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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 XunYi Office, or any of its subsidiaries and affiliates (collectively, “XunYi”).
XunYi 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. XunYi will inform you about such revisions by email and/or during log in. Unless indicated otherwise, such revisions affecting existing XunYi 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 XunYi employee or a representative of XunYi, or attempt to mislead users by indicating that you represent XunYi or any of XunYi’s partners or affiliates.
• Attempt to get a password, access information, or other private information from anyone else on XunYi 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 XunYi staff.
• Use or distribute “auto” software programs, “macro” software programs or other “cheat utility” software program or applications.
• Modify any part of the XunYi Services that XunYi does not specifically authorize you to modify.
• Post or communicate any user’s real-world personal information using a XunYi Service.
• Attempt to interfere with, hack into or decipher any transmissions to or from the servers for a XunYi Service.
• Attempt to use XunYi Software on or through any service that is not controlled or authorized by XunYi.
• Exploit the Game or any of its parts thereof or XunYi 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 XunYi Service or take actions that interfere with or materially increase the cost to provide a XunYi 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 XunYi;
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 XunYi. You must also obey all federal, provincial, state, and local laws, regulations and rules that apply to your activities when you use the Game. XunYi reserves the right to terminate this EULA and to prevent your use of any and all XunYi Services if your Access is used to engage in illegal activity, violates these rules of conduct, or otherwise any XunYi Terms.
I. Limited Use License
XunYi 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 XunYi 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 XunYi 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 XunYi Software. In such cases, XunYi grants to you a non-exclusive, limited license to use XunYi Software solely for the purpose stated by XunYi at the time the XunYi Software is made available to you. If an End User License Agreement is provided with the XunYi Software, your use of the XunYi 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 XunYi Software. You may not translate, reverse-engineer, reverse-compile or decompile, disassemble or make derivative works from XunYi Software. You may not modify XunYi Software or use it in any way not expressly authorized in writing by XunYi. You understand that XunYi’s introduction of various technologies may not be consistent across all platforms and that the performance of XunYi Software and related XunYi Services may vary depending on your Device and other equipment.
From time to time, XunYi may provide you with updates or modifications to the Game. You understand that certain updates and modifications may be required in order to contin XunYi the use of the Game. You agree that XunYi 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 XunYi 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 XunYi Service which may in the future be provided by us or on our behalf. You expressly permit XunYi 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 XunYi Terms without prior notice to the user(s) linked to such unauthorized third party program.
III. Intellectual Property
XunYi 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, dialog XunYi s, 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 XunYi or XunYi’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 XunYi 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. XunYi reserves all rights in XunYi owned and licensed Game and XunYi Services that are not expressly granted to you in this EULA or XunYi Terms. You acknowledge that XunYi 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 XunYi 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 XunYi 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 XunYi (or its licensors) may terminate this EULA at any time for any reason or for no reason. Termination by XunYi will be effective upon notice to you, termination or deletion of your Account (if any), or XunYi’s decision to permanently discontin XunYi 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 XunYi at ashland@uegame.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.
XunYi 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 XunYi SERVICE, XunYi SOFTWARE, AND THE INTERNET IS AT YOUR SOLE RISK. THE GAME, XunYi SERVICES, XunYi SOFTWARE, XunYi’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. XunYi PROVIDES THE GAME AND XunYi 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 XunYi SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT XunYi WILL HAVE ADEQUATE CAPACITY FOR XunYi SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA OR THAT THE XunYi SERVICES WILL BE ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED, OR THAT THE XunYi 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 XunYi OR ITS LICENSORS IS TO STOP USING THE GAME AND ANY XunYi SERVICES. YOU ACKNOWLEDGE AND AGREE THAT XunYi, 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 XunYi SERVICES OR USE OF XunYi SOFTWARE. IN NO CASE SHALL XunYi OR ITS LICENSORS, AFFILIATES’, EMPLOYEES’, OFFICERS’, OR DIRECTORS’ (COLLECTIVELY, “XunYi AFFILIATES“) LIABILITY TO YOU EXCEED THE AMOUNT THAT YOU PAID TO XunYi FOR XunYi SERVICES. IN NO CASE SHALL XunYi OR XunYi AFFILIATES BE LIABLE FOR DIRECT, GENERAL, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFIT OR REVENUES, ARISING FROM YOUR USE OF XunYi SERVICES, XunYi SOFTWARE, THE INTERNET OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF XunYi SERVICES OR ACCOUNTS. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, XunYi’S AND XunYi AFFILIATES’ LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
B. Indemnification
Upon XunYi’s request, you agree to defend, indemnify and hold harmless XunYi 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 XunYi Terms, for which you are responsible. Without limiting the generality of the foregoing, you agree to indemnify and hold XunYi harmless for any improper or illegal use of the Game.
You are solely responsible for any damage caused to XunYi, 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.
XunYi 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 XunYi in that matter.
