Terms of Use and End User License Agreement

Last updated: November 29, 2023

I. INTRODUCTION

These Terms of Use and End User License Agreement (collectively, the “Agreement”), together with all the documents referred to in it, constitute a legally binding agreement made between you as a natural person (“you”, “your” or “user”) and Freeplay Inc. (“we,” “us” or “our”), concerning your access to and use one or more of our Games (hereinafter, ʺthe ʺApp(s)ʺ or ʺour App(s)ʺ).

All the documents that relate to the App are hereby expressly incorporated herein by reference.

Please read this Agreement carefully before you download, install, or use the App.

It is important that you read and understand this Agreement as by downloading, installing, or using the App, you indicate that you have read, understood, agreed, and accepted the Agreement, which takes effect on the date on which you download, install, or use the App. By using the App, you agree to abide by this Agreement.

If you do not agree with (do not accept) this Agreement, or if you do not agree at least with one of the provisions of this Agreement, you are not authorized to, and you may not access, download, install, or use the App and you must promptly discontinue downloading, installing the App and remove (delete) the App from any mobile device in your possession or under your control.

II. CHANGES TO THIS AGREEMENT

We reserve the right, at our sole discretion, to make changes or modifications to this Agreement at any time and for any reason. We will keep you informed about any changes by updating this Agreement, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review this Agreement to stay informed of updates. You will be subject to and will be deemed to be aware of and to have accepted the changes in any revised Agreement by your continued use of the App after the date such revised Agreement is posted.

III. RESTRICTIONS ON WHO CAN USE THE APP

To download, install, access, or use the App, you must be eighteen (18) years of age or older.

All users who are minors in the jurisdiction in which they reside (generally under the age of 18) must have the permission of and be directly supervised by their parent or guardian to use the App, so if you are between the ages of thirteen (13) and seventeen (17) years and you wish to use, download, install, access the App, before doing so, you must: (a) assure and confirm (if needed) that your parent or guardian have read and agree (get your parent or guardian's consent) to this Agreement before you use the App; (b) have the power to enter a binding contract with us and not be barred from doing so under any applicable laws.

Parents and guardians must directly supervise any use of the App by minors.

Any person under the age of thirteen (13) years is not permitted to download, install, access, or use the App.

You affirm that you are either more than eighteen (18) years of age, or an emancipated minor, or possess legal parental or guardian consent and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties outlined in this Agreement, and to abide by and comply with this Agreement.

IV. GENERAL TERMS

The App is a mobile game that is developed for entertainment purposes only.

The App is intended only for your personal, non-commercial use. You shall use the App only for the purposes mentioned above.

V. PRIVACY POLICY

Your privacy is very important to us. Accordingly, we have developed a Privacy Policy for you to understand how we process, use, and store information, including personal data. Access to the App and use of the Services is subject to the Privacy Policy. By accessing the App and by continuing to use the Services, you are deemed to have accepted the Privacy Policy, and in particular, you are deemed to have acknowledged the ways we process your information as well as the appropriate legal grounds for processing described in the Privacy Policy. We reserve the right to amend the Privacy Policy from time to time. If you disagree with any part of the Privacy Policy, you must immediately stop using the App. In order to read our Privacy Policy, please click/tap here.

VI. END-USER LICENSE AGREEMENT

By using the App, you undertake to respect our intellectual rights (intellectual rights related to the App's source code, UI/UX design, content material, copyright, and trademarks, hereinafter referred to as the “Intellectual Property Rights”) as well as those owned by third parties.

As long as you keep using the App, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, non-assignable, and revocable right to access and use the App under this Agreement (the “License”).

You may use our App solely for your non-commercial purposes. You are bound to respect the copyrighted material within the App.

The source code, design, and content, including information, photographs, illustrations, artwork, and other graphic materials, sounds, music, or video (hereinafter – the “works”) as well as names, logos, and trademarks (hereinafter – “means of individualization”) within the App are protected by copyright laws and other relevant laws and/or international treaties, and belong to us and/or our partners and/or contracted third parties, as the case may be.

These works and means of individualization may not be copied, reproduced, retransmitted, distributed, disseminated, sold, published, broadcasted, or circulated, whether in whole or in part unless expressly permitted by us and/or our partners and/or contracted third parties, as the case may be.

