BITCRAFT
END USER LICENSE AGREEMENT
This End User License Agreement (“Agreement“) is a binding agreement between you (“End User” or “you“) and Clockwork Laboratories Inc. (“Clockwork Labs“). This Agreement governs your use of Bitcraft (including all related documentation, the “Game“). The Game is licensed, not sold, to you.
BY DOWNLOADING, INSTALLING OR OTHERWISE USING THE GAME, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE GAME.
1. Access and Use of Game
1.1 License Grant.
Subject to the terms of this Agreement, Clockwork Labs grants you a limited, non-exclusive, non-sublicensable and nontransferable license to download, install, and use the Game for your personal, non-commercial use on a device owned or otherwise controlled by you (“Device“) strictly in accordance with the Game’s documentation.
1.2 License Restrictions. Licensee shall not:
(a) copy, reproduce, or distribute the Game, except as expressly permitted by this license;
(b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Game
(c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Game or any part thereof;
(d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Game, including any copy thereof;
(e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Game, or any features or functionality of the Game, to any third party for any reason, including by making the Game available on a network where it is capable of being accessed by more than one device at any time;
(f) use the Game for any commercial purpose
(g) use the Game in any manner that could damage, disable, overburden, or impair the servers or networks connected to the Game;
(h) cheat or use unauthorized third-party software to modify or interfere with the Game experience for other users; or
(i) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Game.
1.3 Account.
To access and use certain features, you may be required to create an account with Clockwork Labs (“Account”). You are responsible for anything that happens through your Account, including purchases, whether or not authorized by you. You agree to not share the Account, or any associated passwords, with any other individual. You further agree to provide accurate and complete information during the registration process and to update such information to keep it current. In the event you suspect any unauthorized use of your Account, you must promptly contact Clockwork Labs.
1.4 Code of Conduct.
To help keep the Game friendly and safe for all users, you agree that you will adhere to Clockwork Labs’ community code of conduct. This includes, but is not limited to, refraining from engaging in any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, or otherwise objectionable behavior. Failure to adhere to Clockwork Labs’ code of conduct may, at Clockwork Labs’ discretion result in termination of your access to the Game.
1.5 Collection and Use of Your Personal Information.
You acknowledge that when you download, install, or use the Game, Clockwork Labs may use automatic means (including, for example, cookies and web beacons) to collect information about your Device and about your use of the Game. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Game or certain of its features or functionality, and the Game may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Game is subject to our Privacy Policy. By downloading, installing, using, and providing information to or through this Game, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
1.6 Updates.
Clockwork Labs may from time to time in its sole discretion develop and provide Game updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates“). Updates may also modify or delete in their entirety certain features and functionality. You agree that Clockwork Labs has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Device settings, when your Device is connected to the internet either: (i) the Game will automatically download and install all available Updates; or (ii) you may receive notice of or be prompted to download and install available Updates. You shall promptly download and install all Updates and acknowledge and agree that the Game or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Game and be subject to all terms and conditions of this Agreement.
1.7 User Disputes.
You agree that you are solely responsible for your interactions with any other user in connection with the Game and Clockwork Labs will have no liability or responsibility with respect thereto. Clockwork Labs reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Game and this may result in termination of your access to the Game.
2. Proprietary Rights
2.1 Reservation of Rights.
You acknowledge and agree that the Game is provided under license, and not sold, to you. You do not acquire any ownership interest in the Game under this Agreement, or any other rights thereto other than to use the Game in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Clockwork Labs and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Game, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
2.2 Third Party Materials.
The Game may display, include, or make available third-party content (including data, information, Games, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials“). You acknowledge and agree that Clockwork Labs is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Clockwork Labs does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
3. Third Party Distribution Channels
Clockwork Labs offers Game applications that may be made available through the Apple App Store, the Google Play Store or other distribution channels (“Distribution Channels”). If you obtain such a Game application through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. This Agreement is between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third-party products and services in connection with your use of our Game application, you agree to comply with all applicable terms of any agreement for such third party products and services.
Content Creation
4.2 Purchase of Digital Items.
"Digital Items" means content (including, but not limited to, in-game currency) you purchase or otherwise acquire for use in the Game through the mechanisms we make available. By purchasing or otherwise acquiring Digital Items, you obtain a limited, non-exclusive license (as set forth herein) to utilize such Digital Items within the Game. Other than this limited license, you have no right or title in or to Digital Items. Digital Items cannot be sold or transferred to a third party (unless a transfer is permitted within the Game) and cannot be exchanged for or converted to cash or legal tender or for any goods or services outside of the Game. If you live in the European Union you have certain rights to withdraw from distance purchases; however, please note that when you purchase a license to use Virtual Goods from us, you acknowledge and agree that we will begin the provision of the Virtual Goods to you promptly once your purchase is complete and therefore your right of withdrawal is lost at this point. For the purposes of this Section, a "purchase" is complete at the time our servers validate your purchase and the applicable Virtual Goods are successfully credited to your account on our servers.
4.3 No Refunds.
All purchases made through the Game are final and non-refundable.
4.4 Restrictions Regarding Digital Items.
Clockwork Labs may manage, regulate, control, modify or eliminate Virtual Goods at any time, with or without notice. Clockwork Labs shall have no liability to you or any third party in the event that Clockwork Labs exercises any such rights. The transfer of Virtual Goods is prohibited except where expressly authorized by Clockwork Labs. Other than as expressly authorized within the Game, you shall not sell, redeem or otherwise transfer Virtual Goods to any person or entity, including but not limited to Clockwork Labs, another user or any third party.
