Shadow Realm - Terms Of Use Agreement

Shadow Realm Service (the "Service") is a service allowing you to use games or utilities developed and operated by Shadow Realm Studios, Inc. ("Shadow Realm" or "we") to their full extent. These terms of use (this “Agreement”) does not supersede the End User License Agreement (the "EULA") that accompanies Shadow Realm's products such as but not limited to games and utilities (each a "Game" or "Product") or any other Product-specific Terms of Use. For purposes of this License Agreement (defined below), "you" and "your" mean the user of the computer on which the Product will be or has been installed. The EULA governs your use of the Product client - that part of any Product installed on your computer or device - and this Agreement governs your use of the Service.

YOU SHOULD READ THE FOLLOWING TERMS OF USE AGREEMENT (THESE "TERMS OF USE" OR "AGREEMENT") CAREFULLY.

BY CLICKING THE "I HAVE READ AND AGREE TO THE TERMS OF USE" BUTTON BELOW, OR BY PARTICIPATING IN ANY PRODUCT, OR BY USING THE HTTPS://WWW.SHADOWREALMSTUDIOS.COM WEBSITE AND RELATED WEBPAGES (THE "SITE"), YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN CONTRACT SIGNED BY YOU. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THE AGREEMENT, CLICK ON THE BUTTON THAT INDICATES THAT YOU DO NOT AGREE TO ACCEPT THE TERMS OF THIS AGREEMENT (IF APPLICABLE) AND DO NOT PARTICIPATE IN THE PRODUCT OR USE THE SITE.

Supplemental terms and conditions or documents that may be posted on the Service from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to this Agreement at any time and for any reason. We will alert you about any changes by updating the "Last updated" date of this Agreement, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Legal Terms to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Agreement by your continued use of the Services after the date such revised Agreement are posted.

1. GRANT OF A LIMITED LICENSE TO USE THE SERVICE

Subject to your acceptance of and continuing compliance with these Terms of Use, you may use the Service solely for your own non-commercial entertainment purposes by accessing it with a web browser or an authorized, unmodified Product or Game client. You may not use the Service for any other purpose, or using any other method. The information provided when using the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

2. ADDITIONAL LICENSE LIMITATIONS.

The license granted to you in Section 1 is subject to the limitations set forth in Sections 1 and 2 (collectively, the "License Limitations"). Any use of the Service or any Product in violation of the License Limitations will be regarded as a breach of this Agreement and an infringement of Shadow Realm's copyrights in and to the Service and/or Product. You agree that you will not, under any circumstances:

2.1 use cheats, automation software (bots), hacks, mods, scripts or any other unauthorized third-party software designed to modify the Service, any Product or any Game experience; exploit the Service, a Product or any part thereof for any commercial purpose, including without limitation: (a) using the Service at a cyber cafe, computer gaming center or any other commercial establishment without the express written consent of Shadow Realm, unless otherwise stated in a Product EULA; (b) communicate or facilitate any commercial advertisement or solicitation; (c) gather in-game currency, items or resources for sale outside the Game without Shadow Realm's authorization; or (d) perform in-game services in exchange for payment outside the Game;

2.2 use any unauthorized third-party software that intercepts, "mines", or otherwise collects information from or through any Product or the Service, including without limitation any software that reads areas of RAM used by any Product or the Service to store information about a character or a Game environment;

2.3 modify or cause to be modified any files that are a part of any Product or the Service in any way not expressly authorized by Shadow Realm;

2.4 host, provide or develop matchmaking services for any Product or the Service, or intercept, emulate or redirect the communication protocols used by Shadow Realm in any way, for any purpose, including without limitation unauthorized play over the Internet, network play, or as part of content aggregation networks;

2.5 facilitate, create or maintain any unauthorized connection to any Product or the Service, including without limitation (a) any connection to any unauthorized server that emulates, or attempts to emulate, the Service or any Product; or (b) any connection using programs or tools not expressly approved by Shadow Realm;

2.6 disrupt or assist in the disruption of (i) any computer used to support the Service or the network or any Product environment (each a "Server"); or (ii) any other player's Game experience. ANY ATTEMPT BY YOU TO DISRUPT THE SERVICE OR UNDERMINE THE LEGITIMATE OPERATION OF ANY PRODUCT MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS;

2.7 systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us;

2.8 trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords;

2.9 circumvent, disable, or otherwise interfere with security-related features of the Services, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content contained therein;