All rights, title, and interest in and to the App and its content, works, and means of individualization, as well as its functionalities, are the exclusive property of Freeplay Inc. and/or our partners and/or contracted third parties (2) are protected by the applicable international and national legal provisions, and (3) are under no circumstances transferred (assigned) to you in full or in part within the context of the license herewith.

We will not hesitate to take legal action against any unauthorized use of our trademarks, names, or symbols to protect and restore our rights. All rights not expressly granted herein are reserved. Other product and company names mentioned herein may also be the trademarks of their respective owners.

Open Source Software and Libraries incorporated into the App

Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the "Software"), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES, OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT, OR OTHERWISE, ARISING FROM, OUT OF, OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

Apache License Version 2.0, January 2004 http://www.apache.org/licenses/

TERMS AND CONDITIONS FOR USE, REPRODUCTION, AND DISTRIBUTION

1. Definitions.

"License" shall mean the terms and conditions for use, reproduction, and distribution as defined by Sections 1 through 9 of this document.

"Licensor" shall mean the copyright owner or entity authorized by the copyright owner that is granting the License.

"Legal Entity" shall mean the union of the acting entity and all other entities that control, are controlled by, or are under common control with that entity. For this definition, "control" means (i) the power, direct or indirect, to cause the direction or management of such entity, whether by contract or otherwise, or (ii) ownership of fifty percent (50%) or more of the outstanding shares, or (iii) beneficial ownership of such entity.

"You" (or "Your") shall mean an individual or Legal Entity exercising permissions granted by this License.

"Source" form shall mean the preferred form for making modifications, including but not limited to software source code, documentation source, and configuration files.

"Object" form shall mean any form resulting from mechanical transformation or translation of a Source form, including but not limited to compiled object code, generated documentation, and conversions to other media types.

"Work" shall mean the work of authorship, whether in Source or Object form, made available under the License, as indicated by a copyright notice that is included in or attached to the work (an example is provided in the Appendix below).

"Derivative Works" shall mean any work, whether, in Source or Object form, that is based on (or derived from) the Work and for which the editorial revisions, annotations, elaborations, or other modifications represent, as a whole, an original work of authorship. For this License, Derivative Works shall not include works that remain separable from, or merely link (or bind by name) to the interfaces of, the Work and Derivative Works thereof.

"Contribution" shall mean any work of authorship, including the original version of the Work and any modifications or additions to that Work or Derivative Works thereof, that is intentionally submitted to Licensor for inclusion in the Work by the copyright owner or by an individual or Legal Entity authorized to submit on behalf of the copyright owner. For this definition, "submitted" means any form of electronic, verbal, or written communication sent to the Licensor or its representatives, including but not limited to communication on electronic mailing lists, source code control systems, and issue tracking systems that are managed by, or on behalf of, the Licensor to discuss and improve the Work, but excluding communication that is conspicuously marked or otherwise designated in writing by the copyright owner as "Not a Contribution."

"Contributor" shall mean Licensor and any individual or Legal Entity on behalf of whom a Contribution has been received by Licensor and subsequently incorporated within the Work.

2. Grant of Copyright License. Subject to the terms and conditions of this License, each Contributor hereby grants to You a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license to reproduce, prepare Derivative Works of, publicly display, publicly perform, sublicense, and distribute the Work and such Derivative Works in Source or Object form.

3. Grant of Patent License. Subject to the terms and conditions of this License, each Contributor hereby grants to You a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable (except as stated in this section) patent license to make, have made, use, offer to sell, sell, import, and otherwise transfer the Work, where such license applies only to those patent claims licensable by such Contributor that is necessarily infringed by their Contribution(s) alone or by a combination of their Contribution(s) with the Work to which such Contribution(s) was submitted. If You institute patent litigation against any entity (including a cross-claim or counterclaim in a lawsuit) alleging that the Work or a Contribution incorporated within the Work constitutes a direct or contributory patent infringement, then any patent licenses granted to You under this License for that Work shall terminate as of the date such litigation is filed.

