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END USER LICENCE AGREEMENT
PLEASE READ THIS END USER LICENCE AGREEMENT (“EULA” OR “AGREEMENT“) CAREFULLY. BY USING AND PARTICIPATING IN THE GAME YOU AGREE THAT THIS EULA IS ENFORCEABLE LIKE ANY WRITTEN CONTRACT SIGNED BY YOU. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS EULA, DO NOT INSTALL OR USE THE GAME. YOU ARE RESPONSIBLE FOR ANY INTERNET CONNECTION FEES THAT YOU INCUR WHEN USING AND PARTICIPATING.
This EULA and the Privacy Policy, as any of the foregoing may be amended from time to time, together with any posted rules or instructions regarding a particular activity, poll, or other offering (all such terms hereafter collectively “Game Terms”), govern your participation and use of the videogame, application, software, their associated upgrades, patches, and updates and related services (the “Game”) and any other product, online service or web site currently offered or which will be offered by CHONGMING STUDIO, or any of its subsidiaries and affiliates (collectively, “CMS”).
CMS reserves the right, at any time and in its sole and absolute discretion, to revise, update, change, modify, add to, supplement, or delete certain terms of this EULA. CMS will inform you about such revisions by email and/or during log in. Unless indicated otherwise, such revisions affecting existing CMS Services shall be effective at the earlier of your acceptance, or thirty (30) days after posting. If any future changes to this EULA are unacceptable to you or cause you to no longer be in agreement or compliance with this EULA, you may terminate this EULA in accordance with this EULA. You are responsible for checking this EULA periodically for changes.
Capitalized terms used in this EULA without definition shall have the meanings specified in the Terms of Use.
I. Rules of Conduct
While participating in the Game, you also agree to comply with certain rules of conduct that govern your use of the Game (“Rules of Conduct”), for example you may not:
• Harass, threaten, embarrass, or do anything else to another user that is unwanted, such as repeatedly sending unwanted messages or making personal attacks or statements about race, sexual orientation, religion, heritage, etc. Hate speech is not tolerated.
• Disrupt the flow of chat in chat rooms with vulgar language, abusiveness, hitting the return key repeatedly or inputting large images so the screen goes by too fast to read, use of excessive shouting [all caps] in an attempt to disturb other users, “spamming” or flooding [posting repetitive text].
• Impersonate another person (including celebrities), indicate falsely that you are a CMS employee or a representative of CMS, or attempt to mislead users by indicating that you represent CMS or any of CMS’s partners or affiliates.
• Attempt to get a password, access information, or other private information from anyone else on CMS Services.
• Promote or encourage any illegal activity including hacking, cracking or distribution of counterfeit versions of the Game and software.
• Upload files that contain a virus or corrupted data.
• Post messages for any purpose other than personal communication, including advertising or promotional messaging, chain letters, pyramid schemes, or other commercial activities.
• Improperly use web support or complaint buttons or make false reports to CMS staff.
• Use or distribute “auto” software programs, “macro” software programs or other “cheat utility” software program or applications.
• Modify any part of the CMS Services that CMS does not specifically authorize you to modify.
• Post or communicate any user’s real-world personal information using a CMS Service.
• Attempt to interfere with, hack into or decipher any transmissions to or from the servers for a CMS Service.
• Attempt to use CMS Software on or through any service that is not controlled or authorized by CMS.
• Exploit the Game or any of its parts thereof or CMS Services, for any commercial purpose, including without limitation (a) use at a cyber cafe, computer gaming center or any other location-based site; (b) for gathering in-game virtual, items or resources for sale outside the Game; or (c)performing in-game services in exchange for payment outside the Game, e.g., power-leveling.
• Interfere with the ability of others to enjoy playing a CMS Service or take actions that interfere with or materially increase the cost to provide a CMS Service for the enjoyment of all its users.
• Exploit errors in design, features which are not documented, and/or bugs to gain access that would otherwise not be available or to obtain any competitive advantage.
• Reverse engineer, decompile or disassemble all or any portion of the Game.
• Facilitate, create or maintain any unauthorized connection to the Game, including without limitation and (b) any connection using programs or tools not expressly approved by CMS;
This above-referenced list of prohibitions only provides examples of unacceptable conduct and is not intended to be a complete or exclusive list of prohibited conduct. Your online conduct should be guided by common sense and respect for others who access and use the Game (whether or not such third parties are registered users of the Game) and for the employees and representatives of CMS. You must also obey all federal, provincial, state, and local laws, regulations and rules that apply to your activities when you use the Game. CMS reserves the right to terminate this EULA and to prevent your use of any and all CMS Services if your Access is used to engage in illegal activity, violates these rules of conduct, or otherwise any CMS Terms.
