Last Updated: 7/8/2017
- The Wartide game (the “Game”);
- The software underlying the Game (the “Software”);
- The locally-installed game software that we make available for you to download for purposes of updating and launching the Game (the “Game Client”);
- The mobile device application (“App”);
- The Outact website (www.outact.net) (the “Site”); and
- The Wartide online forum (the “Forum”).
AGREEMENT TO TERMS
By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use our Services.
IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND OUTACT THROUGH BINDING. INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULY THE “DISPUTE RESOLUTION” SECTION BELOW FOR DETAILS REGARDING ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).
CHANGES TO TERMS OR SERVICES
We may modify the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms on the Site, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
WHO MAY USE THE SERVICES
The Services are intended solely for persons who are 13 or older. Any access to or use of the Services by anyone under 13 is expressly prohibited. By accessing or using the Services you represent and warrant that you are 13 or older.
Registration and Your Information
If you want to use certain features of the Services you’ll have to create an account (“Account”) via the Site. It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at email@example.com or by using the Feedback function within the Game. You grant to us 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 and otherwise exploit the Feedback for any purpose.
You may have the option to purchase in-Game currency from Outact (“In-Game Currency”) to use for acquisition of Virtual Goods (defined below). We may change the In-Game Currency and any other fees we charge at any time in our sole discretion. We, or our third-party payment processing provider(s), may charge your Account or credit card for such purchases. You agree to pay all applicable fees and charges assessed to your Account.
While general use of the Services is free of charge, certain digital features such as character skins and game enhancements (collectively, “Virtual Goods”) may only be obtained through the use of In-Game Currency. Regardless of how your In-Game Currency or Virtual Goods are acquired, and regardless of the terminology used to refer to your In-Game Currency or Virtual Goods, Virtual Goods have no cash value and, unless otherwise required by law or permitted by these Terms, are not exchangeable, redeemable or refundable for any “real world” money or anything of monetary value.
Virtual Goods are Digital Items only
Outact grants to you a limited, non-exclusive, non-transferable, revocable right and license, without the right to sublicense, to use Virtual Goods solely within the Game for your personal and non-commercial entertainment use, and for no other purpose. Virtual Goods are the exclusive property of Outact and are made available to you at our sole discretion. Except for the limited rights described herein, you have no right, title or interest in or to any Virtual Goods. The existence of a particular offer of Virtual Goods is not a commitment by Outact to maintain or continue to make the Virtual Goods available in the future. Outact may change or discontinue the scope, variety and type of Virtual Goods that you may obtain, at any time, in its sole discretion. Outact has the unrestricted right to manage, regulate, control, modify or eliminate any Virtual Goods as it sees fit in its sole discretion, and will have no liability to you or to any third party if it exercises such right.
Except where explicitly authorized within the Game: (i) transfers of Virtual Goods are strictly prohibited; (ii) outside of the Game, you may not buy or sell any Virtual Goods for “real world” money or otherwise exchange Virtual Goods for any items with “real world” value; and (iii) Outact does not recognize any purported transfer of Virtual Goods nor any purported sale, gift, exchange or trade in the “real world” of anything that appears in the Game. Any attempt to do any of the foregoing will cause your rights in the Virtual Goods automatically to terminate and may also result in termination of your Account. All Virtual Goods are forfeited if your Account is terminated or suspended for any reason, or if we discontinue providing the Services.
In the event you choose to use paid features of the Services (e.g., if you decide to purchase In-Game Currency), you agree to the pricing, payment and billing policies applicable to such fees and charges, as posted in the Game. All fees and charges are non-refundable and non-transferable, except as expressly provided in these Terms.
YOU AGREE THAT YOU WON’T ASSERT OR BRING ANY CLAIM AGAINST OUTACT, OR ITS AFFILIATES, OR ITS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR LICENSORS RELATING TO: (A) A CLAIM THAT YOU OWN ANY VIRTUAL GOODS; OR (B) A CLAIM FOR AN ALLEGED MONETARY VALUE OF ANY VIRTUAL GOODS LOST OR FORFEITED UPON THE TERMINATION OR SUSPENSION OF YOUR ACCOUNT OR THESE TERMS, OR IF WE DISCONTINUE PROVIDING THE SERVICES.
