C. CE-Asia and/or its licensors retain(s) all right, title, and interest in and to the Software Product, and any rights not granted to you herein are reserved by CE-Asia and/or its licensors. You hereby expressly agree not to extract information, reverse engineer, disassemble, decompile, or translate the Software Product, or otherwise attempt to derive the source code of the Software, except to the extent allowed under any applicable law. In the event that such activities are permitted by applicable law, any information you, or your authorized agent, discover shall be promptly disclosed to CE-Asia and shall be deemed the confidential information of CE-Asia.
D. You shall not modify, sublicense, assign, or transfer the Software Product or any rights under this EULA, except as expressly provided in this EULA. Any attempt to other sublicense, assign, or transfer any of the rights, duties, or obligations will be void.
E. You may permanently transfer all of your rights under this EULA, provided you retain no copies, you transfer all of the Software Product (including all component parts, the media and printed materials, any upgrades, this EULA, and all modifications and portions of the program contained or merged into other provisions). The other party must agree to accept the terms and conditions of the EULA.
F. ALL RIGHTS NOT EXPRESSLY GRANTED HEREIN ARE RESERVED BY CE-Asia.
7. USER-GENERATED CONTENT
A. The Software Product may allow you to create user-generated content, including but not limited to postings, screenshots, user generated artwork, or other content that can be viewed by others (“User-Generated Content”). You agree that neither CE-Asia, nor its licensors, nor any first party platform provider, on which you access and/or use the Software Product, is liable for User-Generated Content that is provided by others. CE-Asia has no duty to pre-screen User- Generated Content, but CE-Asia has the right to refuse to post, edit, or deliver submitted User- Generated Content. CE-Asia reserves the right to remove User-Generated Content for any reason, but CE-Asia is not responsible for any failure or delay in removing such material. CE-Asia reserves the right to block any user’s access to any content, website or webpage that CE-Asia provides in our sole discretion.
B. You represent that you have the right to post any User-Generated Content which you post to and/or in relation to the Software Product, and that such content, or its use by us as contemplated by this Agreement, does not violate this Agreement, applicable law, or the intellectual property rights of others. In exchange for use of the Software Product, you hereby grant CE-Asia and/or its licensors and/or the platform manufacturer upon which you access and/or use the Software Platform, a non-exclusive, royalty-free, perpetual, irrevocable, fully transferable and sub- licensable worldwide right and license to use your contributions including but not limited to the rights to reproduce, distribute, adapt, modify, create derivative works from, perform, display, publish, broadcast, transmit, or otherwise communicate to the public in all media now known or hereafter devised, for any purpose, without any further notice or compensation to you. You hereby waive and relinquish any claim based upon "moral rights" (as that term is commonly understood) or any rights of attribution or integrity in connection with content submitted to us hereunder. This license grant, and the above waiver of any applicable moral rights, survives any termination of this License.
Please consider carefully your player conduct and note that CE-Asia does not condone the following behaviors, in particular:
Any offensive behavior directed toward or about other individuals or groups of people
Any unlawful or illegal behavior or actions
Any attempt to mislead, trick or exploit others or the impersonation of other people
Any infringement of another person or company’s intellectual property or other rights
Any racist, sexist, homophobic or other discriminatory practices
Any bullying or abuse of others
Any attempts or actions to damage CE-Asia’s or another person or company’s reputation
Any pornographic materials
Any advertising or self-promotion
8. THE TERMINATION OF ONLINE SERVICES AND AGREEMENTS
A. LASER LEAGUE: WORLD ARENA is an online game that must be played over the Internet through the Service as provided by CE-Asia in designated area. You understand and agree that CE-Asia has the right to decide on its own the services it provides, and can partially or completely terminate or interrupt the service in accordance with the EULA. You understand and agree that, in the foregoing circumstances, CE-Asia will take measures in accordance with the requirements of applicable laws and regulations at the time. You will not require CE-Asia to continue to provide the service for any reason, and you will not require CE-Asia and/or its licensors to bear compensation beyond scope of the law due to the termination or interruption of the service.
B. Excluding the limitation of liability, the validity period of this authorization is until the termination of service announced by CE-Asia. However, you have the right to terminate this agreement at any time by destroying the Software Product with all copies, full or partial, and removing all of its component parties.