I. Limited Use License
CMS hereby grants to you a limited, personal, nonexclusive, nontransferable, non-assignable and fully revocable license to use the Game and any Content therefrom for your individual, non-commercial, entertainment purposes only. The foregoing license is subject to the following: (1) you are current with your payment of all applicable fees for the use of the Game and CMS Services to which you have subscribed and (2) you comply with the Terms of Use (if any), this EULA and the Privacy Policy and you are not otherwise in breach of any CMS Terms. The foregoing grant of license shall be automatically revoked as of the moment that any of the foregoing conditions are no longer met by you.
The Game may require or allow you to download CMS Software. In such cases, CMS grants to you a non-exclusive, limited license to use CMS Software solely for the purpose stated by CMS at the time the CMS Software is made available to you. If an End User License Agreement is provided with the CMS Software, your use of the CMS Software is subject to the terms of that license agreement in addition to these Terms of Service. You may not sub-license, or charge others to use or access CMS Software. You may not translate, reverse-engineer, reverse-compile or decompile, disassemble or make derivative works from CMS Software. You may not modify CMS Software or use it in any way not expressly authorized in writing by CMS. You understand that CMS’s introduction of various technologies may not be consistent across all platforms and that the performance of CMS Software and related CMS Services may vary depending on your Device and other equipment.
From time to time, CMS may provide you with updates or modifications to the Game. You understand that certain updates and modifications may be required in order to continue the use of the Game. You agree that CMS may stop to support previous versions of the Game upon availability of an updated version.
II. Consent to Monitor
When you use the Game, or participate in any other CMS Service, your IP address (the Internet protocol address from which you access any of the above) may be stored in our records. When the Game, or any element or module thereof, is updated or “patched,” our patch routine may check your Device to see that you have the most recent version of game-specific files; when you communicate within the Game or any communication feature in the Game (e.g. live chat, instant message services and the like), even “privately” to another person, you do so with the understanding that those communications go through our servers, can be monitored by us. Accordingly, you have no expectation of privacy in any of those communications and, accordingly, you expressly consent to monitoring of communications that you send and receive.
You agree that we may communicate with you via telephone, email and any similar technology for any purpose relating to the Game, and any CMS Service which may in the future be provided by us or on our behalf. You expressly permit CMS to upload CPU, operating system, video card, sound card and memory information from your Device to analyze and optimize your Game experience, improve and maintain the Game and/or provide you with customer service. In the event that the Game detects an unauthorized third party program, (a) the Game may communicate information back to us, including without limitation your Account username, details about the unauthorized third party program detected and the activities or functions performed thereby, and/or (b) we may exercise any or all of its rights and remedies under the CMS Terms without prior notice to the user(s) linked to such unauthorized third party program.
III. Intellectual Property
CMS Services and all title, ownership rights and intellectual property rights in and to the Game (including, without limitation, all text, graphics, music or sounds, all messages or items of information, fictional characters, names, themes, objects, scenery, costumes, effects, dialogues, slogans, places, characters, diagrams, concepts, choreographies, videos, audio-visual effects, domain names and any other elements which are part of the Game, individually or in combination) are owned by CMS or CMS’s licensors and are protected by China and International copyright, trade dress, patent, and trademark laws, international conventions, and other laws protecting intellectual property and related proprietary rights. You may not copy or download any Content from the Game or a CMS Service unless our terms expressly authorize you to do so. You agree not to remove, obscure, or alter copyright, patent, trademark, or other proprietary rights notices affixed to Content. You may not sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Game. CMS reserves all rights in CMS owned and licensed Game and CMS Services that are not expressly granted to you in this EULA or CMS Terms. You acknowledge that CMS and/or third-party content providers remain the owners of all materials posted in the Game, and that you do not acquire any of those ownership rights by downloading copyrighted materials.
Making unauthorized copies of the Game may result in the termination of this EULA, prohibition on use of CMS Services, and further legal action. Content owners may take criminal or civil action against you for unauthorized use of intellectual property.
