A few important notices—arbitration, refunds,
class actions and damages
We want to be super upfront about three
important things: First, by using our services you are agreeing to arbitrate
almost all disputes rather than have them heard in a court of law or by a
jury. Second, if you are in the US you are agreeing not to participate in a class
action lawsuit against us. Third, unless otherwise stated herein and to the
extent allowed by law, all purchases are non-refundable.
IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THIS EULA YOU
ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND US
THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW
CAREFULLY SECTIONS 22 AND 23 “DISPUTE RESOLUTION” BELOW
FOR DETAILS REGARDING ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF
EULA ALSO INCLUDES A WAIVER OF RIGHTS BY YOU TO BRING A CLASS ACTION AGAINST US
AND A LIMITATION ON DAMAGES THAT YOU CAN COLLECT FROM US THAT MAY ARISE OUT OF
YOUR USE OF THE SERVICES. BY USING THE SERVICES, YOU AGREE TO THESE PROVISIONS.
IF YOU DO NOT AGREE TO THE TERMS OF THIS
EULA, YOU MAY NOT INSTALL, COPY, OR USE OUR SERVICES. WITH LIMITED EXCEPTION
(SEE SECTION 10), ANYTHING YOU PURCHASE FROM US IS NON-REFUNDABLE.
What is this document? When can I play?
This is the agreement
between you and us for our services you download or access, whether that’s a
game, something that supports the game, or something else. You can only use
these things once you agree to these terms.
You are now reading our End User License
Agreement (“EULA”) which is a legal agreement between you and [TCH
Scarlet Limited] (“Tencent” or “we”, “us”, “our”, as appropriate) regarding the Services you use from us. “Services”
means collectively, and sometimes individually, the following: (a) each of our
Games, (b) any websites, software or other services we provide with or in
support of the Game, whether or not they are installed or used on a computer,
console, or a mobile device. “Game” means our game that you download and
access that is subject to this EULA, regardless of where you download and/or
access it, and any documentation, software, updates, Virtual Goods and Content
(each defined below) included in it.
We’ve tried to be straightforward in this EULA
and if you have any questions feel free to send us a note
at EULAinquiries@tencent.com (our “Support
Email Address”). You’ll notice that we added some text in italics throughout
the EULA to make it easier to read however this text is provided for guidance
only, and does not form part of the EULA.
You’ll notice some capitalized terms in
this EULA. They’re called “defined terms,” and we use them so we don’t have to
repeat the same language again and again, and to make sure that the use of
these terms is consistent throughout the EULA. We’ve included the defined
terms throughout because we want it to be easy for you to read them in context.
Some Services may be
available (or only available) through accessing (or downloading from) a third
party platform or store, including but not limited to, Facebook, the Epic Games
Store, Steam game platform, the Google Play Store and Apple App Store (each, an
“App Store”). Your use of the Services are also governed by any
applicable agreements you have with any App Store (the “App Store
Agreement(s)”). In the event of a conflict between any other App Store
Agreement(s), from which you acquire one of our Games, and this EULA with
respect to your use of the Services, this EULA will take priority.
The collection of
information from you and related to the Services (whether obtained through an
disclose information that we collect from and about you.
Eligibility and Registration
we offer have certain age restrictions and may
require an outside account. When you give us
information, you need to make sure it stays up to date. Also, don’t share your
account with others without our permission.
Age. You must be
at least 16 years old (or such other minimum age as is applicable in the
jurisdiction you live in) to create a Game Account (as defined below), or use
or access any of our Services. If you are at least the relevant minimum age but
are not legally considered an adult in your jurisdiction, you must ask one of
your parents (or legal guardians) to read this EULA and accept it on your
behalf, and to create a Game Account. Parents and guardians are responsible for
the acts of their minor children when using a Game Account they created, or any
of our Services, and you understand and agree that they will
be responsible for all uses of the Game Account and our Services by you
whether or not they authorized
such uses by you. You may
not create or use a Game Account, or use or access
any of our Services on behalf of a legal entity or for a commercial purpose.
To access parts of a Game, you may need to create an in-game account (your “Game
Account”). Your Game Account, if applicable, is separate from any account
you may have with any App Store (your “App Store Account”). You may be
able to create your Game Account using an existing account you have with us or
your email address. To the extent you create your Game Account through the use
of a third party account (for example, your account with Facebook or Google),
we may access certain personal information that this third party provides to us
such as your email address and name to help create your Game Account. Further
Keep Your Information Current. It’s
important that you provide us with accurate, complete and
up-to-date information for your Game Account and you agree to update such
information to keep it that way. If you don’t, we may suspend or terminate your
Game Account. You agree that you will not disclose your Game Account password
to anyone and will notify us immediately of any unauthorized use of your Game
Account. You are responsible for all activities that occur under your Game
Account, whether or not you know about them. If you believe that your Game
Account is no longer secure, then you must immediately notify us at our Support
No Account Sharing. You may not sell,
rent, lease, share or provide access to your
Game Account to anyone else. We reserve all available legal rights and remedies
to prevent unauthorized use of our Services, including, but not limited to,
technological barriers, IP mapping, and, in serious cases, directly contacting
your Internet Service Provider (ISP) regarding such unauthorized use.