C. Updates: Possible Setbacks and Loss of Data
IMPORTANT: XunYi MAY FIND IT NECESSARY TO MAKE UPDATES, OR RESET CERTAIN PARAMETERS TO BALANCE GAME PLAY AND USAGE OF THE GAME AND XunYi SERVICES. THESE UPDATES OR “RESETS” MAY CAUSE YOU SETBACKS WITHIN THE GAME AND MAY AFFECT CHARACTERS, GAMES, GROUPS OR OTHER ENTITLEMENTS UNDER YOUR CONTROL. XunYi 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 XunYi would suffer irreparable harm if this EULA or any of the XunYi Terms were not specifically enforced. Consequently, in addition to such monetary and other relief as may be recoverable at law, you agree that XunYi 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 XunYi Terms.
B. Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy or claim related to this EULA or any other XunYi Terms (“Dispute”), you and XunYi 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. XunYi 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 XunYi Office via email to ashland@uegame.com.
C. Formal Dispute Resolution
If you and XunYi are unable to resolve a Dispute through informal negotiations, either you or XunYi may elect to have the Dispute finally and exclusively resolved by Tianjin Binhai New Area 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 XunYi Terms, including XunYi ‘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 XunYi 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 XunYi, and the remaining portions shall remain in full force and effect.
C. Assignment
XunYi 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 XunYi’s prior written consent, and any unauthorized assignment by you shall be null and void.
D. Waiver
The failure of XunYi (or its licensors) to exercise or enforce any right or provision of this EULA or any XunYi 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 XunYi (or its licensors) of any provision, condition or requirement of this EULA or any XunYi Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
E. Force Majeure.
XunYi shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of XunYi, including, without limitation, any failure to perform hereunder d XunYi to unforeseen circumstances or cause beyond XunYi’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 XunYi Terms; and (ii) you expressly agree that exclusive jurisdiction for any claim or dispute with XunYi or relating in any way to this EULA, any other XunYi Terms, or your use of any XunYi Services resides in Tianjin Binhai New Area District Court, and you further agree and expressly consent to the exercise of personal jurisdiction in Tianjin Binhai New Area District Court in connection with any such dispute including any claim involving XunYi 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 XunYi 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 XunYi Terms, including any posted rules or instructions regarding a particular activity, poll, or contest constitute the entire agreement between you and XunYi relating to your rights and obligations in the use of the Game and the XunYi Services. If there is any conflict between this EULA, the Privacy Policy, and any other XunYi Terms, XunYi 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 XunYi Office, or any of its subsidiaries and affiliates (collectively, “XunYi”).
XunYi 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. XunYi will inform you about such revisions by email and/or during log in. Unless indicated otherwise, such revisions affecting existing XunYi 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 XunYi employee or a representative of XunYi, or attempt to mislead users by indicating that you represent XunYi or any of XunYi’s partners or affiliates.
• Attempt to get a password, access information, or other private information from anyone else on XunYi 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 XunYi staff.
• Use or distribute “auto” software programs, “macro” software programs or other “cheat utility” software program or applications.
• Modify any part of the XunYi Services that XunYi does not specifically authorize you to modify.
• Post or communicate any user’s real-world personal information using a XunYi Service.
• Attempt to interfere with, hack into or decipher any transmissions to or from the servers for a XunYi Service.
• Attempt to use XunYi Software on or through any service that is not controlled or authorized by XunYi.
• Exploit the Game or any of its parts thereof or XunYi 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 XunYi Service or take actions that interfere with or materially increase the cost to provide a XunYi 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 XunYi;
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 XunYi. You must also obey all federal, provincial, state, and local laws, regulations and rules that apply to your activities when you use the Game. XunYi reserves the right to terminate this EULA and to prevent your use of any and all XunYi Services if your Access is used to engage in illegal activity, violates these rules of conduct, or otherwise any XunYi Terms.
I. Limited Use License
XunYi 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 XunYi 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 XunYi 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 XunYi Software. In such cases, XunYi grants to you a non-exclusive, limited license to use XunYi Software solely for the purpose stated by XunYi at the time the XunYi Software is made available to you. If an End User License Agreement is provided with the XunYi Software, your use of the XunYi 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 XunYi Software. You may not translate, reverse-engineer, reverse-compile or decompile, disassemble or make derivative works from XunYi Software. You may not modify XunYi Software or use it in any way not expressly authorized in writing by XunYi. You understand that XunYi’s introduction of various technologies may not be consistent across all platforms and that the performance of XunYi Software and related XunYi Services may vary depending on your Device and other equipment.
From time to time, XunYi may provide you with updates or modifications to the Game. You understand that certain updates and modifications may be required in order to contin XunYi the use of the Game. You agree that XunYi 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 XunYi 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 XunYi Service which may in the future be provided by us or on our behalf. You expressly permit XunYi 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 XunYi Terms without prior notice to the user(s) linked to such unauthorized third party program.