For purposes of these Terms: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content” means any Content that Account holders (including you) provide to be made available through the Forum. Content includes without limitation User Content.
Outact does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, Outact and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
Rights in User Content Granted by You
By making any User Content available through Services you hereby grant to Outact a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify (for formatting purposes), publicly display, publicly perform and distribute your User Content in connection with operating and providing the Services to you and to other Account holders.
You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by Outact on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You can remove your User Content by specifically deleting it. However, in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
Rights in Content Granted by Outact
Subject to your compliance with these Terms, Outact, grants to you a limited, non-exclusive, non-transferable license, without the right to sublicense, to access and view the Content solely in connection with your permitted use of the Services for your personal and non-commercial entertainment use, and for no other purpose.
RIGHTS TO GAME CLIENT
Rights in Game Client Granted by Outact
Subject to your compliance with these Terms, Outact grants to you a limited non-exclusive, non-transferable license, without the right to sublicense, to download and install a copy of the Game Client on a computer that you own or control and to use the Game Client solely to interact with the Game for your own personal and non-commercial entertainment use, and for no other purpose. You may not copy the Game Client, except for making a reasonable number of copies for backup or archival purposes.
Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the Game or Game Client; (ii) distribute, transfer, sublicense, lease, lend or rent the Games or Game Client to any third party; (iii) reverse engineer, decompile or disassemble the Game or Game Client; or (iv) make the functionality of the Game available to multiple users through any means. Outact reserves all rights in and to the Game and Game Client not expressly granted to you under these Terms.
RIGHTS TO APP
Rights in App Granted by Outact
Subject to your compliance with these Terms, Outact grants to you a limited non-exclusive, non-transferable license, without the right to sublicense, to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal and non-commercial entertainment use, and for no other purpose. You may not copy the App, except for making a reasonable number of copies for backup or archival purposes. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App; or (iv) make the functionality of the App available to multiple users through any means. Outact reserves all rights in and to the App not expressly granted to you under these Terms.
Accessing App from App Store
The following terms apply to any App accessed through or downloaded from any app store or distribution platform (like the Apple App Store or Google Play) where the App may now or in the future be made available (each an “App Provider”). You acknowledge and agree that:
- These Terms are concluded between you and Outact, and not with the App Provider, and Outact (not the App Provider), is solely responsible for the App.
- The App Provider has no obligation to furnish any maintenance and support services with respect to the App.
- In the event of any failure of the App to conform to any applicable warranty, you may notify the App Provider, and the App Provider will refund the purchase price for the App to you (if applicable) and, to the maximum extent permitted by applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Outact.
- The App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App 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 App or your possession and use of that App infringes that third party’s intellectual property rights, Outact will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
- The App Provider, and its subsidiaries, are third-party beneficiaries of these Terms as related to your license to the App, and that, upon your acceptance of the Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App 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 App/
GENERAL PROHIBITIONS AND OUTACT ENFORCEMENT RIGHTS
Play Nice and Play Fair
We love games and we know you do too. To keep our community and the games fun and welcoming for everyone there are some things you’re not allowed to do. Don’t use language that is defamatory, obscene, pornographic, vulgar or offensive, or promotes discrimination, bigotry, racism, hatred, harassment, bullying or harm against any individual or group, or is violent or threatening or promotes violence or actions that are threatening to any person or entity. Don’t cheat in the Game or interfere with or modify our Services, including through bots, cheats, hacks, exploits, mods, local memory (RAM) monitoring, or any software that doesn’t come from Outact and is capable of enabling cheating or otherwise interfering or modifying the Services or any of the Games.
In addition, you agree not to do any of the following:
- Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, 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; or (iv) promotes illegal or harmful activities or substances.