IV. Access to the Game
THE GAME MAY BE PROTECTED BY DIGITAL RIGHTS MANAGEMENT SOFTWARE (“DRM SOFTWARE”). IN SUCH CASE, YOU HEREBY AGREE, ACKNOWLEDGE AND CONSENT TO THE FOLLOWING REGARDING THE DRM SOFTWARE: (I) THE INSTALLATION OF THE GAME WILL CAUSE THE DRM SOFTWARE TO BE INSTALLED ON YOUR DEVICE; (II) THE DRM SOFTWARE MAY LIMIT THE NUMBER OF INSTALLATIONS OF THE GAME; (III) THE DRM SOFTWARE MAY INSTALL ON YOUR DEVICE ADDITIONAL COMPONENTS REQUIRED FOR COPY PROTECTION; AND (IV) DURING THE INSTALLATION AND/OR THE FIRST LAUNCH OF THE GAME, AN ONLINE CONNECTION MAY BE REQUIRED TO UNLOCK THE GAME THROUGH THE DRM SOFTWARE. IN NO EVENT SHALL CMS BE LIABLE IN CONNECTION WITH THE COMPONENTS THAT MAY BE INSTALLED ON YOUR DEVICE BY ANY DRM SOFTWARE. FOR FURTHER INFORMATION, PLEASE VISIT THE WEBSITE OF THE DRM SOFTWARE APPEARING DURING THE INSTALLATION OF THE GAME. RESTRICTIONS OF AGE MAY BE IMPOSED TO ACCESS ONLINE SERVICES AND FEATURES IN COMPLIANCE WITH LOCAL LAWS.
V. Termination
This EULA is effective from the earlier of the date you purchase, download or use the Game, until terminated according to its terms. Both you and CMS (or its licensors) may terminate this EULA at any time for any reason or for no reason. Termination by CMS will be effective upon notice to you, termination or deletion of your Account (if any), or CMS’s decision to permanently discontinue offering and/or supporting the Game, which it may do at any time in its sole discretion. You may terminate this EULA (and consequently, your Account (if any)) at any time by notifying CMS at soulatstake@qq.com. Upon termination of this Agreement, your right to use the Game shall immediately cease you must immediately uninstall the Game and destroy all copies of the Game in your possession.
CMS reserves the right to collect fees, surcharges or costs incurred before you terminate this EULA.
I. Disclaimers & Indemnification
This Section shall survive termination of this EULA.
A. Limitations on Warranty & Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY AGREE THAT THE USE OF THE GAME OR ANY OTHER CMS SERVICE, CMS SOFTWARE, AND THE INTERNET IS AT YOUR SOLE RISK. THE GAME, CMS SERVICES, CMS SOFTWARE, CMS’S PRODUCTS AND THIRD-PARTY SERVICES AND PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS SUCH WARRANTIES MAY NOT BE EXCLUDED BY LAW. CMS PROVIDES THE GAME AND CMS SERVICES ON A COMMERCIALLY REASONABLE BASIS AND DOES NOT WARRANT MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR THAT YOU WILL BE ABLE TO ACCESS OR USE CMS SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT CMS WILL HAVE ADEQUATE CAPACITY FOR CMS SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA OR THAT THE CMS SERVICES WILL BE ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED, OR THAT THE CMS SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. USE OF THE WEBSITE, INCLUDING, WITHOUT LIMITATION, ALL COMMUNICATION FEATURES OF THE WEBSITE, IS AT YOUR SOLE RISK TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH CMS OR ITS LICENSORS IS TO STOP USING THE GAME AND ANY CMS SERVICES. YOU ACKNOWLEDGE AND AGREE THAT CMS, ITS LICENSORS AND AFFILIATES ARE NOT LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING CONDUCT, COMMUNICATION OR CONTENT ON ANY CMS SERVICES OR USE OF CMS SOFTWARE. IN NO CASE SHALL CMS OR ITS LICENSORS, AFFILIATES’, EMPLOYEES’, OFFICERS’, OR DIRECTORS’ (COLLECTIVELY, “CMS AFFILIATES“) LIABILITY TO YOU EXCEED THE AMOUNT THAT YOU PAID TO CMS FOR CMS SERVICES. IN NO CASE SHALL CMS OR CMS AFFILIATES BE LIABLE FOR DIRECT, GENERAL, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFIT OR REVENUES, ARISING FROM YOUR USE OF CMS SERVICES, CMS SOFTWARE, THE INTERNET OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF CMS SERVICES OR ACCOUNTS. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, CMS’S AND CMS AFFILIATES’ LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
B. Indemnification
Upon CMS’s request, you agree to defend, indemnify and hold harmless CMS and its affiliates, licensors, employees, contractors, officers, directors, vendors, and content providers from all liabilities, claims and expenses, including attorneys’ fees that arise from a breach of this EULA, or any other CMS Terms, for which you are responsible. Without limiting the generality of the foregoing, you agree to indemnify and hold CMS harmless for any improper or illegal use of the Game.
You are solely responsible for any damage caused to CMS, its licensors, providers and contractors, other users of the Game or any other individual or legal entity as a result of your violation of this EULA.