2.10 use any information obtained from the Services in order to harass, abuse, or harm another person;

2.11 make improper use of our support services or submit false reports of abuse or misconduct;

2.12 use the Services in a manner inconsistent with any applicable laws or regulations;

2.13 upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Services;

2.14 attempt to bypass any measures of the Services designed to prevent or restrict access to the Services, or any portion of the Services;

2.15 except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services;

2.16 use a buying agent or purchasing agent to make purchases on the Services;

2.17 make any unauthorized use of the Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses;

2.18 use the Services as part of any effort to compete with us or otherwise use the Services and/or the Content for any revenue-generating endeavor or commercial enterprise;

3. REQUIREMENTS.

Before you can use the Service, you must read, understand and agree to these Terms of Use, the Privacy Policy, and register an account on the Service (an "Account"). If you want to play a Game or use a Product on the Service, you must obtain a valid license to use the Product(s) you will use with the Service, agree to the applicable Product-specific Terms of Use and EULA for each of the Product(s) you will use with the Service, and read, understand and agree to the policies specific to that particular product, which can be found at https://www.shadowrealmstudios.com/legal. You are responsible for any Internet connection fees, along with all equipment, servicing, or repair costs necessary to allow you access to the Product or the Service.

4. ACCESSING THE SERVICE.

4.1 Account Eligibility. You may establish an Account only if: (i) You are a "natural person" and an adult in your country of residence (Corporations, Limited Liability Companies, partnerships and other legal or business entities may not establish an Account); and (ii) You are not an individual specifically prohibited by Shadow Realm from using the Service. By accepting this Agreement, you hereby represent and warrant that you meet these eligibility requirements. If at any time Shadow Realm becomes aware that you have registered an Account without meeting the foregoing requirements, Shadow Realm reserves the right to suspend, terminate and/or delete the Account.

4.2 Establishing an Account. When creating or updating an Account on the Service, you are required to provide Shadow Realm with certain personal information such as your name, address, email address and, in some cases, payment information. For certain Products, an unused authentication key provided to you by Shadow Realm will be required when adding a Product license to an Account. A Product license must be added to an Account before you can play that Product online, where applicable. You agree that you will supply accurate and complete information to Shadow Realm when requested, and that you will update that information promptly after it changes.

4.3 Username and Password. During the Account creation process, you will be required to select a unique username and/or a password (collectively, "Login Credentials"), and you may not share the Account or the Login Credentials with anyone other than as expressly set forth herein. You are responsible for maintaining the confidentiality of the Login Credentials, and you will be responsible for all uses of the Login Credentials, including purchases, whether or not authorized by you. In the event you become aware of or reasonably suspect any breach of security, including without limitation any loss, theft, or unauthorized disclosure of the Login Credentials, you must immediately notify Shadow Realm by contacting Shadow Realm at http://www.shadowrealmstudios.com/support.

5. SERVICES MANAGEMENT.

We reserve the right, but not the obligation, to: (1) monitor the Services for violations of this Agreement; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or this Agreement, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Services or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.

6. SUBSCRIPTIONS.

Products may require a subscription in order to be used. Subscriptions are subject to the additional terms found within this section.

5.1 Billing and Renewal. Your subscription will continue and automatically renew unless canceled. You consent to our charging your payment method on a recurring basis without requiring your prior approval for each recurring charge. The length of your billing cycle is monthly.

5.2 Tier Based Subscription. Some subscription type may be based on tiers that determined are calculated through analytics. Such subscription charges are instead added at the end of the billing cycle based on the calculated values. The calculation method will always be explained on the product page prior to initiating a subscription.

5.3 Cancellation. You can cancel your subscription at any time by logging into your account. Your cancellation will take effect at the end of the current paid term. If the subscription being cancelled is tier based, the charges will still be added at the end of the current billing cycle.

5.4 Fee Changes. We may, from time to time, make changes to the subscription fee and will communicate any price changes to you in accordance with applicable law.