4. Redistribution. You may reproduce and distribute copies of the Work or Derivative Works thereof in any medium, with or without modifications, and in Source or Object form, provided that You meet the following conditions:

You must give any other recipients of the Work or Derivative Works a copy of this License; and

You must cause any modified files to carry prominent notices stating that You changed the files; and

You must retain, in the Source form of any Derivative Works that You distribute, all copyright, patent, trademark, and attribution notices from the Source form of the Work, excluding those notices that do not pertain to any part of the Derivative Works; and

If the Work includes a "NOTICE" text file as part of its distribution, then any Derivative Works that You distribute must include a readable copy of the attribution notices contained within such NOTICE file, excluding those notices that do not pertain to any part of the Derivative Works, in at least one of the following places: within a NOTICE text file distributed as part of the Derivative Works; within the Source form or documentation, if provided along with the Derivative Works; or, within a display generated by the Derivative Works, if and wherever such third-party notices normally appear. The contents of the NOTICE file are for informational purposes only and do not modify the License. You may add Your attribution notices within Derivative Works that You distribute, alongside or as an addendum to the NOTICE text from the Work, provided that such additional attribution notices cannot be construed as modifying the License.

You may add Your copyright statement to Your modifications and may provide additional or different license terms and conditions for use, reproduction, or distribution of Your modifications, or for any such Derivative Works as a whole, provided Your use, reproduction, and distribution of the Work otherwise complies with the conditions stated in this License.

5. Submission of Contributions. Unless You explicitly state otherwise, any Contribution intentionally submitted for inclusion in the Work by You to the Licensor shall be under the terms and conditions of this License, without any additional terms or conditions. Notwithstanding the above, nothing herein shall supersede or modify the terms of any separate license agreement you may have executed with the Licensor regarding such Contributions.

6. Trademarks. This License does not grant permission to use the trade names, trademarks, service marks, or product names of the Licensor, except as required for reasonable and customary use in describing the origin of the Work and reproducing the content of the NOTICE file.

7. Disclaimer of Warranty. Unless required by applicable law or agreed to in writing, Licensor provides the Work (and each Contributor provides its Contributions) on an "AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied, including, without limitation, any warranties or conditions of TITLE, NON-INFRINGEMENT, MERCHANTABILITY, or FITNESS FOR A PARTICULAR PURPOSE. You are solely responsible for determining the appropriateness of using or redistributing the Work and assume any risks associated with Your exercise of permissions under this License.

8. Limitation of Liability. In no event and under no legal theory, whether in tort (including negligence), contract, or otherwise, unless required by applicable law (such as deliberate and grossly negligent acts) or agreed to in writing, shall any Contributor be liable to You for damages, including any direct, indirect, special, incidental, or consequential damages of any character arising as a result of this License or out of the use or inability to use the Work (including but not limited to damages for loss of goodwill, work stoppage, computer failure or malfunction, or any other commercial damages or losses), even if such Contributor has been advised of the possibility of such damages.

9. Accepting Warranty or Additional Liability. While redistributing the Work or Derivative Works thereof, You may choose to offer, and charge a fee for, acceptance of support, warranty, indemnity, or other liability obligations and/or rights consistent with this License. However, in accepting such obligations, You may act only on Your behalf and on Your sole responsibility, not on behalf of any other Contributor, and only if You agree to indemnify, defend, and hold each Contributor harmless for any liability incurred by, or claims asserted against, such Contributor by reason of your accepting any such warranty or additional liability.

END OF TERMS AND CONDITIONS

We emphasize that we do not endorse or promote any software or content incorporated into the App.

VII. PROHIBITED BEHAVIOUR

You agree not to use the App in any way that:

You shall not make the App available to any third parties. In addition, you shall not modify, translate into other languages, reverse engineer, decompile, disassemble, or otherwise create derivative works from the App or any documentation concerning the App.

You shall not transfer, lend, rent, lease, distribute the App, or use it for providing services to a third party, or grant any rights to the App or any documentation concerning the App to a third party.

Misuse of any trademarks or any other content displayed on the App is prohibited.

You shall not copy and/or duplicate and/or distribute and/or publish and/or use any content in the App, directly or indirectly, by way of a violation of our Intellectual Property Rights.