C. Your rights under this EULA will terminate automatically without notice from CE-Asia if you fail to comply with any term(s) or condition(s) of this EULA. In such event, no notice shall be required by CE-Asia to effect such termination.
D. Upon termination of this EULA, you shall cease all use of the Software Product and destroy all copies, full or partial, together with all backup copies, modifications, printed or written materials, and merged portions in any form and remove all component parts of the Software Product.
9. INTELLECTUAL PROPERTY RIGHTS
A. CE-Asia and/or its licensors shall retain all right, title, and interest in the Software Product and to any modifications or improvements made thereto, and any upgrades, updates or Documentation provided to End-User. End-User will not obtain any rights in the Software Product, its updates, upgrades, and Documentation, as a result of its responsibilities hereunder.
B. End-User acknowledges CE-Asia's and/or its licensor’s exclusive rights in the Software Product and that the Software Product is unique and original to CE-Asia and/or its licensors and that CE-Asia and/or its licensor is owner thereof. Unless otherwise permitted by law, End-User shall not, at any time during or after the effective Term of the Agreement, dispute or contest, directly or indirectly, CE-Asia's and/or its licensor’s exclusive right and title to the Software Product or the validity thereof.
C. End-User shall not attempt to develop any Software Product that contains the "look and feel" of any of the Software Product.
10. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CE-ASIA, ITS LICENSORS WITH RESPECT OT THE SOFTWARE PRODUCT, AND EACH SUCH PARTY’S RESPECTIVE AFFILIATES OR LICENSEES, BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT OR THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF CE-ASIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, CE-ASIA'S AND/OR ITS LICENSOR’S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS EULA SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE PRODUCT; PROVIDED HOWEVER, IF YOU HAVE ENTERED INTO A SUPPORT SERVICES AGREEMENT, CE-ASIA'S ENTIRE LIABILITY REGARDING SUPPORT SERVICES SHALL BE GOVERNED BY THE TERMS OF THAT AGREEMENT. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
11. DISPUTE RESOLUTION, GOVERNING LAW
Disputes are expensive and time-consuming for both parties. In order to shorten the resolution time and reduce the cost of resolution, you and CE-Asia agree to resolve any disputes or claims (collectively referred to as "disputes") related to these clauses through negotiation as far as possible.
A. Binding Arbitration. If you and CE-Asia are unable to resolve a Dispute through informal negotiations (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other. The arbitration shall be commenced and conducted under the jurisdiction of New York courts in the United States.“”’ The arbitration award is final and binding on both parties. Your arbitration costs and the arbitration compensation that you should share shall be borne by you.
B. Restrictions. You and CE-Asia agree that any arbitration shall be limited to the Dispute between CE-Asia and you individually. To the full extent permitted by law, (1) no arbitration shall be joined with any other; (2) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (3) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
C. Exceptions to Negotiations and Arbitration. You and CE-Asia agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (1) any Disputes seeking to enforce or protect, or concerning the validity of, any of your or CE-Asia’s intellectual property rights; (2) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (3) any claim for injunctive relief.
D. GOVERNING LAW. Unless explicitly stated otherwise, terms in this agreement shall be governed by the laws of New York, and the principle of choice of law shall not apply.
12. CHANGES TO THIS EULA OR TO THE PRODUCT
THE TERMS OF THIS AGREEMENT MAY BE AMENDED, SUPPLEMENTED OR MODIFIED AT ANY TIME BY CE-ASIA IN ITS DISCRETION, WHEN CE-ASIA UPDATES OR UPGRADES THE SOFTWARE PRODUCT EFFECTIVE UPON PRIOR NOTICE AS FOLLOWS: (1) Official announcement; (2) E-mail; (3) Mail; (4) Announcement in game; (5) Patch notes. Please pay attention to the relevant content. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you may terminate this Agreement in accordance with Section 8. Your installation and use of any of CE-Asia’s updates, upgrades or modifications to the Software or your continued use of the Software following notice of changes to this Agreement, shall conclusively demonstrate your acceptance of such changes. CE-Asia may change, modify, suspend, or discontinue any aspect of the Software at any time. CE-Asia may also impose limits on certain features or restrict your access to parts or all of the Software Product without notice or liability.