III. Intellectual Property
XunYi 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, dialog XunYi s, 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 XunYi or XunYi’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 XunYi 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. XunYi reserves all rights in XunYi owned and licensed Game and XunYi Services that are not expressly granted to you in this EULA or XunYi Terms. You acknowledge that XunYi 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 XunYi 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 XunYi 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 XunYi (or its licensors) may terminate this EULA at any time for any reason or for no reason. Termination by XunYi will be effective upon notice to you, termination or deletion of your Account (if any), or XunYi’s decision to permanently discontin XunYi 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 XunYi at ashland@uegame.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.
XunYi 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 XunYi SERVICE, XunYi SOFTWARE, AND THE INTERNET IS AT YOUR SOLE RISK. THE GAME, XunYi SERVICES, XunYi SOFTWARE, XunYi’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. XunYi PROVIDES THE GAME AND XunYi 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 XunYi SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT XunYi WILL HAVE ADEQUATE CAPACITY FOR XunYi SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA OR THAT THE XunYi SERVICES WILL BE ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED, OR THAT THE XunYi 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 XunYi OR ITS LICENSORS IS TO STOP USING THE GAME AND ANY XunYi SERVICES. YOU ACKNOWLEDGE AND AGREE THAT XunYi, 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 XunYi SERVICES OR USE OF XunYi SOFTWARE. IN NO CASE SHALL XunYi OR ITS LICENSORS, AFFILIATES’, EMPLOYEES’, OFFICERS’, OR DIRECTORS’ (COLLECTIVELY, “XunYi AFFILIATES“) LIABILITY TO YOU EXCEED THE AMOUNT THAT YOU PAID TO XunYi FOR XunYi SERVICES. IN NO CASE SHALL XunYi OR XunYi AFFILIATES BE LIABLE FOR DIRECT, GENERAL, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFIT OR REVENUES, ARISING FROM YOUR USE OF XunYi SERVICES, XunYi SOFTWARE, THE INTERNET OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF XunYi SERVICES OR ACCOUNTS. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, XunYi’S AND XunYi AFFILIATES’ LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
B. Indemnification
Upon XunYi’s request, you agree to defend, indemnify and hold harmless XunYi 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 XunYi Terms, for which you are responsible. Without limiting the generality of the foregoing, you agree to indemnify and hold XunYi harmless for any improper or illegal use of the Game.
You are solely responsible for any damage caused to XunYi, 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.
XunYi 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 XunYi in that matter.
C. Updates: Possible Setbacks and Loss of Data
IMPORTANT: XunYi MAY FIND IT NECESSARY TO MAKE UPDATES, OR RESET CERTAIN PARAMETERS TO BALANCE GAME PLAY AND USAGE OF THE GAME AND XunYi SERVICES. THESE UPDATES OR “RESETS” MAY CAUSE YOU SETBACKS WITHIN THE GAME AND MAY AFFECT CHARACTERS, GAMES, GROUPS OR OTHER ENTITLEMENTS UNDER YOUR CONTROL. XunYi 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 XunYi would suffer irreparable harm if this EULA or any of the XunYi Terms were not specifically enforced. Consequently, in addition to such monetary and other relief as may be recoverable at law, you agree that XunYi 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 XunYi Terms.
B. Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy or claim related to this EULA or any other XunYi Terms (“Dispute”), you and XunYi 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. XunYi 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 XunYi Office via email to ashland@uegame.com.
C. Formal Dispute Resolution
If you and XunYi are unable to resolve a Dispute through informal negotiations, either you or XunYi may elect to have the Dispute finally and exclusively resolved by Tianjin Binhai New Area 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 XunYi Terms, including XunYi ‘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 XunYi 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 XunYi, and the remaining portions shall remain in full force and effect.
C. Assignment
XunYi 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 XunYi’s prior written consent, and any unauthorized assignment by you shall be null and void.
D. Waiver
The failure of XunYi (or its licensors) to exercise or enforce any right or provision of this EULA or any XunYi 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 XunYi (or its licensors) of any provision, condition or requirement of this EULA or any XunYi Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
E. Force Majeure.
XunYi shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of XunYi, including, without limitation, any failure to perform hereunder d XunYi to unforeseen circumstances or cause beyond XunYi’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 XunYi Terms; and (ii) you expressly agree that exclusive jurisdiction for any claim or dispute with XunYi or relating in any way to this EULA, any other XunYi Terms, or your use of any XunYi Services resides in Tianjin Binhai New Area District Court, and you further agree and expressly consent to the exercise of personal jurisdiction in Tianjin Binhai New Area District Court in connection with any such dispute including any claim involving XunYi 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 XunYi 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 XunYi Terms, including any posted rules or instructions regarding a particular activity, poll, or contest constitute the entire agreement between you and XunYi relating to your rights and obligations in the use of the Game and the XunYi Services. If there is any conflict between this EULA, the Privacy Policy, and any other XunYi Terms, XunYi 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.