No False Accounts. You may not create a
Game Account for anyone else or create a Game
Account in a name other than your own.
As long as you
agree to this EULA (and as long as the EULA isn’t terminated—see Section 21), we grant you permission to access and use our Services. If you break
the rules or can’t agree, we can’t let you play.
License Grant. So
long as you comply with this EULA and, as applicable, the App Store
Agreement(s), we grant you the following license: a personal, non-exclusive,
non-transferable, non-sublicensable limited right and license to (i) download
and install the Game on the device permitted by the App Store Agreement(s) (if
applicable), and (ii) access and use the Services, including any Content,
for your personal entertainment purposes leveraging only the functionality
of the Game and Services. We and our licensors reserve all rights not granted
to you in this EULA. “Content” means all artwork, titles, themes,
objects, characters, names, dialogue, catch phrases, stories, animation,
concepts, sounds, audio-visual effects, methods of operation, musical
compositions, Virtual Goods (defined in Section 9) and
any other content within the
Services. Content also includes anything generated, created, or that is
otherwise developed within the Services by any user (including you) as a result
of interaction with the functionality of the Services.
Content You Create Outside the
Content” means any Content that you (or other Game Account holders) create
or obtain outside the Services that you or another user makes available within
the Services. To be clear, if Content is created within the Services, it is not
User Content; only Content created or obtained from outside the Services
that a user then makes available within the Services is User Content. By making
any User Content available through the Services you hereby grant to us the
following license: a non-exclusive, transferable, worldwide, royalty-free
license, with the right to sublicense, to use, copy, modify, create derivative
works based upon, distribute, publicly display, and publicly perform your User
Content in connection with operating and providing the Services and Content to
you and to other users of the Services. Except to the extent prohibited by law,
you waive the benefit of any “moral rights” or “droit moral” or similar rights
in any country to any User Content.
Service Limits Based on Where You Live. We may
restrict, modify, or limit your access to and use of certain Content, Virtual
Goods, an entire Game, or any or all of the Services depending on the territory
in which you are located.
Retail Purchase. We may offer codes or product keys
that can be activated in a Game or used to activate a Game on the App Store.
Such codes or keys must be purchased (or otherwise obtained legally) through us
or one of our authorized retailers to be valid. If you purchase such a code or
key from a third party, that third party is responsible for addressing any
issues you have with these codes or keys. Subject to
applicable law, we will have no responsibility for these
codes or keys purchased from any third party.
play by the same rules. If you use our Services as intended, without cheating,
being abusive, or being unfair, you are probably in the clear, but please read
all of the terms of this EULA carefully to be sure.
You agree not do any of the following with
respect to the Services:
use them commercially,
for a promotional purpose, or for the benefit of any
third party or in any manner not
permitted by this EULA;
use, or provide, any unauthorized third party
programs that intercept, emulate, or redirect any communication between the
Services and Tencent or that collect information about the Game;
use, or provide ancillary offerings to anyone,
that are not offered within the Services by us (or the functionality of the App
Store), such as hosting, “leveling” services, mirroring
our servers, matchmaking, emulation,
communication redirects, mods, hacks, cheats, bots (or any other automated
control), trainers and automation programs that interact with the Services in
any way, tunneling, third party program add-ons, and any interference with
online or network play;
access or use them on more than one device at a
copy, reproduce, distribute, display, mirror,
frame or use them (or any of our other materials, intellectual property, or
proprietary information) in a way that is not expressly authorized in this
sell, rent, lease, license, distribute, or
otherwise transfer the Services, Game or any Content, including, without
limitation, Virtual Goods or Game Currency, including participating in or
operating so called “secondary markets” for Virtual
Goods, Game Currency or Content;
attempt to reverse engineer (except as otherwise
permitted by applicable local law), derive source code from, modify, adapt,
translate, datamine, decompile, or disassemble or make derivative works based
upon the Services or any Content;
remove, disable, circumvent, or modify any
technological measure we implement to protect them or any of their associated
create, develop, distribute, or use any unauthorized
software programs to gain advantage in any online or other game modes or
otherwise Cheat (as defined below);
violate any applicable law or regulation;
attempt to probe, scan or test its vulnerability
or breach any security or authentication measures;
access, tamper with, or use non-public areas of
behave in a manner which is detrimental to the
enjoyment of the Services by other users as intended by us, in our sole
judgment, including, without limitation, harassment, use of abusive or