CMS reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. In that event, you shall have no further obligation to provide indemnification to CMS in that matter.
C. Updates: Possible Setbacks and Loss of Data
IMPORTANT: CMS MAY FIND IT NECESSARY TO MAKE UPDATES, OR RESET CERTAIN PARAMETERS TO BALANCE GAME PLAY AND USAGE OF THE GAME AND CMS SERVICES. THESE UPDATES OR “RESETS” MAY CAUSE YOU SETBACKS WITHIN THE GAME AND MAY AFFECT CHARACTERS, GAMES, GROUPS OR OTHER ENTITLEMENTS UNDER YOUR CONTROL. CMS RESERVES THE RIGHT TO MAKE THESE UPDATES AND IS NOT LIABLE TO YOU FOR THESE CHANGES.
D. Third-Party Features
As applicable, certain parts of the Game may be using third party features, some of which are managed by third-party providers for which additional terms and/or costs may apply. You must comply with such additional terms. As such, please review such additional terms and costs carefully.
II. Dispute Resolution
A. Equitable Remedies
You hereby acknowledge and agree that CMS would suffer irreparable harm if this EULA or any of the CMS Terms were not specifically enforced. Consequently, in addition to such monetary and other relief as may be recoverable at law, you agree that CMS shall be entitled to specific performance or other injunctive relief, without bond, other security, or proof of damages, as remedy for any breach or threatened breach of this EULA or any other CMS Terms.
B. Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy or claim related to this EULA or any other CMS Terms (“Dispute”), you and CMS agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least 30 days before initiating any arbitration or court proceeding. Such informal negotiations commence upon written notice from one person to the other. CMS will send its notice to your billing address (if provided) and email you a copy to the email address you have provided to us. You agree to send your notice to CHONGMING STUDIO via email to soulatstake@qq.com.
C. Formal Dispute Resolution
If you and CMS are unable to resolve a Dispute through informal negotiations, either you or CMS may elect to have the Dispute finally and exclusively resolved by Beijing Haidian District Court in China.
III. General Terms
A. Remedies
You agree that this EULA is not intended to confer and do not confer any rights or remedies upon any person other than the parties to this EULA. You also understand and agree that the Terms of Use, the Privacy Policy, this EULA and any other CMS Terms, including CMS‘s enforcement thereof, are not intended to confer, and do not confer, any rights or remedies upon any person.
B. Severability
If any part of this EULA or the CMS Terms is held invalid or unenforceable, that portion shall be interpreted in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of CMS, and the remaining portions shall remain in full force and effect.
C. Assignment
CMS may assign this EULA, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this EULA without CMS’s prior written consent, and any unauthorized assignment by you shall be null and void.
D. Waiver
The failure of CMS (or its licensors) to exercise or enforce any right or provision of this EULA or any CMS Terms shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by CMS (or its licensors) of any provision, condition or requirement of this EULA or any CMS Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
E. Force Majeure.
CMS shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of CMS, including, without limitation, any failure to perform hereunder due to unforeseen circumstances or cause beyond CMS’s control such as acts of god, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.
F. Governing Law.
The laws of China, excluding its conflicts-of-law rules, govern this EULA and any other CMS Terms; and (ii) you expressly agree that exclusive jurisdiction for any claim or dispute with CMS or relating in any way to this EULA, any other CMS Terms, or your use of any CMS Services resides in Beijing Haidian District Court, and you further agree and expressly consent to the exercise of personal jurisdiction in Beijing Haidian District Court in connection with any such dispute including any claim involving CMS or its affiliates, employees, contractors, officers, directors, vendors and content providers. As noted in this EULA, your conduct may also be subject to other local, state, province, national, and international laws.
The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
Those who choose to access the Game or any other CMS Service from locations outside of China do so on their own initiative and are responsible for compliance with local laws if and to the extent local laws are applicable. Should a court of competent jurisdiction determine that other laws apply, this EULA shall be enforced to the fullest extent permitted by the laws of the applicable jurisdiction and be interpreted to give maximum effect to the terms and conditions hereof.
G. Entire Agreement.
This EULA, the Privacy Policy, and any other CMS Terms, including any posted rules or instructions regarding a particular activity, poll, or contest constitute the entire agreement between you and CMS relating to your rights and obligations in the use of the Game and the CMS Services. If there is any conflict between this EULA, the Privacy Policy, and any other CMS Terms, CMS shall resolve the conflict in its sole discretion.
YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CONTINUING TO INSTALL THE SOFTWARE, YOU EXPRESSLY CONSENT TO BE BOUND BY ITS TERMS AND CONDITIONS AND GRANT TO GMH THE RIGHTS SET FORTH HEREIN.