7. ACCOUNT SUSPENSION/CANCELLATION.

SHADOW REALM MAY SUSPEND, TERMINATE, MODIFY, OR DELETE ACCOUNTS AT ANY TIME FOR ANY REASON OR FOR NO REASON, WITH OR WITHOUT NOTICE TO YOU, AND WITH NO LIABILITY OF ANY KIND TO YOU. Additionally, Shadow Realm may stop offering and/or supporting the Service at any time. Accounts terminated by Shadow Realm for any type of abuse, including without limitation a violation of these Terms of Use, a Product-specific Terms of Use, or a Product EULA will not be reactivated for any reason. For purposes of explanation and not limitation, most account suspensions, terminations and/or deletions are the result of violations of these Terms of Use, a Product-specific Terms of Use, a Product EULA or other Shadow Realm policy. You may cancel the Account registered to you at any time by requesting that your personal information be removed from the Account, as specified in Shadow Realm's Privacy Policy.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

8. USE OF THE SERVICE BY MINORS.

Subject to the laws of your country of residence, minor children may utilize an Account established by their parent or legal guardian with the approval of their parent or legal guardian. In the event that you permit your minor child or legal ward (collectively, your "Child") to use an Account on the Service, you hereby agree to these Terms of Use on behalf of yourself and your Child, and you understand and agree that you will be responsible for all uses of the Account by your Child whether or not such uses were authorized by you, including without limitation, your Child's acceptance of the EULA for Product that are useable through the Service, or any Product-specific Terms of Use.

9. OWNERSHIP.

9.1 Product/Game clients and Service. The Product clients and the Service (including without limitation, any titles, computer code, databases, functionality, software, text, themes, objects, characters, character names, stories, dialogue, catch phrases, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, documentation, in-game chat transcripts, character profile information, recordings of Games, and the Product client and server software) are copyrighted works owned by Shadow Realm and its licensors. Shadow Realm reserves all rights in connection with the Products and the Service, including without limitation the exclusive right to create derivative works. You agree that you will not create any work of authorship based on the Properties except as expressly permitted by Shadow Realm. Additionally, Shadow Realm does not authorize you to make any use whatsoever of any Shadow Realm trademarks, service marks, trade names, logos, domain names, taglines, and/or trade dress under any circumstances without a written license agreement. Any reproduction, redistribution, or modification of the Properties, or use of the Properties not in accordance with the EULA or this Agreement, is expressly prohibited by law and may result in severe civil and criminal penalties.

9.2 Account. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL HAVE NO OWNERSHIP OR OTHER PROPERTY INTEREST IN THE ACCOUNT, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT ALL RIGHTS IN AND TO THE ACCOUNT ARE AND SHALL FOREVER BE OWNED BY AND INURE TO THE BENEFIT OF SHADOW REALM. Shadow Realm does not recognize the transfer of Accounts. You may not purchase, sell, gift or trade any Account, or offer to purchase, sell, gift, or trade any Account, and any such attempt shall be null and void and may result in the forfeiture of your Account.

9.3 Virtual Items. Shadow Realm owns, has licensed, or otherwise has rights to all of the content that appear in the Service or the Games. You agree that, except as set forth in a Game EULA, you have no right or title in or to any such content, including without limitation the virtual goods or currency appearing or originating in any Game, or any other attributes associated with the Account or stored on the Service. Shadow Realm does not recognize any purported transfers of virtual property executed outside of a Game, or the purported sale, gift or trade in the "real world" of anything that appears or originates in a Game.

10. UPDATES.

10.1 Agreements.

Shadow Realm will update this Agreement as the Service and law evolve with new versions (each a "New Terms of Use"). This Agreement will terminate immediately upon the introduction of a New Terms of Use, and you will be given an opportunity to review and accept the New Terms of Use. If you accept the New Terms of Use, and if the Account registered to you remains in good standing, you will be able to continue using the Account subject to the terms of the New Terms of Use. If you decline to accept the New Terms of Use, or if you cannot comply with the terms of the New Terms of Use for any reason, you will no longer be permitted to use the Account. Shadow Realm may change, modify, suspend, or discontinue any aspect of the Service at any time. Shadow Realm may also impose limits on certain features or restrict your access to parts or all of the Service without notice or liability. You have no interest, monetary or otherwise, in any feature or content contained in the Service or associated with the Account. Shadow Realm may also revise other Shadow Realm policies, including without limitation the In Game Policies and the Privacy Policy, at any time, and the new versions will be available on the Site. If at any point you do not agree to any portion of this Agreement, a New Terms of Use, the In Game Policies, the Privacy Policy, or any other Shadow Realm policy or agreement relating to your use of the Service, you must immediately stop using the Service.

10.2 Software and Services. In an effort to improve its products and services, Shadow Realm may require that you download and install updates to the Service and to the Products you have installed on your computer. You acknowledge and agree that Shadow Realm may update the Service and the Products, including the Product client(s) on your computer or device, with or without notifying you.