offensive language, game abandonment, game sabotage, spamming, social
engineering, or scamming;
upload, publish, submit or transmit any User
Content or engage in any behavior that: (i) infringes, misappropriates or
violates a third party’s
patent, copyright, trademark, trade secret, contractual rights, moral rights or
other intellectual property rights, or rights of publicity or privacy; (ii)
violates, or encourages any conduct that would violate any applicable law or
regulation or would give rise to civil liability; (iii) is fraudulent, false,
misleading or deceptive, including “trolling;” (iv) is
defamatory, obscene, pornographic, vulgar or offensive; (v) promotes
discrimination, bigotry, racism, hatred, harassment or harm against any
individual or group; (vi) is violent, bullying, or threatening or promotes
violence, terrorism, or actions that are threatening to any person or entity;
or (vii) promotes illegal or harmful activities or substances;
interfere with, or attempt to interfere with,
the access of any user, host or network, including, without limitation, sending
a virus, overloading, flooding, spamming, or mail-bombing the Services or any
of its users;
collect or store any information that could be
used to identify an individual, either itself or combined with other
information, from the Services from other users of the Services without their
trespass, or attempt to gain access to a
property or location where you do not have permission to be or engage in any
activity that may result in injury, death, property damage, nuisance or other
impersonate or misrepresent your affiliation
with any person or entity;
use IP proxying or other methods to disguise the
place of your residence, whether to circumvent geographical restrictions on the
Services or for any other purpose;
play on another person’s
Game Account to “boost” that Game Account’s
status, level or rank;
use the Services in any way that would affect us
adversely or reflect negatively on us or the Services or discourage any person
from using all or any portion of the features of the Services; or
encourage or enable anyone else to do any of the
including our Content and Games is owned by us or our licensors. Our Services
may let you upload, post and store photos and other content that you own. You
retain your ownership of this content, to which we take a license.
We and our affiliates and licensors own all
title, ownership and intellectual property rights in the Services. You agree
not to remove, alter or obscure any copyright, trademark, service mark or other
proprietary rights notices incorporated in or accompanying the Services. You
understand and agree that you have no ownership interest in the Services or any
Games or Content therein. The Services (and particularly our Games) may have
built-in mechanisms designed to prevent granting one user an unfair advantage
over other users (these actions are “Cheating” and the software is the “Cheat
Detection Software”). We may add or update our Cheat Detection Software
periodically as we may require in our sole discretion. The Services and/or the
Cheat Detection Software may collect and transmit details about your Game
Account, gameplay, and unauthorized programs or processes in connection with
we in our sole discretion conclude that you are Cheating, you agree that we may
exercise any or all of our rights under this EULA, including termination of this
EULA and your access to our Services. In addition if you
Cheat in one Game or Service, we may terminate your license to use all of our
Games and Services.
Although we are not obligated to monitor
access to or use of the Services or to review or edit any Content, we have the
right to do so for the purpose of operating and publishing the Services, to
ensure compliance with this EULA, to protect the health or safety of anyone
that we believe may be threatened, to protect our legal rights and remedies, to
report a crime or offensive behavior, or to comply with applicable law. We may
(but don’t have to) remove or disable access to any
Content, at any time and without notice. We may (but don’t have to) investigate violations of this EULA or conduct that affects
We may offer
you some cool features in our games for which you must pay. We need special
permission to charge your payment method. These features are owned by us.
Purchasing or Obtaining Virtual Goods and
Game Currency. We may offer certain upgrades and
options within our Games that you can buy with real world currency, including,
but not limited to, in-game
currency (“Game Currency”), character skins, mounts and vehicles,
digital cards, experience boosts, gear and other customizations for your
in-Game characters, and other such digital add-on items that may improve your
Game experience in some way (“Virtual Goods”). Except as otherwise
communicated to you within the functionality of the Game, Game Currency and
Virtual Goods are not transferable from one Game to another. You may also be
able to obtain certain Virtual Goods and Game Currency without purchase, such
as an in-Game award. When you purchase Game Currency, Virtual Goods, or a Game itself (each, a “Transaction”),
your purchase will be made through the functionality available through the App
Store or other platforms we make available to you. Prior to making a
Transaction, you should make sure you fully understand the agreement that
covers your Transaction, whether that agreement is an App Store Agreement or
another payment platform agreement (like our WeGame Platform or a third party
payment processor’s terms).