PLEASE READ THIS END USER LICENCE AGREEMENT (“EULA” OR “AGREEMENT“) CAREFULLY. BY USING AND PARTICIPATING IN THE GAME YOU AGREE THAT THIS EULA IS ENFORCEABLE LIKE ANY WRITTEN CONTRACT SIGNED BY YOU. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS EULA, DO NOT INSTALL OR USE THE GAME. YOU ARE RESPONSIBLE FOR ANY INTERNET CONNECTION FEES THAT YOU INCUR WHEN USING AND PARTICIPATING.
This EULA and the Privacy Policy, as any of the foregoing may be amended from time to time, together with any posted rules or instructions regarding a particular activity, poll, or other offering (all such terms hereafter collectively “Game Terms”), govern your participation and use of the videogame, application, software, their associated upgrades, patches, and updates and related services (the “Game”) and any other product, online service or web site currently offered or which will be offered by CHONGMING STUDIO, or any of its subsidiaries and affiliates (collectively, “CMS”).
CMS reserves the right, at any time and in its sole and absolute discretion, to revise, update, change, modify, add to, supplement, or delete certain terms of this EULA. CMS will inform you about such revisions by email and/or during log in. Unless indicated otherwise, such revisions affecting existing CMS Services shall be effective at the earlier of your acceptance, or thirty (30) days after posting. If any future changes to this EULA are unacceptable to you or cause you to no longer be in agreement or compliance with this EULA, you may terminate this EULA in accordance with this EULA. You are responsible for checking this EULA periodically for changes.
Capitalized terms used in this EULA without definition shall have the meanings specified in the Terms of Use.
I. Rules of Conduct
While participating in the Game, you also agree to comply with certain rules of conduct that govern your use of the Game (“Rules of Conduct”), for example you may not:
• Harass, threaten, embarrass, or do anything else to another user that is unwanted, such as repeatedly sending unwanted messages or making personal attacks or statements about race, sexual orientation, religion, heritage, etc. Hate speech is not tolerated.
• Disrupt the flow of chat in chat rooms with vulgar language, abusiveness, hitting the return key repeatedly or inputting large images so the screen goes by too fast to read, use of excessive shouting [all caps] in an attempt to disturb other users, “spamming” or flooding [posting repetitive text].
• Impersonate another person (including celebrities), indicate falsely that you are a CMS employee or a representative of CMS, or attempt to mislead users by indicating that you represent CMS or any of CMS’s partners or affiliates.
• Attempt to get a password, access information, or other private information from anyone else on CMS Services.
• Promote or encourage any illegal activity including hacking, cracking or distribution of counterfeit versions of the Game and software.
• Upload files that contain a virus or corrupted data.
• Post messages for any purpose other than personal communication, including advertising or promotional messaging, chain letters, pyramid schemes, or other commercial activities.
• Improperly use web support or complaint buttons or make false reports to CMS staff.
• Use or distribute “auto” software programs, “macro” software programs or other “cheat utility” software program or applications.
• Modify any part of the CMS Services that CMS does not specifically authorize you to modify.
• Post or communicate any user’s real-world personal information using a CMS Service.
• Attempt to interfere with, hack into or decipher any transmissions to or from the servers for a CMS Service.
• Attempt to use CMS Software on or through any service that is not controlled or authorized by CMS.
• Exploit the Game or any of its parts thereof or CMS Services, for any commercial purpose, including without limitation (a) use at a cyber cafe, computer gaming center or any other location-based site; (b) for gathering in-game virtual, items or resources for sale outside the Game; or (c)performing in-game services in exchange for payment outside the Game, e.g., power-leveling.
• Interfere with the ability of others to enjoy playing a CMS Service or take actions that interfere with or materially increase the cost to provide a CMS Service for the enjoyment of all its users.
• Exploit errors in design, features which are not documented, and/or bugs to gain access that would otherwise not be available or to obtain any competitive advantage.
• Reverse engineer, decompile or disassemble all or any portion of the Game.
• Facilitate, create or maintain any unauthorized connection to the Game, including without limitation and (b) any connection using programs or tools not expressly approved by CMS;
This above-referenced list of prohibitions only provides examples of unacceptable conduct and is not intended to be a complete or exclusive list of prohibited conduct. Your online conduct should be guided by common sense and respect for others who access and use the Game (whether or not such third parties are registered users of the Game) and for the employees and representatives of CMS. You must also obey all federal, provincial, state, and local laws, regulations and rules that apply to your activities when you use the Game. CMS reserves the right to terminate this EULA and to prevent your use of any and all CMS Services if your Access is used to engage in illegal activity, violates these rules of conduct, or otherwise any CMS Terms.