Updated: October 14, 2021
1. IMPORTANT, PLEASE READ CAREFULLY:
YOU SHOULD READ THE FOLLOWING TERMS AND CONDITIONS BEFORE ACCESSING OR USING THE SOFTWARE PRODUCT. THIS END-USER LICENSE AGREEMENT ("EULA") IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY), THE END USER, AND Beijing CE-Asia Co. Ltd. AND ITS AFFILIATES ("CE-Asia"). FOR LASER LEAGUE: WORLD ARENA, WHICH INCLUDES COMPUTER SOFTWARE AND MAY INCLUDE ASSOCIATED MEDIA, PRINTED MEDIA, AND "ON-LINE" OR ELECTRONIC DOCUMENTATION (COLLECTIVELY, "SOFTWARE PRODUCT"). BY ACCESSING, INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE PRODUCT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, YOU MAY NOT ACCESS, INSTALL, COPY, DOWNLOAD OR USE THE SOFTWARE PRODUCT. IF YOU DO NOT AGREE, CLICK "DISAGREE/DECLINE." YOU AGREE THAT YOUR USE OF THE SOFTWARE ACKNOWLEDGES THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
2. OWNERSHIP
It is hereby understood and agreed that Beijing CE-Asia Co. Ltd., a company organized under the laws of People’s Republic of China, with offices at BEIJING, CHINA (Licensor) and/or its licensors is/are the owner of all right title and interest to the Software Product, regardless of the media or form of the original download, whether by the World Wide Web, disk or otherwise. You, as licensee (Licensee) through your downloading, installing, copying or use of this product do not acquire any ownership rights to the Software Product.
3. GENERAL
The Software Product is licensed, not sold, to you by CE-Asia for use only under the terms of this EULA. The Software Product is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The rights granted herein are limited to CE-Asia's and its licensors' intellectual property rights in the Software Product and do not include any other patents or intellectual property rights. The terms of this EULA will govern any software upgrades provided by CE-Asia that replace and/or supplement the original Software Product, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
4. SOFTWARE PRODUCT
The Software Product, as used in this EULA, means, collectively and/or as applicable:
1. The Software Product package (if any);
2. Any and all contents, components, attachments, software, media, and code with which this Agreement is provided and delivered via the Web Site;
3. Any and all images, photographs, art, art work, clip art, fonts or other artistic works (the "Art Work");
4. Related explanatory written materials and instructions, and any other possible documentation related thereto ("Documentation"); and Upgrades, modified versions, updates, additions and copies of the Software Product (the "Upgrades"), if any, licensed to by CE-Asia under this EULA.
5. GRANT OF LICENSE AND RESTRICTIONS
A. CE-Asia grants you a non-exclusive, non-transferable End-User license right to access the Software Product via an on-demand online service and/or install the Software Product on the local hard disk(s) or other permanent storage media of one computer and use the Software Product on a single computer or terminal at a time. To the extent applicable, Licensee may physically transfer the Program between computers provided that it is used on only one computer at any given time.
B. Unless provided otherwise in the Documentation or by prior express written consent of CE-Asia, you shall not display, modify, reproduce and distribute any Art Work, or portion(s) thereof, included with or relating to the Software Product, if any. Any such authorized display, modification, reproduction and distribution shall be in full accord with this EULA. Under no circumstances will your use, display, modification, reproduction and distribution of the Art Work give you any Intellectual Property or Proprietary Rights of the Art Work. All rights, title, and interest belong solely to CE-Asia.
C. You shall not, without CE-Asia's express written consent:
1. Copy or reproduce the Software Product;
2. Electronically transfer the Software Product through a LAN (local area network) or other
network system or "bulletin board" systems; or
3. Modify, adapt, or create derivative works based on the Software Product or any
accompanying materials.
6. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
A. From time to time, at CE-Asia's sole discretion, CE-Asia may provide you with support services related to the Software Product ("Support Services"). CE-Asia reserves the right to alter, suspend, and terminate the Support Services at any time and for any reason. Use of Support Services is governed by this EULA and CE-Asia's Policies and Guidelines, available for download and viewing on the CE-Asia Corporate Web Site.
B. Any supplemental software, code, content, or media provided to you in the course of Support Services shall be considered part of the Software Product and subject to the terms and conditions of this EULA.