There may be limits to the quantity and number of times you can purchase
Virtual Goods, Game Currency, or other aspects of your Transaction. For
example, there may be a maximum amount of Game Currency you are able to hold
(in-Game) or purchase at a
given time, or a maximum number of Transactions you may make per day; these
additional restrictions may be communicated to you via the functionality of the
Services. We may, from time to
time, modify, amend, or supplement our fees, billing methods and terms
applicable to Game Currency, Virtual Goods or to any purchases, and post those
changes in this EULA, in separate terms and conditions or in other terms or
agreements posted on the applicable website or as part of the Game or otherwise
provided to you by us. Such modifications, amendments, supplements or terms
shall be effective immediately upon posting and shall be incorporated by
reference into this EULA. If any change is unacceptable to you, you may
terminate the use of your Game Account at any time.
Your License to Virtual Goods and Game
Currency. Virtual Goods and Game Currency are
digital items and your use of them is governed by this EULA and the App Store
Agreement(s). VIRTUAL GOODS AND GAME CURRENCY HAVE NO MONETARY VALUE AND
CANNOT BE REDEEMED FOR CASH. VIRTUAL GOODS AND GAME CURRENCY ARE
NON-TRANSFERABLE AND NON-TRADABLE, IN WHOLE OR PART, AND ARE NOT PROVIDED FOR
INVESTMENT PURPOSES. Provided you comply with the terms of this EULA and the
App Store Agreement(s), we grant you the following license: a personal,
non-exclusive, non-transferable, non-sublicensable limited right and license to
use any Virtual Goods or Game Currency you gain access to, whether purchased or
otherwise obtained, solely in connection with your use of the Game in question
and within the Game (unless we otherwise communicate to you that you may use
them in multiple Games) and for no other purpose. Unless, expressly permitted
by us in a specific Game, you may not trade any such Virtual Good or Game
Currency with others. We may cancel, revoke, or otherwise prevent the use of
Virtual Good or Game Currency if we suspect any unauthorized or fraudulent
activity, and/or to correct any erroneous application of any Virtual Goods or
Game Currency to your Account.
Changes to Game Currency and Virtual Goods. Except as otherwise prohibited by
applicable law, we, in our sole discretion, may modify, substitute, replace,
suspend, cancel or eliminate any Game Currency or Virtual Goods, including your
ability to access or use Game Currency or Virtual Goods, without notice or
liability to you. YOU AGREE THAT YOU WON’T ASSERT OR
BRING ANY CLAIM AGAINST US, OUR AFFILIATES, DIRECTORS,
OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS (THE “TENCENT
PARTIES”) RELATING TO (A) A CLAIM THAT YOU HAVE A
PROPRIETARY INTEREST IN ANY GAME CURRENCY OR VIRTUAL GOODS; OR (B) A CLAIM FOR
AN ALLEGED MONETARY VALUE OF GAME CURRENCY OR VIRTUAL GOODS LOST UPON (I)
DELETION OR SUSPENSION OF YOUR ACCOUNT, (II) ADJUSTMENTS TO THE GAME THAT
RESULT IN THE VALUE OF VIRTUAL GOODS OR GAME CURRENCY CHANGING, OR (III)
MODIFICATION, TERMINATION OR EXPIRATION OF THIS EULA.
Subject to applicable law, (i) all Games,
Virtual Goods and Game Currency remain our property, have no monetary value and
are not redeemable, refundable, or eligible for any other alternate remedy for
any “real world” money or anything of monetary value, unless they are
defective, unavailable, or do not perform in accordance with the specifications
we provide; (ii) we may revoke your license to such Games, Virtual Goods and/or
Game Currency at any time consistent with this EULA without notice or liability
to you; and (iii) by purchasing and using any Games, Virtual Goods and/or Game
Currency, you hereby waive any statutory right you may have to withdraw from
your agreement to purchase the applicable Game, Virtual and/or Game Currency
and you agree that you will therefore not be eligible to receive a refund (or
any alternative remedy) in relation to such Game, Virtual Good and/or Game
Currency. Where applicable law does not permit you
to waive your right to so withdraw, you hereby agree that such withdrawal right
expires immediately upon purchase and delivery of your Game, Virtual Good
and/or Game Currency, as permitted by applicable law.
From time to time we may offer a beta
version of one of our Services (a “Beta”). As the name implies, Betas
are not guaranteed to work properly, and may make other parts of your system
not work properly as well. For the license granted to you in Section 6 above to extend to the Beta (meaning, for you to have permission to use
the Beta), you acknowledge and agree to the following terms in addition to the
rest of this EULA:
We may automatically delete or modify the
information stored on your computer related to the Beta for any reason at any
time during the duration of the Beta test;
We may terminate the Beta test at any time,
which would then render your Beta unplayable or unable to function properly.
When we terminate a Beta, you must delete the local Beta instance on your
computer and all documents and materials you received from us in connection
with the Beta;
Termination of a Beta by us is not a grounds for
any kind of refund and your participation in a Beta does not entitle you to any
compensation or any free Services, including any Content and Game Currency; and
If and when we release a full (non-Beta) version
of the particular Game and we may allow your use of the Game to continue to the
full version. If so allowed by us, your continued use of the Game will no
longer be subject to this Section 11 but will still be
subject to the rest of
require us to pass on certain terms to you.
