End User License Agreement ("EULA")
This document applies to your use of software products licensed from the Upset Baby Games Store (which we'll call "the Store" as shorthand). This document is the contract between customers of the Store and the Upset Baby Games team (which we'll just say "us" or "we" from this point on) from whom they can license products on the Site. We call those products "Extensions" in this EULA.
Accepting This EULA
This EULA is a legally binding contract regarding your use of Extensions via the Store. Before you can access any Extensions, you need to show your acceptance of this EULA every time you license and/or download an Extension. Please review this EULA carefully and contact us at https://upsetbabygames.com/contact if you have any questions or if you wish to propose any amendments, since once it comes into force it is legally binding upon you and us. In any event, your continuing usage of the Store or any Extension from it will be taken as your approval of this EULA.
Access for adults only or with adult approval. To accept this EULA or to use Extensions, you must be at least 18 years of age (or whatever is the age of legal majority in your country, if it's not 18). If you are not an adult, you can accept this EULA and use Extensions only with a parent's or guardian's approval. We reserve the right to refuse to permit minors to obtain access to or use the Store at our discretion.
By "Extensions" we mean software and other things sold via the Store. Extensions are licensed, not sold. When you 'buy' an extension, what happens is that we, the publisher, grant to you a non-exclusive, worldwide and perpetual right (known legally as a "license") over the Extension for the purpose of using them and integrating them with interactive entertainment products (which you may choose to distribute for free or for money). You may copy, use and modify Extensions for this purpose only and you may NOT distribute, sublicense, rent, lease or lend the Extensions. You are therefore acquiring a license over the Extensions, not buying the Extensions themselves (which we will still own). Your license over the Extensions is subject to this EULA.
Only you are able to use the rights in this EULA regarding the Extension you use - you cannot give rights to other people or share rights with others. If you would like to have a multi-user arrangement regarding an Extension, please contact https://upsetbabygames.com/contact.
Ownership of the Store, Extensions, and Intellectual Property Rights
The Extensions and all Intellectual Property Rights in them are owned by us. This includes the Extension's software, code, graphics, video, music, and text. The Store is owned by Upset Baby Games (this also includes the Store's software, code, graphics, video, audio, music and text).
Some Extensions may contain open source software and so will also be governed by applicable open source software licenses. If there is a dispute or discrepancy between this EULA and any such open source licenses, the open source software licenses will prevail.
Consumer Right Regarding Extensions
All license acquisitions are final and consumers have no right of return or refund, nor are any warranties given by us regarding the quality and use of the Extension. If the user is dissatisfied with a licensed Extension or has not yet downloaded the licensed Extension then the user may request from us via email (firstname.lastname@example.org) an exchange for a different Extension from the Store of equal value of which approval is at our sole discretion.
If an Extension that you have already licensed is to be removed from the Store and it has not yet been recorded as downloaded through your account, we will endeavor to give you a reasonable period (normally 30 days) in which to download it. However, this is subject to the reason for which it is being taken down.
What You Must Not Do With The Extensions
You must not do any of the following regarding Extensions or the Store:
- Reproduce, duplicate, copy, sell, trade, or resell them;
- Copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from them;
- Interfere with, circumvent or bypass servers or security or content usage functionality (including any digital rights management) in or regarding them;
- Use them to access, copy, transfer, transcode, or retransmit content in breach of any laws or third party rights; or
- Remove, obscure or alter Upset Baby Games' copyright or trademark or other proprietary notices or documentation regarding them, nor use any Upset Baby Games or other trademarks for your own purposes.
Term and Termination
This EULA starts when you confirm your agreement to it as explained at the beginning of this EULA and it will end once it is terminated, as we explain further in the rest of this section.
You may terminate this EULA by ending use of the Extension.
You or we may terminate this EULA at any time on written notice to you if: (i) you or we materially breach this EULA; or (ii) you or we become or threaten to become insolvent or bankrupt.
If this EULA terminates for any reason then it will cease immediately to have effect (apart from any sections that are necessary for enforcement of any legal rights and remedies against you). Depending on the details of the termination, you may lose your rights over the Extension.
You agree on demand to indemnify and hold harmless Upset Baby Games and its officers, directors, employees and agents (and keep them indemnified and held harmless) from and against any and all damages, claims, suits, actions, judgments, and costs (including legal costs) and expenses whatsoever, including reasonable legal fees and costs, arising out of your use of the Extensions, including your downloading, installation, or use of any Extensions, or your material breach of this EULA.
You understand and agree that your use of Extensions is at your own risk and that they are provided "as is" and "as available" without warranty or representation of any kind. All warranties, representations or conditions of any kind relating to them are disclaimed, including without limitation any implied warranties of satisfactory quality, merchantability, fitness for purpose or non-infringement of third party rights. In addition, no warranty or representation is given that your use of them will be uninterrupted or secure or free from bugs or errors.
The maximum and total aggregate liability of Upset Baby Games, its groups of companies, employees and affiliates to you in connection with this EULA shall be equivalent to the sum of $100 (one hundred US dollars).
In no event will the we be liable to you for any loss of profits, charges or expenses, loss of data or any corruption or loss of information, or any loss of business opportunity, or any special, indirect, punitive, exemplary or consequential loss or damage or disruption of any kind, in any case, whether based on breach of contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise whether or not the relevant party has been advised of the possibility of such damage. The foregoing limitations will survive and apply even if any limited remedy specified in this EULA is found to have failed of its essential purpose.
Without prejudice to the generality of the rest of this "Liability" clause, we disclaim any liability regarding or arising out of:
- Any reliance by you on the existence, completeness or accuracy of any marketing or advertising materials regarding Extensions;
- Any changes made to any Extensions; or
- Any damage or harm or deletion or corruption that is in any way attributable to your use of Extensions.
Nothing in this "Liability" clause purports to limit or exclude any party's liability: (i) for fraud, fraudulent misrepresentation or willful misconduct; (ii) for death or personal injury caused by that party's negligence; or (iii) to the extent otherwise not permitted by law.
General Legal Terms
No failure or delay by a party to exercise any right or remedy provided under this EULA or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right to remedy.
If any court or competent authority finds that any provision of this EULA (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this EULA shall not be affected. If any invalid, unenforceable or illegal provision of this EULA would be valid, enforceable and legal if some part of it were deleted, the parties shall negotiate in good faith to amend such provision such that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the parties' original commercial intention.
No person other than Upset Baby Games or a party to this EULA shall have any rights to enforce any term of this EULA.
Nothing in this EULA or in any document referred to in it or in any arrangement contemplated by it shall create a partnership, joint venture, agency or employment between parties.
This EULA contains the whole agreement between the parties relating to the subject matter hereof and supersedes all prior EULAs, arrangements and understandings between the parties relating to that subject matter. Each party acknowledges that, in entering into this EULA, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly set out in this EULA. Please remember, when reviewing this section, that you had had the opportunity at the start of this EULA to raise any queries and propose any amendments to its terms.
Governing Law and Jurisdiction
You and we agree that this EULA shall be governed by and interpreted according to the laws of the United States of America and that any dispute regarding this EULA shall be heard by the courts of the United States of America.