I. Limited Use License
CMS hereby grants to you a limited, personal, nonexclusive, nontransferable, non-assignable and fully revocable license to use the Game and any Content therefrom for your individual, non-commercial, entertainment purposes only. The foregoing license is subject to the following: (1) you are current with your payment of all applicable fees for the use of the Game and CMS Services to which you have subscribed and (2) you comply with the Terms of Use (if any), this EULA and the Privacy Policy and you are not otherwise in breach of any CMS Terms. The foregoing grant of license shall be automatically revoked as of the moment that any of the foregoing conditions are no longer met by you.
The Game may require or allow you to download CMS Software. In such cases, CMS grants to you a non-exclusive, limited license to use CMS Software solely for the purpose stated by CMS at the time the CMS Software is made available to you. If an End User License Agreement is provided with the CMS Software, your use of the CMS Software is subject to the terms of that license agreement in addition to these Terms of Service. You may not sub-license, or charge others to use or access CMS Software. You may not translate, reverse-engineer, reverse-compile or decompile, disassemble or make derivative works from CMS Software. You may not modify CMS Software or use it in any way not expressly authorized in writing by CMS. You understand that CMS’s introduction of various technologies may not be consistent across all platforms and that the performance of CMS Software and related CMS Services may vary depending on your Device and other equipment.
From time to time, CMS may provide you with updates or modifications to the Game. You understand that certain updates and modifications may be required in order to continue the use of the Game. You agree that CMS may stop to support previous versions of the Game upon availability of an updated version.
II. Consent to Monitor
When you use the Game, or participate in any other CMS Service, your IP address (the Internet protocol address from which you access any of the above) may be stored in our records. When the Game, or any element or module thereof, is updated or “patched,” our patch routine may check your Device to see that you have the most recent version of game-specific files; when you communicate within the Game or any communication feature in the Game (e.g. live chat, instant message services and the like), even “privately” to another person, you do so with the understanding that those communications go through our servers, can be monitored by us. Accordingly, you have no expectation of privacy in any of those communications and, accordingly, you expressly consent to monitoring of communications that you send and receive.
You agree that we may communicate with you via telephone, email and any similar technology for any purpose relating to the Game, and any CMS Service which may in the future be provided by us or on our behalf. You expressly permit CMS to upload CPU, operating system, video card, sound card and memory information from your Device to analyze and optimize your Game experience, improve and maintain the Game and/or provide you with customer service. In the event that the Game detects an unauthorized third party program, (a) the Game may communicate information back to us, including without limitation your Account username, details about the unauthorized third party program detected and the activities or functions performed thereby, and/or (b) we may exercise any or all of its rights and remedies under the CMS Terms without prior notice to the user(s) linked to such unauthorized third party program.
III. Intellectual Property
CMS Services and all title, ownership rights and intellectual property rights in and to the Game (including, without limitation, all text, graphics, music or sounds, all messages or items of information, fictional characters, names, themes, objects, scenery, costumes, effects, dialogues, slogans, places, characters, diagrams, concepts, choreographies, videos, audio-visual effects, domain names and any other elements which are part of the Game, individually or in combination) are owned by CMS or CMS’s licensors and are protected by China and International copyright, trade dress, patent, and trademark laws, international conventions, and other laws protecting intellectual property and related proprietary rights. You may not copy or download any Content from the Game or a CMS Service unless our terms expressly authorize you to do so. You agree not to remove, obscure, or alter copyright, patent, trademark, or other proprietary rights notices affixed to Content. You may not sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Game. CMS reserves all rights in CMS owned and licensed Game and CMS Services that are not expressly granted to you in this EULA or CMS Terms. You acknowledge that CMS and/or third-party content providers remain the owners of all materials posted in the Game, and that you do not acquire any of those ownership rights by downloading copyrighted materials.
Making unauthorized copies of the Game may result in the termination of this EULA, prohibition on use of CMS Services, and further legal action. Content owners may take criminal or civil action against you for unauthorized use of intellectual property.