Where a Game is made available to you via
an App Store (like the Apple App Store or Google Play Store) you acknowledge
and agree that:
· This EULA is between you and us, not the App Store, and we (not the
App Store), are solely responsible for the Game.
· The App Store has no obligation to provide any Game maintenance or
· If the Game cannot meet its warranties (if any), you can contact the
App Store and they will refund you the purchase price of the Game (if
applicable) and, to the maximum extent permitted by applicable law, the App
Store will have no other warranty obligation whatsoever with respect to the
Game. Any other claims, losses, liabilities, damages, costs or expenses
attributable to any failure to conform to any warranty will be our sole
· The App Store is not responsible for addressing any claims you have
or any claims of any third party relating to the Game or your possession and
use of the Game, including, without limitation: (i) product liability
claims; (ii) any claim that the Game fails to conform to any applicable legal
or regulatory requirement; and (iii) claims arising under consumer protection
or similar legislation.
· In the event of any third party claim that the Game or your
possession and use of the Game infringes that third party’s intellectual
property rights, we will be solely responsible for the investigation, defense,
settlement and discharge of any such intellectual property infringement claim
to the extent required by this EULA.
· The App Store, and its subsidiaries, are third party beneficiaries
of this EULA and upon your acceptance of this EULA, the App Store will have the
right to enforce this EULA against you as a third-party beneficiary thereof.
· You 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.
· You must also comply with all applicable third party terms of
service when using the Game.
We’d love to
hear your feedback, good or bad. It helps us improve! But if you give us
feedback, we need to be free to use it how we want and without paying you.
We welcome your feedback, comments and
suggestions for improvements to the Services (“Feedback”). You can
submit Feedback by emailing us at [firstname.lastname@example.org] or via the
functionality of the Services (if available). If you provide us with any
Feedback, you hereby grant us the following license: a non-exclusive,
transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free
license, with the right to sublicense, under any and all intellectual property
rights that you own or control to use, copy, modify, create derivative works
based upon, distribute copies of, publicly perform, publicly display and
otherwise exploit the Feedback for any purpose and in any country. If you have
rights in the Feedback that cannot be licensed to us under applicable law (such
as moral and other personal rights), you hereby waive and agree not to assert
those rights. You understand and agree that you are freely giving your Feedback,
that we don’t have to use it, and that you will not be compensated in any way
for your Feedback. You represent and warrant that you have rights in any
Feedback that you provide to us sufficient to grant us and other affected
parties the rights described above, including, without limitation, intellectual
property rights or rights of publicity or privacy.
We respect copyright law and expect our
users to do the same. It’s our policy to terminate in appropriate circumstances
Game Accounts of users who repeatedly infringe or are believed to be repeatedly
infringing the rights of copyright holders.
Third Party Websites and Resources
are for your convenience, but we can’t guarantee them.
The Services may contain links to
third-party websites or resources. We provide these links only as a convenience
and are not responsible for the content, products or services on or available
from those websites or resources or links displayed on such websites. You
acknowledge sole responsibility for and assume all risk arising from, your use
of any third-party websites or resources.
This is a
reminder that you’re responsible for any data-related charges that you may
incur for using our Services.
You are responsible for all data-related
charges that you may incur for using our Services, including, without
limitation, mobile, text-messaging, and data charges. You should understand or
ask your service provider what charges you may incur before using the Services.
update this EULA, you need to agree to the updated version to keep using our
Services. We also need the freedom to update any part of the Services whenever
we see fit, so we are letting you know we can do so at any time.
We may (but don’t have to) update this EULA
at any time whenever we think there is a need. If we do so, you will be prompted
to agree to the updated EULA upon your next access to the Services or when the
updated EULA is otherwise communicated to you. You must agree to these updates
to continue using the Services.
We may provide patches, updates, or
upgrades to the Services that must be installed in order for you to continue to
use the Services. We may update the Services remotely without notifying you,
and you hereby consent to us applying such patches, updates, and upgrades. If
your device can prevent automatic updates, you may not be able to access the
Services until you manually update the Services yourself on your device. We may
modify, suspend, discontinue, substitute, replace, or limit your access to any
aspect of the Services at any time. Subject to applicable law, you acknowledge
that any character data, game progress, game customization or other data
related to your use of any particular Game and other elements unique to the
Services may cease to be available to you at any time without notice from us,
including, without limitation, after a patch, update, or upgrade is applied by
us. You agree that we do not have any maintenance or support obligations with
respect to the Services.
Subject to applicable law, we may change
the price of the Services, Games, Virtual Goods, Game Currency or Content, at
any time, for any reason, without notice or liability to you.