Moreover, you shall not make any attempts to use the App or part thereof for malicious intentions.

Also, we are not responsible for the way you use the App.

It is clarified that we may adopt, against a user who violated the present Agreement, any legal measures at our disposal under the applicable laws.

All disputes arising from the usage of the App shall be governed by and construed following the laws of the United States of America and shall be submitted to the sole jurisdiction of the competent courts of New York, the United States of America.

VIII. AVAILABILITY OF THE APP, SECURITY, AND ACCURACY

To use the App, you are required to have a compatible mobile phone or tablet and internet access.

The App is available for downloading and installing on handheld compatible mobile devices running Android Operating System 6.0 with minimum system requirements.

We do not warrant that the App will be compatible with all hardware and software that you may use.

We make no warranty that your access to the App will be uninterrupted, timely, or error-free.

You acknowledge the App is provided via the Internet and mobile networks and so the quality and availability of the App may be affected by factors outside our reasonable control.

The version of the App may be upgraded from time to time to add support for new functions and services.

We may change or update the App and anything described in it without noticing you. If the need arises, we may suspend access to the App or close it indefinitely.

You also warrant that any information that you submit to us is true, accurate, and complete, and you agree to keep it actual at all times.

You can discontinue using our services at any time by choosing the relevant option in your account settings. In case you decide to stop using the App, you should undertake the necessary steps to uninstall it.

IX. CHARGES

The App is provided on a free basis (Once you download the App, you'll have access to its basic features).

Access to some services and/or additional features within the App (“Premium options”) requires In-App Purchases, including paid subscriptions. The full list of Premium options and pricing is provided on the page of each App. You may have an opportunity to try Premium options during the free trial period as provided on the signup screen. After the free trial period expires, an auto-renewing subscription period will start on a regular basis. Please mind that you will be charged automatically unless you cancel your subscription at least 24 hours before the end of the free trial period. When you cancel your subscription, you will still have access to the basic functions of the App. Premium options are available during the whole free trial period.

You can choose different subscription options. Subscription prices are in U.S. dollars and may vary in countries other than the U.S. You will have all the necessary information about your subscription plan and the duration of the free trial period on the signup screen before the purchase.

A subscription with a free trial period will automatically renew to a paid subscription. Any unused portion of a free trial period, if offered, will be forfeited when the user purchases a subscription, where applicable. We reserve the right to modify, terminate, or otherwise amend our offered subscription plans at any time.

Subscriptions are automatically renewed for a new billing period (whether weekly, monthly, annually, or another period), and you may be charged no earlier than 24 hours before the beginning of each billing period. You may cancel your subscription at any time before the end of the applicable billing period, as described here , and the cancellation will apply to the next period. Subscriptions are managed by you. Please note that removing the App from your device does not deactivate your subscription.

You may be charged by your communications service provider for downloading and/or accessing the App on your mobile phone or tablet device, so you should check the terms of the agreement with your operator. This may include data roaming charges if you do this outside your home territory. All these charges are solely your responsibility. If you do not pay the bills related to your mobile phone or tablet device, then we assume that you have permission from the person who does it before incurring any of these charges.

X. THIRD-PARTY WEBSITES AND RESOURCES

The App may link you to other sites on the Internet and contract third parties to provide you with certain services. We have no control over and accept no responsibility for the content of any website or mobile application to which a link from the App exists (unless we are the provider of those linked websites or mobile applications). Such linked websites and mobile applications are provided “as is” for your convenience only with no warranty, express or implied, for the information provided within them.

You acknowledge sole responsibility for and assume all risks arising from your use of any third-party websites or resources.

If you have any queries, concerns, or complaints about such third-party websites or mobile applications (including, but not limited to, queries, concerns, or complaints relating to products, orders for products, faulty products, and refunds), you must direct them to the operator of that third party website or mobile application.