11. USER GENERATED CONTRIBUTIONS.

The Services does not offer users to submit or post content. We may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Services, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, "Contributions"). Contributions may be viewable by other users of the Services and through third-party websites. As such, any Contributions you transmit may be treated in accordance with the Privacy Policy. When you create or make available any Contributions, you thereby represent and warrant that:

11.1. The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.

11.2 You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Services, and other users of the Services to use your Contributions in any manner contemplated by the Services and this Agreement.

11.3 You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Services and this Agreement.

11.4 Your Contributions are not false, inaccurate, or misleading.

11.5 Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.

11.6 Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).

11.7 Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.

11.8 Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.

11.9 Your Contributions do not violate any applicable law, regulation, or rule.

11.11 Your Contributions do not violate the privacy or publicity rights of any third party.

11.12 Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.

11.13 Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.

11.14 Your Contributions do not otherwise violate, or link to material that violates, any provision of this Agreement, or any applicable law or regulation.

Any use of the Service in violation of the foregoing violates this Agreement and may result in, among other things, termination or suspension of your rights to use the Services

12. CONTRIBUTION LICENSE.

You agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices (including settings).

By submitting suggestions or other feedback regarding the Services, you agree that we can use and share such feedback for any purpose without compensation to you.

We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Services. You are solely responsible for your Contributions to the Services and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

13. THIRD-PARTY WEBSITES AND CONTENT.

The Services may contain (or you may be sent via the website) links to other websites ("Third-Party Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third-Party Content"). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Services or any Third-Party Content posted on, available through, or installed from the Services, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Services and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware this Agreement no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Services or relating to any applications you use or install from the Services. Any purchases you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. You agree and acknowledge that we do not endorse the products or services offered on Third-Party Websites and you shall hold us blameless from any harm caused by your purchase of such products or services. Additionally, you shall hold us blameless from any losses sustained by you or harm caused to you relating to or resulting in any way from any Third-Party Content or any contact with Third-Party Websites.

14. FEES.

You agree to pay all fees and applicable taxes incurred by you or anyone using an Account registered to you. Shadow Realm may revise the pricing for any Product or any item associated therewith at any time. All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes due and payable.

YOU ACKNOWLEDGE AND AGREE THAT ANY APPLICABLE FEES AND OTHER CHARGES FOR FEE-BASED SERVICES ARE PAYABLE IN ADVANCE AND NOT REFUNDABLE IN WHOLE OR IN PART. YOU ARE FULLY LIABLE FOR ALL CHARGES TO YOUR ACCOUNT, INCLUDING ANY UNAUTHORIZED CHARGES.

15. DISCLAIMER OF WARRANTIES.

THE SERVICE IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SHADOW REALM DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WHICH MIGHT APPLY TO THE PROPERTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE, AND ANY WARRANTIES AS TO THE ACCURACY, RELIABILITY OR QUALITY OF ANY CONTENT OR INFORMATION CONTAINED WITHIN THE PROPERTIES. SHADOW REALM DOES NOT WARRANT THAT THE PROPERTIES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PROPERTIES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME ALL RESPONSIBILITY FOR SELECTING THE PROPERTIES TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE PROPERTIES.

Because some jurisdictions do not allow the disclaimer of implied warranties, the forgoing disclaimer may, in whole or in part, not apply to you.

16. LIMITATION OF LIABILITY.

UNDER NO CIRCUMSTANCES, AND UNDER NO LEGAL THEORY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL SHADOW REALM BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, LOSS OF BUSINESS, LOST PROFITS, LOSS OF GOOD WILL), OR ANY DAMAGES FOR GROSS NEGLIGENCE OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES) ARISING FROM YOUR USE OR MISUSE OF THE SERVICE OR PRODUCT, EVEN IF SHADOW REALM KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL SHADOW REALM BE LIABLE FOR ANY DAMAGES IN EXCESS OF ANY AMOUNT YOU HAVE PAID TO SHADOW REALM FOR PRODUCT-RELATED TRANSACTIONS, IF ANY, DURING THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE TIME YOUR CAUSE OF ACTION AROSE.

Because some jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of Shadow Realm shall be limited to the fullest extent permitted by applicable law.

17. INDEMNIFICATION

You agree to indemnify, defend and hold Shadow Realm harmless from any claim, lawsuits, demand, damages, liabilities or other losses, including attorneys' fees, asserted by any third-party resulting from or arising out of your use of the Service or any Product, or any breach by you of this Agreement, the Code of Conduct or any Product EULA.