We don’t make
any guarantees about the Services.
THE SERVICES ARE PROVIDED “AS IS,” WITHOUT
WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, THE TENCENT PARTIES
EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES
ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. The Tencent Parties make no
warranty that the Services will meet your requirements or be available on an
uninterrupted, secure, or error-free basis. The Tencent Parties make no
warranty regarding the quality, accuracy, timeliness, truthfulness,
completeness or reliability of the Services.
limits what you can recover from us in a dispute.
TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW THE TENCENT PARTIES WILL NOT BE LIABLE IN ANY WAY FOR ANY:
LOSS OF PROFITS,
LOSS OF DATA, OR
ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL,
SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES,
ARISING OUT OF OR IN CONNECTION WITH THIS
EULA OR THE SERVICES, OR THE DELAY OR INABILITY TO USE OR LACK OF FUNCTIONALITY
OF THE SERVICES, EVEN IN THE EVENT OF ONE OF A TENCENT PARTY’S FAULT, TORT
(INCLUDING NEGLIGENCE), STRICT LIABILITY, INDEMNITY, PRODUCT LIABILITY, BREACH
OF CONTRACT, BREACH OF WARRANTY, OR OTHERWISE AND EVEN IF THAT TENCENT PARTY
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, TO THE MAXIMUM
EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE TENCENT
PARTIES ARISING OUT OF OR IN CONNECTION WITH THIS EULA OR THE SERVICES WILL NOT
EXCEED: (A) THE TOTAL AMOUNTS YOU HAVE PAID (IF ANY) OR ARE PAYABLE BY YOU TO
US FOR THE PARTICULAR GAME OR SERVICE IN QUESTION DURING THE SIX (6) MONTHS
IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO SUCH LIABILITY; OR (B) IF (A)
DOES NOT APPLY, FIFTY DOLLARS ($50 USD). THESE LIMITATIONS AND EXCLUSIONS
REGARDING DAMAGES APPLY EVEN IF ANY REMEDY FAILS TO PROVIDE ADEQUATE
COMPENSATION AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN
YOU AND US.
Notwithstanding the foregoing, some
countries, states, provinces or other jurisdictions do not allow the exclusion
of certain warranties or the limitation of liability as stated above, so the
above terms may not apply to you. Instead, in such jurisdictions, the foregoing
exclusions and limitations will apply to the maximum extent permitted by the
laws of such jurisdictions. Also, you may have additional legal rights in your
jurisdiction, and nothing in this EULA will prejudice such rights that you may
have as a consumer of the Services.
sues us based on your breach of this EULA or your access/use of the Services,
you agree to defend us or pay for our defense in that lawsuit.
You agree to indemnify, pay the defense
costs of, and hold the Tencent Parties and their employees, officers,
directors, agents, contractors, and other representatives harmless from all
claims, demands, actions, losses, liabilities, costs and expenses (including, without limitation, attorneys’ fees, costs, and expert
witnesses’ fees) that arise out of or in any way are connected with: (a) your
access to or use of the Services; or (b) any claim that, if true, would
constitute a breach by you of this EULA. You agree to reimburse us for any
payments made or loss suffered by us, whether in a court judgment or
settlement, based on any matter covered by this Section 20.
the right to terminate this EULA as we see fit. Reasons we may terminate this
EULA include, but are not limited to: if we wind down our game offerings in
your region, if you violate this EULA, or if the App Store terminates your App
We may terminate your access to and use of
the Services, including any Game, Virtual Goods, and Content, with no liability
or notice to you in the event that (a) we cease providing the Game to similarly
situated users generally; (b) you breach any terms of this EULA (including the
App Store Agreement(s) and our other policies specified in this EULA); (c) the
owner of the applicable App Store terminates your App Store Account; or (d) we
otherwise deem it necessary to terminate this EULA in our sole discretion. You
may also terminate this EULA by deleting and uninstalling the Game on any and
all of your devices or by deleting your App Store Account. Upon any termination
of this EULA, the rights granted to you will automatically terminate, you may
no longer exercise any of those rights or this EULA. Subject to applicable
law, we may, in our sole discretion, provide continued access to and use of the
Services prior to such termination.
Except to the extent required by law, all
payments and fees are non-refundable under all circumstances, regardless of
whether or not this EULA has been terminated.
The following sections will survive
termination of this EULA: 8 (first two sentences only), 13, 19, 20, 22 through 26, and this sentence of Section 21.
only applies if you are accessing, using, or have purchased the Services in the
agreeing to the laws of California. Any court cases will be handled in the
Northern District of California.
Governing Law and Forum Choice.