XI. DISCLAIMER OF WARRANTIES

YOU AGREE THAT YOUR USE OF THE APP AND ITS SERVICES SHALL BE AT YOUR SOLE RISK. THE SERVICES AND ALL THE MATERIALS, INFORMATION, SOFTWARE, AND CONTENT INTEGRATED IN THE APP ARE PROVIDED “AS IS” AND “AS AVAILABLE”. WE DO NOT MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH REGARD TO THE MERCHANTABILITY, TECHNICAL COMPATIBILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF ANY SERVICE, PRODUCTS, OR MATERIAL PROVIDED UNDER THIS AGREEMENT. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED ON OR THROUGH THE SERVICES WILL BE AVAILABLE, UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVERS THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

XII. LIMITATION OF LIABILITY

IN NO EVENT SHALL WE BE LIABLE FOR DAMAGES OF ANY TYPE, WHETHER DIRECT OR INDIRECT, ARISING OUT OF OR IN ANY WAY RELATED TO THE APP AND SERVICES PROVIDED BY THE APP. WE SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES OR LOSS OF PROFIT OR REVENUES, EVEN IF WE HAVE BEEN SPECIFICALLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WE SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO PRODUCTS, SERVICES, AND/OR INFORMATION OFFERED OR PROVIDED BY ANY THIRD PARTIES AND ACCESSED THROUGH THE APP OR BY ANY OTHER MEANS. YOU ALSO SPECIFICALLY ACKNOWLEDGE THAT WE ARE NOT LIABLE FOR COSTS OR DAMAGES ARISING OUT OF PRIVATE OR GOVERNMENTAL LEGAL ACTIONS RELATED TO YOUR USE OF ANY OF THE APPS AND THEIR SERVICES IN ANY COUNTRY.

XIII. LEGAL COMPLIANCE

You must represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

XIV. GOVERNING LAW AND CLAIMS

This Agreement shall be governed by and construed under the laws of the State of New York, USA.

We make no representations that the App is appropriate or available for use in other locations. Those who access or use the App from other jurisdictions do so of their own volition and are responsible for compliance with local law.

If you choose to access or use the App from or in locations outside of the United States, you are responsible for:

a) ensuring that what you are doing in that country is legal; and

b) the consequences and compliance by you with all applicable laws, regulations, bylaws, codes of practice, licenses, registrations, permits, and authorizations.

Any claims shall be exclusively decided by courts of competent jurisdiction in New York, New York, USA, and that applicable Federal law shall govern without regard to the choice of law principles.

If you ever wish to seek any relief from us, you agree to waive the ability to pursue a class action.

If any controversy, allegation, or claim (including any non-contractual claim) arises out of or relates to the App and the Services provided by the App or this Agreement, then you and we agree to send a written notice to each other providing a reasonable description of the dispute, along with a proposed resolution of it. The notice shall be sent based on the most recent contact information. For sixty (60) days from the date of receipt of notice from the other party, you and we will engage in a dialogue to attempt to resolve the dispute, though nothing will require either you or us to resolve the dispute on terms which either you or us, in each of our sole discretion, are uncomfortable with.

XV. CLAIMS REGARDING COPYRIGHT INFRINGEMENT

If you are a copyright owner or an agent thereof and believe that any materials accessible on or from the App infringe your copyright, you may submit a notification by providing us with the following information in writing:

  1. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;

  2. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;

  3. Information reasonably sufficient to permit us to contact you, such as your name, address, telephone number, and, if available, your email address;

  4. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

  5. A statement, under penalty of perjury, that the information in the above notification is accurate and that you are, or are authorized to act on behalf of, the owner of an exclusive right that is allegedly infringed.

  6. A physical or electronic signature of the owner or a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

XVI. TERMINATION

We reserve the right to terminate this Agreement at any time at our sole discretion for any reason.

Upon any termination, (a) the rights and licenses granted to you herein shall terminate; (b) you must cease all use of the App.

XVII. SEVERABILITY

If at any time any provision of this Agreement is or becomes illegal, invalid, or unenforceable in any respect, that provision shall be read down to become legal, invalid, or unenforceable or, if this is not possible, deleted. The other terms of this Agreement shall continue to apply with full force and effect.

You shall not assign, transfer, or purport to assign or transfer the contract between you and us to any other person.

XVII. CONTACT INFORMATION

We reserve the right to respond to user support requests. If you want to submit a support request or have any questions about this Agreement or the App, please contact us via our [ support form ].

Copyright © 2024 Freeplay Inc.