18. SOLE AND EXCLUSIVE REMEDY

YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH SHADOW REALM IS TO STOP USING THE SERVICE, AND TO CANCEL ALL ACCOUNTS REGISTERED TO YOU.

19. DISPUTES.

In an effort to accelerate resolution and reduce the cost of any dispute, controversy or claim related to, or arising out of Service, EULA or Terms of Use, you and Shadow Realm agree to first attempt to negotiate any dispute, controversy, or claim, whether based on contract, tort, fraudulent misrepresentation, statute, regulation, constitution, common law, equity, or any other legal basis, that arises out of or relates to the Service, EULA or Terms of Use ("Dispute") informally for at least thirty (30) days before initiating any court proceeding.

i. Negotiations will begin upon receipt of written notice by the party bringing the Dispute. Shadow Realm will send its notice to your billing address and email you a copy to the email address you have provided to us.

ii. You will send your notice to Shadow Realm at Shadow Realm Studios, Inc., Suite 5, 675 Rue Jolivet, Laval, QC, H7N5Y6, Canada, Attn: Legal Department.

20. GOVERNING LAW.

This Agreement, the relationship between you and Shadow Realm and your use of Shadow Realm's websites and the resolution of any dispute arising between the parties shall be governed and construed in accordance with the laws of the Province of Quebec and those of Canada applicable therein, without reference to their conflicts of laws. You agree that any legal action or proceeding between you and Shadow Realm which in any way concerns this Agreement or the use of Shadow Realm's websites shall be brought exclusively in the courts of Quebec. Notwithstanding the foregoing, either party may apply to any court of competent jurisdictions to obtain injunctive relief. Shadow Realm is headquartered in Laval, Quebec.

21. GENERAL.

A. Equitable Remedies. You hereby acknowledge and agree that Shadow Realm would suffer irreparable harm if this Agreement were not specifically enforced. Consequently, in addition to such monetary and other relief as may be recoverable at law, you agree that Shadow Realm shall be entitled to specific performance or other injunctive relief, without bond, other security, or proof of damages, as remedy for any breach or threatened breach of this Agreement. Additionally, in the event any legal or administrative action or proceeding is brought by either party in connection with this Agreement, the prevailing party in such action or proceeding shall be entitled to recover from the other party all the costs, attorneys' fees and other expenses incurred by such prevailing party as the result of the action or proceeding.

B. Attorneys' Fees. In the event any litigation is brought by either party in connection with these Terms of Use, the prevailing party in such litigation shall be entitled to recover from the other party all the

C. Notices. All notices given by you or required under this Agreement shall be in writing and addressed to: Shadow Realm Studios, Inc., Suite 5, 675 Rue Jolivet, Laval, QC, H2R2S5, Canada, Attn: Legal Department.

D. Force Majeure. Shadow Realm shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of Shadow Realm, including, without limitation, any failure to perform hereunder due to unforeseen circumstances or cause such as acts of god, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.

E. No Waiver. Our failure to enforce any provision of this Agreement shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.

F. Export Control. The Service and Products are operated by Shadow Realm in the Canada. Those who choose to access the Service and/or the Products from locations outside of Canada can do so on their own initiative and are responsible for compliance with applicable local laws.

G. Assignment. Shadow Realm may assign this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Agreement without Shadow Realm's prior written consent, and any unauthorized assignment by you shall be null and void.

H. Entire Agreement. This Agreement, including the documents expressly incorporated by reference herein, constitutes the entire agreement between you and us with respect to the Service and supersedes all prior or contemporaneous communications, whether electronic, oral or written, between you and us with respect to the Service; provided, however, that this Agreement shall coexist with, and shall not supersede, Product EULAs and Terms of Use specific to a Product.

No Partnership. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Shadow Realm as a result of this Agreement or your use of the Service or any Product.

J. Severability. If any part of this Agreement is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of this Agreement shall be given full force and effect. YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THE FOREGOING TERMS OF USE AGREEMENT AND AGREE THAT SELECTING THE "I HAVE READ AND AGREE TO THE TERMS OF USE" BUTTON BELOW AND/OR YOUR USE OF ANY OF THE PROPERTIES IS AN ACKNOWLEDGMENT OF YOUR AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.

Last updated: September 5, 2024