This EULA and any action related thereto will be governed by the
Federal Arbitration Act, federal arbitration law, and the laws of the State of
California, without regard to its conflict of laws provisions. Except as
otherwise expressly set forth in this Section 22, the exclusive
jurisdiction for all Disputes (defined below) that you and we are not required
to arbitrate will be the state and federal courts located in the Northern
District of California, and you and we each waive any objection to jurisdiction
and venue in such courts.
residents—if there is a dispute between us, we agree we’ll resolve it through
arbitration (in your home area) instead of through the courts. You are also
agreeing not to participate in a class-action lawsuit against us. (This section
is long so we’re providing mini-explanations for each part.)
Mandatory Arbitration of Disputes.
We each agree that any dispute, claim or controversy arising out
of or relating to this EULA or the breach, termination, enforcement,
interpretation or validity thereof or the use of the Services or Content, each
as they relate to Services used or purchased within the United States
(collectively, “Disputes”) will be resolved solely by binding,
individual arbitration and not in a class, representative or consolidated
action or proceeding. You and we agree that the U.S. Federal Arbitration Act
governs the interpretation and enforcement of this EULA, and that you and we
are each waiving the right to a trial by jury or to participate in a class
action. This arbitration provision shall survive termination of this EULA.
Location of Arbitration. If you are a
resident of the United States, any arbitration will
take place in your county of residence, to the exclusion of all other venues.
can be resolved in small claims court or relate to the infringement of our
intellectual property do not have to be arbitrated. You can opt out of
arbitration within 30 days of accepting this EULA.
limited exceptions to Section 22(b) above, the following
Disputes can be resolved in court and need not
be resolved through arbitration: (i) any Dispute that can be resolved in
small claims court (if it qualifies); and (ii) any Dispute involving the
infringement or misappropriation of our intellectual property rights.
Opt-out. You have
the right to opt out of arbitration entirely and litigate any Dispute if
you provide us with written notice of your desire to do so by email at our
Support Email Address within thirty (30) days following the date you first
agree to this EULA.
Arbitration Association’s Consumer Arbitration Rules will apply. You may be
able to choose the types of evidence you and we can submit depending on the
size of your claim. Arbitration will be near where you live unless we agree
Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration
Association (“AAA”) under its Consumer Arbitration Rules (the “AAA
Rules”) then in effect, except as modified by this EULA. The AAA Rules are
available at www.adr.org or by
calling 1-800-778-7879. A party who wishes to start
arbitration must submit a written Demand for Arbitration to AAA and give notice
to the other party as specified in the AAA Rules. The AAA provides a form
Demand for Arbitration at www.adr.org.
If your claim is for
U.S. $10,000 or less, you may choose whether the arbitration will be conducted
solely on the basis of documents submitted to the arbitrator, through a
telephonic or video-conference hearing, or by an in-person hearing as
established by the AAA Rules. If your claim exceeds U.S. $10,000, the right to
a hearing will be determined by the AAA Rules. Any arbitration hearings will
take place in the county (or parish) where you live, unless we both agree to a
different location. The parties agree that the arbitrator shall have exclusive
authority to decide all issues relating to the interpretation, applicability,
enforceability and scope of this arbitration agreement.
claim is frivolous or for more than $10,000, we’ll pay the filing,
administration, and arbitrator fees. We won’t seek attorney fees from you, but
if you win you can seek them from us to the extent allowed by law.
Payment of all filing, administration and arbitrator fees will be governed by
the AAA Rules. We’ll pay for all filing, administration and arbitrator fees and
expenses if your Dispute is for less than $10,000, unless the arbitrator finds
your Dispute frivolous. If we prevail in arbitration we’ll pay all of our
attorneys’ fees and costs and won’t seek to recover them from you. If you
prevail in arbitration you will be entitled to an award of
fees and expenses to the extent provided under applicable law.
You agree not
to participate in a class action and only bring claims as an individual. Your
dispute can’t be combined with other people’s claims.
Class Action Waiver. YOU AND
WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER
ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER
IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the
parties’ dispute is resolved through arbitration, the arbitrator may not
consolidate another person's claims with your claims, and may not otherwise
preside over any form of a representative or class proceeding. If this
specific provision is found to be unenforceable, then the entirety of this
Dispute Resolution (Section 22)
shall be null and void.
how you can opt out of arbitration within 30 days, you can also opt out of any changes
to this provision within 30 days of us notifying you of the changes.
Effect of Changes on Arbitration.
Notwithstanding the provisions of Section 17 above, if
we change any of the terms of
this Section 22 after the date
you first accepted this EULA (or accepted any subsequent changes to this EULA),
you may reject any such change by sending us written notice (including by email
to our Support Email Address) within 30 days of the date such change became effective,
as indicated in the “Last Updated” date above or in the date of our notice to
you of such change. By rejecting any change, you are agreeing that you will
arbitrate any Dispute between you and us in accordance with the terms of this
Section 22 “Dispute
Resolution—United States” as of the date you first accepted this EULA (or
accepted any subsequent changes to this EULA).