- Disrupt the flow of communication through “chat spamming,” whether through live communications in-Game or in posts or topics on the Forum;
- Select an Account name or user name that suggests an affiliation with Outact or any other company, contains personally-identifying information of you or any other Account-holder, is offensive, vulgar, obscene, sexually explicit, or is racially, ethnically or otherwise objectionable;
- Log into or otherwise use another person’s account;
- Disrupt other players’ enjoyment of the Services through action or inaction (e.g., “trolling”);
- Use, display, mirror or frame the Services or any individual element within the Services, Outact’s name, any Outact trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Outact’s express written consent;
- Access, tamper with, or use non-public areas of the Services, Outact’s computer systems, or the technical delivery systems of Outact’s providers;
- Attempt to probe, scan or test the vulnerability of any Outact system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Outact or any of Outact’s providers or any other third party (including another user) to protect the Services or Content;
- Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Outact or other generally available third-party web browsers;
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- Use any meta tags or other hidden text or metadata utilizing a Outact trademark, logo, URL or product name without Outact’s express written consent;
- Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
- Forge any networking packets or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
- 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;
- Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
Outact respects copyright law and expects its users to do the same. It is Outact s policy to terminate in appropriate circumstances Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Outact’s Copyright and IP Policy at www.outact.net/copyright, for further information.
LINKS TO THIRD PARTY WEBSITES OR RESOURCES
The Services and Content 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.
We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at firstname.lastname@example.org. Upon any termination, discontinuation or cancellation of the Services or your Account, the following provisions will survive: Feedback, Purchases, Content and Content Rights, Content Ownership, Responsibility and Removal, Rights in User Content Granted by You, Termination, Warranty Disclaimers, Indemnity, Limitation of Liability, Dispute Resolution, and General Terms.
THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any Content.
You will indemnify and hold harmless Outact and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Services or Content, (ii) your User Content, or (iii) your violation of these Terms.
LIMITATION OF LIABILITY
NEITHER OUTACT NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICES INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT OUTACT HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
IN NO EVENT WILL OUTACT’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU TO OUTACT FOR USE OF THE SERVICES OR CONTENT OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO OUTACT, AS APPLICABLE.
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN OUTACT AND YOU.
GOVERNING LAW AND FORUM CHOICE
These Terms 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 the “Agreement to Arbitrate” section, the exclusive jurisdiction for all Disputes (defined below) that you and Outact are not required to arbitrate will be the state and federal courts located in the Northern District of California, and each of the parties waives any objection to jurisdiction and venue in such courts.
Agreement to Arbitrate
We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. However, if for any reason a Dispute proceeds in court rather than in arbitration, we each waive any right to a jury trial. As limited exceptions to the foregoing: (i) you may seek to resolve a Dispute in small claims court If it qualifies; (ii) each party retains the right to seek injunctive or other equitable relief from a court to prevent or enjoin the infringement or misappropriation of its intellectual property rights; and (iii) you will retain the right to opt out of arbitration entirely and litigate any Dispute if you provide Outact with written notice of your desire to do so by email at email@example.com or by regular mail at 225 Cedar Hill St., Suite 200, Marlborough, MA 01752 within thirty (30) days following the date you first agree to these Terms. If this “Agreement to Arbitrate” section is held invalid or unenforceable, then the entirety of the “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
Starting Arbitration. If you want to begin arbitrating a Dispute, you must send a letter to Outact at the following address: 225 Cedar Hill St., Suite 200, Marlborough, MA 01752 requesting arbitration and describing the Dispute. If we want to begin arbitrating a Dispute, we’ll send such a letter to you at the email address or street address that you provided.
Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”). The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. The arbitration may be conducted in writing, remotely (e.g., by videoconference) or in-person in the county where you live (or at some other location that we both agree to).
Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. Unless the arbitrator finds your Dispute frivolous, we’ll pay for all filing, administration and arbitrator fees if your Dispute is for less than $10,000, and we won’t seek our attorneys’ fees and costs if we prevail in the arbitration. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Outact will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys’ fees and expenses if it prevails in arbitration.
Effect of Changes on Arbitration
Notwithstanding the provisions of the “Changes to Terms or Services” section above, if Outact changes any of the terms of the “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to www.outact.net) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Outact s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Outact in accordance with the terms of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
These Terms constitute the entire and exclusive understanding and agreement between Outact and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Outact and you regarding the Services and Content. If any provision of these Terms is held invalid or unenforceable (either by an arbitrator or a court of competent jurisdiction), that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Outact’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Outact may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications provided by Outact under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Outact’s failure to enforce any right or provision of these Terms 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 a duly authorized representative of Outact. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
If you have any questions about these Terms or the Services, please contact Outact at firstname.lastname@example.org.