IV. Access to the Game
THE GAME MAY BE PROTECTED BY DIGITAL RIGHTS MANAGEMENT SOFTWARE (“DRM SOFTWARE”). IN SUCH CASE, YOU HEREBY AGREE, ACKNOWLEDGE AND CONSENT TO THE FOLLOWING REGARDING THE DRM SOFTWARE: (I) THE INSTALLATION OF THE GAME WILL CAUSE THE DRM SOFTWARE TO BE INSTALLED ON YOUR DEVICE; (II) THE DRM SOFTWARE MAY LIMIT THE NUMBER OF INSTALLATIONS OF THE GAME; (III) THE DRM SOFTWARE MAY INSTALL ON YOUR DEVICE ADDITIONAL COMPONENTS REQUIRED FOR COPY PROTECTION; AND (IV) DURING THE INSTALLATION AND/OR THE FIRST LAUNCH OF THE GAME, AN ONLINE CONNECTION MAY BE REQUIRED TO UNLOCK THE GAME THROUGH THE DRM SOFTWARE. IN NO EVENT SHALL CMS BE LIABLE IN CONNECTION WITH THE COMPONENTS THAT MAY BE INSTALLED ON YOUR DEVICE BY ANY DRM SOFTWARE. FOR FURTHER INFORMATION, PLEASE VISIT THE WEBSITE OF THE DRM SOFTWARE APPEARING DURING THE INSTALLATION OF THE GAME. RESTRICTIONS OF AGE MAY BE IMPOSED TO ACCESS ONLINE SERVICES AND FEATURES IN COMPLIANCE WITH LOCAL LAWS.
V. Termination
This EULA is effective from the earlier of the date you purchase, download or use the Game, until terminated according to its terms. Both you and CMS (or its licensors) may terminate this EULA at any time for any reason or for no reason. Termination by CMS will be effective upon notice to you, termination or deletion of your Account (if any), or CMS’s decision to permanently discontinue offering and/or supporting the Game, which it may do at any time in its sole discretion. You may terminate this EULA (and consequently, your Account (if any)) at any time by notifying CMS at soulatstake@qq.com. Upon termination of this Agreement, your right to use the Game shall immediately cease you must immediately uninstall the Game and destroy all copies of the Game in your possession.
CMS reserves the right to collect fees, surcharges or costs incurred before you terminate this EULA.
I. Disclaimers & Indemnification
This Section shall survive termination of this EULA.
A. Limitations on Warranty & Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY AGREE THAT THE USE OF THE GAME OR ANY OTHER CMS SERVICE, CMS SOFTWARE, AND THE INTERNET IS AT YOUR SOLE RISK. THE GAME, CMS SERVICES, CMS SOFTWARE, CMS’S PRODUCTS AND THIRD-PARTY SERVICES AND PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS SUCH WARRANTIES MAY NOT BE EXCLUDED BY LAW. CMS PROVIDES THE GAME AND CMS SERVICES ON A COMMERCIALLY REASONABLE BASIS AND DOES NOT WARRANT MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR THAT YOU WILL BE ABLE TO ACCESS OR USE CMS SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT CMS WILL HAVE ADEQUATE CAPACITY FOR CMS SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA OR THAT THE CMS SERVICES WILL BE ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED, OR THAT THE CMS SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. USE OF THE WEBSITE, INCLUDING, WITHOUT LIMITATION, ALL COMMUNICATION FEATURES OF THE WEBSITE, IS AT YOUR SOLE RISK TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH CMS OR ITS LICENSORS IS TO STOP USING THE GAME AND ANY CMS SERVICES. YOU ACKNOWLEDGE AND AGREE THAT CMS, ITS LICENSORS AND AFFILIATES ARE NOT LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING CONDUCT, COMMUNICATION OR CONTENT ON ANY CMS SERVICES OR USE OF CMS SOFTWARE. IN NO CASE SHALL CMS OR ITS LICENSORS, AFFILIATES’, EMPLOYEES’, OFFICERS’, OR DIRECTORS’ (COLLECTIVELY, “CMS AFFILIATES“) LIABILITY TO YOU EXCEED THE AMOUNT THAT YOU PAID TO CMS FOR CMS SERVICES. IN NO CASE SHALL CMS OR CMS AFFILIATES BE LIABLE FOR DIRECT, GENERAL, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFIT OR REVENUES, ARISING FROM YOUR USE OF CMS SERVICES, CMS SOFTWARE, THE INTERNET OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF CMS SERVICES OR ACCOUNTS. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, CMS’S AND CMS AFFILIATES’ LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
B. Indemnification
Upon CMS’s request, you agree to defend, indemnify and hold harmless CMS and its affiliates, licensors, employees, contractors, officers, directors, vendors, and content providers from all liabilities, claims and expenses, including attorneys’ fees that arise from a breach of this EULA, or any other CMS Terms, for which you are responsible. Without limiting the generality of the foregoing, you agree to indemnify and hold CMS harmless for any improper or illegal use of the Game.
You are solely responsible for any damage caused to CMS, its licensors, providers and contractors, other users of the Game or any other individual or legal entity as a result of your violation of this EULA.
CMS reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. In that event, you shall have no further obligation to provide indemnification to CMS in that matter.