If a court
decides a part of this section is unenforceable, the rest still applies.
With the exception of any of the provisions in Section 22(h) above, if an arbitrator or court of
competent jurisdiction decides that any part of this EULA is invalid or
unenforceable, the other parts of this EULA will still apply.
This section only applies if you are
accessing, using, or have purchased the Services outside of the United States.
If you are
outside the United States—You are agreeing to Hong Kong Law. If there is a
dispute between us, we agree it’ll be resolved through arbitration, with each
of us paying our own costs.
You agree that any action related to this EULA will be resolved in accordance
with the laws of Hong Kong Special Administrative Region of the People’s
Republic of China (“Hong Kong”) without reference to choice of law rules
and not including the provisions of the 1980 U.N. Convention on Contracts for
the International Sale of Goods. Any law or regulation which provides that the
language of a contract will be construed against the drafter will not apply to
Dispute Resolution. Any Dispute arising with respect to this
EULA, the Game, or any related service will be referred to and finally resolved
by arbitration administered by the Hong Kong International Arbitration Centre
(“HKIAC”) under the
HKIAC Administered Arbitration Rules in force at the time of delivery of the
The arbitration will be conducted in accordance with Hong Kong law with the
seat of the arbitration in Hong Kong and the language of the proceedings will
be in English. The number of arbitrators will be three (3), with each party
nominating one arbitrator within thirty (30) days after the delivery of the
arbitration notice. The appointment of such arbitrators will be confirmed by
the HKIAC, and both arbitrators will be instructed to and will agree on the
third arbitrator within ten (10) days of their confirmation by the HKIAC.
Should either party fail to appoint an arbitrator, or should the two
arbitrators fail within ten (10) days to reach agreement on the third
arbitrator, such arbitrator(s) will be appointed by the Secretary General of
the HKIAC. The arbitrators will award only such damages as are permitted to be
awarded pursuant to this EULA.
Costs. Each party
will pay its own costs and expenses (including, without limitation, counsel
fees) of any such arbitration; provided, however, that the parties will equally
share the fees and expenses of the arbitrators.
Notwithstanding anything to the contrary in this EULA, either party may always
apply to a court of competent jurisdiction for an injunction or any other legal
or equitable relief. The parties hereby expressly agree that Sections 5, 6 and
7 of Schedule 2 to the Arbitration Ordinance (Chapter 609 of the Laws of Hong
Kong) are to apply.
transfer or assign this EULA to anyone else.
You may not assign or transfer this EULA,
by operation of law or otherwise, without our prior written consent. Any
attempt by you to assign or transfer this EULA, without such consent, will be
null and void. Notwithstanding the title of this Section, we may freely assign
or transfer this EULA without restriction. Subject to the foregoing, this EULA
will bind and inure to the benefit of the parties, their successors and
This EULA is
our whole agreement (no outside promises). The official version is English. If
parts of this EULA don’t apply, the rest remains as much as possible. If we
don’t enforce part of this EULA, it doesn’t mean we won’t in the future or we
won’t enforce our other rights. Also, except for App Stores, no one other than
you or us can enforce this EULA.
Entire Agreement. This EULA and any other document or
information referred to in this EULA constitutes the entire and exclusive
understanding between you and us regarding the Game and supersede any and all
prior oral or written understandings or agreements between you and us regarding
Language. The original language of this EULA is in English; any translations
are provided for reference purposes only. You waive any right you may have
under the law of your country to have this EULA written or construed in any
Severability. This EULA describes certain legal rights. You may have other rights
under the laws of your jurisdiction. This EULA does not change your rights
under the laws of your jurisdiction if the laws of your jurisdiction do not
permit it to do so. As noted above, limitations and exclusions of warranties
and remedies in this EULA may not apply to you because your jurisdiction may
not allow them in your particular circumstance. In the event that certain
provisions of this EULA are held by a court or tribunal of competent
jurisdiction to be unenforceable, those provisions will be enforced only to the
furthest extent possible under applicable law and the remaining terms of this
EULA will remain in full force and effect.
No Waiver. Your and our actions or inactions will not create any other rights
under this EULA except as what is explicitly written within this EULA. Our
failure to enforce any right or provision of this EULA will not be considered a
waiver of such right or provision. The waiver of any such right or provision
will be effective only if in writing and signed by one of our duly authorized
representatives. Except as expressly set forth in this EULA, the exercise by
either party of any of its remedies under this EULA will be without prejudice
to its other remedies under this EULA or otherwise.
Third Party Rights. Except as described in Section 12, a person
who is not a party to this EULA
will have no right under to enforce any of its terms.
If you have any
questions about this EULA or the Game, please contact us at our Support Email