5. Payment
5.1 Payment Authorization.
Certain aspects of the Game may be made available to you for a fee. When you provide payment information to Clockwork Labs or to one of its payment processors, you represent to Clockwork Labs that you are the authorized user of the card, PIN, key or account associated with that payment instrument, and you authorize Clockwork Labs to charge your credit card or other payment instrument for any funds or other fees (including transaction and credit card fees) incurred by you in connection with the Game. Clockwork Labs may require you to provide your address or other information in order to meet its obligations under applicable tax law. If any purchase is subject to any type of VAT, use or sales tax, then Clockwork Labs may also charge you for those taxes, in addition to the any other applicable fees.
5.2 Purchase of Digital Items.
"Digital Items" means content (including, but not limited to, in-game currency) you purchase or otherwise acquire for use in the Game through the mechanisms we make available. By purchasing or otherwise acquiring Digital Items, you obtain a limited, non-exclusive license (as set forth herein) to utilize such Digital Items within the Game. Other than this limited license, you have no right or title in or to Digital Items. Digital Items cannot be sold or transferred to a third party (unless a transfer is permitted within the Game) and cannot be exchanged for or converted to cash or legal tender or for any goods or services outside of the Game. If you live in the European Union you have certain rights to withdraw from distance purchases; however, please note that when you purchase a license to use virtual goods from us, you acknowledge and agree that we will begin the provision of the virtual goods to you promptly once your purchase is complete and therefore your right of withdrawal is lost at this point. For the purposes of this Section, a "purchase" is complete at the time our servers validate your purchase and the applicable virtual goods are successfully credited to your account on our servers.
5.3 No Refunds.
All purchases made through the Game are final and non-refundable.
5.4 Restrictions Regarding Digital Items.
Clockwork Labs may manage, regulate, control, modify or eliminate virtual goods at any time, with or without notice. Clockwork Labs shall have no liability to you or any third party in the event that Clockwork Labs exercises any such rights. The transfer of virtual goods is prohibited except where expressly authorized by Clockwork Labs. Other than as expressly authorized within the Game, you shall not sell, redeem or otherwise transfer virtual goods to any person or entity, including but not limited to Clockwork Labs, another user or any third party.
6. Term and Termination
6.1 Term.
The term of Agreement commences when you use the Game and will continue in effect until terminated by you or Clockwork Labs as set forth in this Section 5.
6.2 Termination by You.
You may terminate this Agreement by deleting the Game and all copies thereof from your Device.
6.3 Termination by Clockwork Labs.
Clockwork Labs may terminate this Agreement at any time without notice if it ceases to support the Game, which Clockwork Labs may do in its sole discretion. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
6.4 Effect of Termination.
Upon termination, all rights granted to you under this Agreement will also terminate; and you must cease all use of the Game and delete all copies of the Game from your Device and account. Termination will not limit any of Clockwork Labs’ rights or remedies at law or in equity.
7. Disclaimer of Warranties
THE GAME IS PROVIDED TO LICENSEE “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, CLOCKWORK LABS, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE GAME, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, CLOCKWORK LABS PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE GAME WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, GAMES, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
8. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CLOCKWORK LABS OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE GAME OR THE CONTENT AND SERVICES FOR: (A) ANY PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES; OR (B) ANY DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE GAME.
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR CLOCKWORK LABS WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
9. Arbitration
9.1 Agreement To Arbitrate
Any dispute, claim, or controversy arising out of or relating to this Agreement, including the formation, interpretation, breach, or termination thereof, or any disputes arising from the use of the Game, shall be resolved by binding arbitration in accordance with the rules of American Arbitration Association (“AAA”) then in effect, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
9.2 9.2 Arbitration Administration and Rules
The arbitration shall be conducted by a single arbitrator, appointed in accordance with the rules of the AAA. The arbitration shall be governed by the State of California in effect at the time the arbitration is initiated.
9.3 Location Of Arbitration
The arbitration shall take place in San Francisco, California unless otherwise agreed by the parties.
9.4 Costs Of Arbitration
Each party shall bear its own costs and expenses, including attorney's fees, associated with the arbitration proceedings. The parties shall equally share the fees and expenses of the arbitrator.
9.5 Class Action Waiver
The parties agree that any arbitration or proceeding shall be limited to the dispute between Clockwork Labs and the user individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class-action basis or to utilize class action procedures; and (iii) 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.
9.6 Exceptions To Arbitration
Notwithstanding the foregoing, either party may bring an individual action in small claims court. Additionally, nothing in this Agreement shall prevent either party from seeking injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
9.7 Opt-Out
You may opt-out of this arbitration provision within 30 days of accepting this Agreement by sending a written notice to Clockwork Labs to the email address t.lefky@clockworklabs.io. If you opt-out, you and Clockwork Labs agree to resolve disputes in the courts of the State of California.
By downloading, installing, or using the Game, you acknowledge that you have read, understood, and agree to be bound by this arbitration provision. If you do not agree to these terms, you may opt-out as described above.
10. Miscellaneous
8.1 Export Regulation.
The Game may be subject to export control laws. You shall not, directly or indirectly, export, re-export, or release the Game to, or make the Game accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Game available outside your jurisdiction or country.
8.2 Severability.
If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
8.3 Governing Law.
This Agreement is governed by and construed in accordance with the State of California without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this Agreement or the Game shall be instituted exclusively in state and federal courts in San Francisco, California. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
8.4 Waiver.
No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.
8.5 Entire Agreement.
This Agreement, our Privacy Policy, our community guidelines and any other terms that reference this Agreement constitute the entire agreement between you and Clockwork Labs with respect to the Game and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Game.