C. Updates: Possible Setbacks and Loss of Data
IMPORTANT: CMS MAY FIND IT NECESSARY TO MAKE UPDATES, OR RESET CERTAIN PARAMETERS TO BALANCE GAME PLAY AND USAGE OF THE GAME AND CMS SERVICES. THESE UPDATES OR “RESETS” MAY CAUSE YOU SETBACKS WITHIN THE GAME AND MAY AFFECT CHARACTERS, GAMES, GROUPS OR OTHER ENTITLEMENTS UNDER YOUR CONTROL. CMS RESERVES THE RIGHT TO MAKE THESE UPDATES AND IS NOT LIABLE TO YOU FOR THESE CHANGES.
D. Third-Party Features
As applicable, certain parts of the Game may be using third party features, some of which are managed by third-party providers for which additional terms and/or costs may apply. You must comply with such additional terms. As such, please review such additional terms and costs carefully.
II. Dispute Resolution
A. Equitable Remedies
You hereby acknowledge and agree that CMS would suffer irreparable harm if this EULA or any of the CMS Terms were not specifically enforced. Consequently, in addition to such monetary and other relief as may be recoverable at law, you agree that CMS shall be entitled to specific performance or other injunctive relief, without bond, other security, or proof of damages, as remedy for any breach or threatened breach of this EULA or any other CMS Terms.
B. Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy or claim related to this EULA or any other CMS Terms (“Dispute”), you and CMS agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least 30 days before initiating any arbitration or court proceeding. Such informal negotiations commence upon written notice from one person to the other. CMS will send its notice to your billing address (if provided) and email you a copy to the email address you have provided to us. You agree to send your notice to CHONGMING STUDIO via email to soulatstake@qq.com.
C. Formal Dispute Resolution
If you and CMS are unable to resolve a Dispute through informal negotiations, either you or CMS may elect to have the Dispute finally and exclusively resolved by Beijing Haidian District Court in China.
III. General Terms
A. Remedies
You agree that this EULA is not intended to confer and do not confer any rights or remedies upon any person other than the parties to this EULA. You also understand and agree that the Terms of Use, the Privacy Policy, this EULA and any other CMS Terms, including CMS‘s enforcement thereof, are not intended to confer, and do not confer, any rights or remedies upon any person.
B. Severability
If any part of this EULA or the CMS Terms is held invalid or unenforceable, that portion shall be interpreted in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of CMS, and the remaining portions shall remain in full force and effect.
C. Assignment
CMS may assign this EULA, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this EULA without CMS’s prior written consent, and any unauthorized assignment by you shall be null and void.
D. Waiver
The failure of CMS (or its licensors) to exercise or enforce any right or provision of this EULA or any CMS Terms shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by CMS (or its licensors) of any provision, condition or requirement of this EULA or any CMS Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
E. Force Majeure.
CMS shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of CMS, including, without limitation, any failure to perform hereunder due to unforeseen circumstances or cause beyond CMS’s control such as acts of god, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.
F. Governing Law.
The laws of China, excluding its conflicts-of-law rules, govern this EULA and any other CMS Terms; and (ii) you expressly agree that exclusive jurisdiction for any claim or dispute with CMS or relating in any way to this EULA, any other CMS Terms, or your use of any CMS Services resides in Beijing Haidian District Court, and you further agree and expressly consent to the exercise of personal jurisdiction in Beijing Haidian District Court in connection with any such dispute including any claim involving CMS or its affiliates, employees, contractors, officers, directors, vendors and content providers. As noted in this EULA, your conduct may also be subject to other local, state, province, national, and international laws.
The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
Those who choose to access the Game or any other CMS Service from locations outside of China do so on their own initiative and are responsible for compliance with local laws if and to the extent local laws are applicable. Should a court of competent jurisdiction determine that other laws apply, this EULA shall be enforced to the fullest extent permitted by the laws of the applicable jurisdiction and be interpreted to give maximum effect to the terms and conditions hereof.
G. Entire Agreement.
This EULA, the Privacy Policy, and any other CMS Terms, including any posted rules or instructions regarding a particular activity, poll, or contest constitute the entire agreement between you and CMS relating to your rights and obligations in the use of the Game and the CMS Services. If there is any conflict between this EULA, the Privacy Policy, and any other CMS Terms, CMS shall resolve the conflict in its sole discretion.
YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CONTINUING TO INSTALL THE SOFTWARE, YOU EXPRESSLY CONSENT TO BE BOUND BY ITS TERMS AND CONDITIONS AND GRANT TO GMH THE RIGHTS SET FORTH HEREIN.