C. CE-Asia and/or its licensors retain(s) all right, title, and interest in and to the Software Product, and any rights not granted to you herein are reserved by CE-Asia and/or its licensors. You hereby expressly agree not to extract information, reverse engineer, disassemble, decompile, or translate the Software Product, or otherwise attempt to derive the source code of the Software, except to the extent allowed under any applicable law. In the event that such activities are permitted by applicable law, any information you, or your authorized agent, discover shall be promptly disclosed to CE-Asia and shall be deemed the confidential information of CE-Asia.
D. You shall not modify, sublicense, assign, or transfer the Software Product or any rights under this EULA, except as expressly provided in this EULA. Any attempt to other sublicense, assign, or transfer any of the rights, duties, or obligations will be void.
E. You may permanently transfer all of your rights under this EULA, provided you retain no copies, you transfer all of the Software Product (including all component parts, the media and printed materials, any upgrades, this EULA, and all modifications and portions of the program contained or merged into other provisions). The other party must agree to accept the terms and conditions of the EULA.
F. ALL RIGHTS NOT EXPRESSLY GRANTED HEREIN ARE RESERVED BY CE-Asia.
7. USER-GENERATED CONTENT
A. The Software Product may allow you to create user-generated content, including but not limited to postings, screenshots, user generated artwork, or other content that can be viewed by others (“User-Generated Content”). You agree that neither CE-Asia, nor its licensors, nor any first party platform provider, on which you access and/or use the Software Product, is liable for User-Generated Content that is provided by others. CE-Asia has no duty to pre-screen User- Generated Content, but CE-Asia has the right to refuse to post, edit, or deliver submitted User- Generated Content. CE-Asia reserves the right to remove User-Generated Content for any reason, but CE-Asia is not responsible for any failure or delay in removing such material. CE-Asia reserves the right to block any user’s access to any content, website or webpage that CE-Asia provides in our sole discretion.
B. You represent that you have the right to post any User-Generated Content which you post to and/or in relation to the Software Product, and that such content, or its use by us as contemplated by this Agreement, does not violate this Agreement, applicable law, or the intellectual property rights of others. In exchange for use of the Software Product, you hereby grant CE-Asia and/or its licensors and/or the platform manufacturer upon which you access and/or use the Software Platform, a non-exclusive, royalty-free, perpetual, irrevocable, fully transferable and sub- licensable worldwide right and license to use your contributions including but not limited to the rights to reproduce, distribute, adapt, modify, create derivative works from, perform, display, publish, broadcast, transmit, or otherwise communicate to the public in all media now known or hereafter devised, for any purpose, without any further notice or compensation to you. You hereby waive and relinquish any claim based upon "moral rights" (as that term is commonly understood) or any rights of attribution or integrity in connection with content submitted to us hereunder. This license grant, and the above waiver of any applicable moral rights, survives any termination of this License.
Please consider carefully your player conduct and note that CE-Asia does not condone the following behaviors, in particular:
Any offensive behavior directed toward or about other individuals or groups of people
Any unlawful or illegal behavior or actions
Any attempt to mislead, trick or exploit others or the impersonation of other people
Any infringement of another person or company’s intellectual property or other rights
Any racist, sexist, homophobic or other discriminatory practices
Any bullying or abuse of others
Any attempts or actions to damage CE-Asia’s or another person or company’s reputation
Any pornographic materials
Any advertising or self-promotion
8. THE TERMINATION OF ONLINE SERVICES AND AGREEMENTS
A. LASER LEAGUE: WORLD ARENA is an online game that must be played over the Internet through the Service as provided by CE-Asia in designated area. You understand and agree that CE-Asia has the right to decide on its own the services it provides, and can partially or completely terminate or interrupt the service in accordance with the EULA. You understand and agree that, in the foregoing circumstances, CE-Asia will take measures in accordance with the requirements of applicable laws and regulations at the time. You will not require CE-Asia to continue to provide the service for any reason, and you will not require CE-Asia and/or its licensors to bear compensation beyond scope of the law due to the termination or interruption of the service.
B. Excluding the limitation of liability, the validity period of this authorization is until the termination of service announced by CE-Asia. However, you have the right to terminate this agreement at any time by destroying the Software Product with all copies, full or partial, and removing all of its component parties.
C. Your rights under this EULA will terminate automatically without notice from CE-Asia if you fail to comply with any term(s) or condition(s) of this EULA. In such event, no notice shall be required by CE-Asia to effect such termination.
D. Upon termination of this EULA, you shall cease all use of the Software Product and destroy all copies, full or partial, together with all backup copies, modifications, printed or written materials, and merged portions in any form and remove all component parts of the Software Product.
9. INTELLECTUAL PROPERTY RIGHTS
A. CE-Asia and/or its licensors shall retain all right, title, and interest in the Software Product and to any modifications or improvements made thereto, and any upgrades, updates or Documentation provided to End-User. End-User will not obtain any rights in the Software Product, its updates, upgrades, and Documentation, as a result of its responsibilities hereunder.
B. End-User acknowledges CE-Asia's and/or its licensor’s exclusive rights in the Software Product and that the Software Product is unique and original to CE-Asia and/or its licensors and that CE-Asia and/or its licensor is owner thereof. Unless otherwise permitted by law, End-User shall not, at any time during or after the effective Term of the Agreement, dispute or contest, directly or indirectly, CE-Asia's and/or its licensor’s exclusive right and title to the Software Product or the validity thereof.
C. End-User shall not attempt to develop any Software Product that contains the "look and feel" of any of the Software Product.
10. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CE-ASIA, ITS LICENSORS WITH RESPECT OT THE SOFTWARE PRODUCT, AND EACH SUCH PARTY’S RESPECTIVE AFFILIATES OR LICENSEES, BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT OR THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF CE-ASIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, CE-ASIA'S AND/OR ITS LICENSOR’S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS EULA SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE PRODUCT; PROVIDED HOWEVER, IF YOU HAVE ENTERED INTO A SUPPORT SERVICES AGREEMENT, CE-ASIA'S ENTIRE LIABILITY REGARDING SUPPORT SERVICES SHALL BE GOVERNED BY THE TERMS OF THAT AGREEMENT. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
11. DISPUTE RESOLUTION, GOVERNING LAW
Disputes are expensive and time-consuming for both parties. In order to shorten the resolution time and reduce the cost of resolution, you and CE-Asia agree to resolve any disputes or claims (collectively referred to as "disputes") related to these clauses through negotiation as far as possible.
A. Binding Arbitration. If you and CE-Asia are unable to resolve a Dispute through informal negotiations (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other. The arbitration shall be commenced and conducted under the jurisdiction of New York courts in the United States.“”’ The arbitration award is final and binding on both parties. Your arbitration costs and the arbitration compensation that you should share shall be borne by you.
B. Restrictions. You and CE-Asia agree that any arbitration shall be limited to the Dispute between CE-Asia and you individually. To the full extent permitted by law, (1) no arbitration shall be joined with any other; (2) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (3) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
C. Exceptions to Negotiations and Arbitration. You and CE-Asia agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (1) any Disputes seeking to enforce or protect, or concerning the validity of, any of your or CE-Asia’s intellectual property rights; (2) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (3) any claim for injunctive relief.
D. GOVERNING LAW. Unless explicitly stated otherwise, terms in this agreement shall be governed by the laws of New York, and the principle of choice of law shall not apply.
12. CHANGES TO THIS EULA OR TO THE PRODUCT
THE TERMS OF THIS AGREEMENT MAY BE AMENDED, SUPPLEMENTED OR MODIFIED AT ANY TIME BY CE-ASIA IN ITS DISCRETION, WHEN CE-ASIA UPDATES OR UPGRADES THE SOFTWARE PRODUCT EFFECTIVE UPON PRIOR NOTICE AS FOLLOWS: (1) Official announcement; (2) E-mail; (3) Mail; (4) Announcement in game; (5) Patch notes. Please pay attention to the relevant content. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you may terminate this Agreement in accordance with Section 8. Your installation and use of any of CE-Asia’s updates, upgrades or modifications to the Software or your continued use of the Software following notice of changes to this Agreement, shall conclusively demonstrate your acceptance of such changes. CE-Asia may change, modify, suspend, or discontinue any aspect of the Software at any time. CE-Asia may also impose limits on certain features or restrict your access to parts or all of the Software Product without notice or liability.