Last Updated Date: October 15, 2013
DISPUTES BETWEEN YOU AND UNITY MUST BE RESOLVED BY BINDING ARBITRATION. PLEASE READ THE DISPUTE RESOLUTION AND ARBITRATION SECTION IN THESE TERMS AS IT INCLUDES A CLASS ACTION WAIVER AND AFFECTS YOUR RIGHTS TO BRING A LAWSUIT UNDER THESE TERMS.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR THE SERVICES, OR BY INSTALLING, DOWNLOADING OR USING IN ANY WAY ANY OF THE UNITY GAMES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, SERVICES, OR CONTENT.
1. Limited License Grant
This section sets forth your limited license to use the Site, Services and Content
1.2. Term and Termination. The term of your License shall commence on the date that you install or otherwise use the Services and/or Content, and shall end on the earlier of the date that you cease to use the Services and/or Content, or Unity’s termination of this License or the Terms. Your rights under this License will terminate immediately and automatically without any notice from Unity if you fail to comply with any provision of this License or these Terms. Promptly upon termination, you must cease all use of the Services and Content and destroy all copies of the Services or Content in your possession or control. Termination will not limit any of Unity’s other rights or remedies at law or in equity. All provisions of the Terms and License which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
1.3. Reservation of Rights. Unity and its licensors exclusively own all right, title and interest in and to the Site, Services and Content, including all associated intellectual property rights. You have obtained a license to the Services and Content and your rights are subject to this License. Except as expressly licensed to you herein, Unity and its licensors reserves all right, title and interest in the Site, Services and Content (including without limitation all characters, storyline, images, photographs, animations, video, music, text), and all associated copyrights, trademarks, and other intellectual property rights therein. This License is limited to the intellectual property rights of Unity and its licensors in the Site, Services and/or Content and does not include any rights to other patents or intellectual property. Except to the extent permitted under applicable law, you may not change, modify, alter in any way, decompile, disassemble, reverse engineer, reconstruct, transform, or extract the Site, Services or Content, or any component thereof, by any means whatsoever.
3. Access. You must provide at your own expense the equipment, Internet connections or devices and/or service plans to access and use the Site, Services, and Content. Unity does not guarantee that the Site, Services, and Content can be accessed on all equipment, devices, wireless service plans, or third party platforms or through all facilities that are intended to provide a connection to the Internet. Unity does not guarantee that the Site, Services, and Content are available in all geographic locations. You acknowledge that when you use the Site, Services, and Content, your data, Internet Service Provider, and/or telecommunications provider may charge you fees for data, messaging and/or other wireless access. Check with your provider(s) to see if there are any such fees that apply to your use of the Site, Services and/or Content. Neither Unity nor any of its affiliates shall have any liability to you for use charges related to any device, equipment, or service that you use to access the Site, Services or Content.
5. Virtual Items. You agree that while the Site, Services, and Content may permit you to “purchase,” “earn,” or “buy” with real world money virtual currency, including but not limited to virtual coins, cash, tokens, or points, for use in connection with the Services or Content—or virtual in-game items (together with virtual currency, “Virtual Items”), these terms are not being used in any real-world sense and do not have real-world meaning or value as such. You agree that you do not in fact “own” any Virtual Items and amounts associated with any Virtual Item do not refer to any credit balance of real currency or its equivalent. Instead, you agree that you may purchase a limited license to use the Services and Content, including software programs that occasionally manifest themselves as these items. The purchase and sale of the limited license referred to in these Terms is a completed transaction upon receipt of your payment as described below (entitled “Purchases; Billing Information”). Any “virtual currency” balance displayed by or in connection with the Site, Services, or Content does not constitute a real-world balance or reflect any stored value, but instead constitutes a measurement of the extent of your license. You acknowledge and agree that virtual currency is not real currency or any type of financial instrument, is not redeemable for any sum of money from Unity or anyone else, and may not be used to satisfy or create any public or private debts of any kind. You agree that virtual currency only may be used in connection with the Services and/or Content and for your non-commercial, entertainment purposes. You may not transfer, sell, lease or gift virtual currency to anyone outside of the Services or Content. Unity prohibits and does not recognize any purported transfers of Virtual Items outside of the Services, or the purported sale, gift or trade in the “real world” of anything that appears or originates in the Site, Services, or Content, unless otherwise expressly authorized in writing by Unity. As such, you may not sublicense, trade, sell or attempt to sell in-game Virtual Items for “real” money, or exchange Virtual Items for value of any kind outside of a game, without Unity’s written permission or as otherwise permitted herein. Any such transfer or attempted transfer is void and prohibited and will subject your account and your use of the Site, Services, and Content to termination.
6. Modification. Unity reserves the right, at its sole discretion, to modify, discontinue or terminate the Site, Content, or Services or to modify these Terms, at any time and without prior notice. If we modify these Terms, we will post the modification on the Site or otherwise provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms. By continuing to access or use the Site, Content or the Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Content, and the Services.
7. Eligibility. The Site, Content, and Services are intended solely for persons who are 13 or older, provided, however, that you must be at least 18 to make purchases or submit content to Unity. If you are between the ages of 13 and 17, you represent that your legal guardian has reviewed and agreed to these Terms, in addition to your agreement to these Terms. If you accept these Terms, you represent that you have the capacity to be bound by the Terms.
8. Unity Account Registration. In order to post any content on any forums section of the Site, you must be 13 years or older and must register or login using your credentials from Facebook, Google+, or other social networking sites and create an account with Unity. During the registration process, you will be required to provide certain information and you will establish a username and a password. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Unity reserves the right to suspend or terminate your account or game instance if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password and your account. You agree not to disclose your password to any third party and to take sole responsibility for any activities or actions under your account, whether or not you have authorized such activities or actions. You will immediately notify Unity of any unauthorized use of your account. Subject to the eligibility requirements set forth above, an account may also be required to access certain online services or features, such as online downloads of PC games via the Site, or to make purchases via the Site, where applicable.
9. Purchases; Billing Information. You may be able to purchase Virtual Items through the Platform or third party payment providers. The price payable by you is the price indicated on the applicable web sites for the particular game, on the Platform, or in the Service or Content itself. When you purchase a license to use Virtual Items, or purchase a subscription to use Service, you agree to pay taxes that the Platform, or our agent assesses on your purchase. If you are resident in Europe, the price includes any applicable VAT. We reserve the right to change the price and specifications shown in relation to any Service, any subscription, and Virtual Items.
9.2. You may pay for Virtual Items by using the services of any alternate billing and payment provider (such as iTunes, Google Checkout, PayPal, etc.) identified on the applicable Platform or in the applicable Service. We will not supply any products or services to you until the alternative billing and payment provider has authorized the use of your card or other applicable payment method. When you use an alternate billing and payment provider, you will be bound by that third party provider’s terms and conditions, which are available from the provider. You may be required to create an account with the alternate provider, and to provide that provider with your bank account, credit or debit card or other financial payment details. Such third party providers may have third party fees or collect taxes. Please see your provider’s terms and conditions.
9.4. For Virtual Items, your order will represent an offer to Unity to purchase a license for the relevant services or content, which will be accepted by Unity when we make the Virtual Items available in your account for you to use in our games. Your license to Virtual Items for use in connection with the Site, Services, or Content is a service provided by Unity that commences upon acceptance by Unity of your purchase. By ordering a license to use Virtual Items you agree and accept that Unity will provide them to you promptly following completion of your purchase. For residents of the European Union: If you purchase a product or service from Unity, you may have the right to withdraw within seven calendar days, commencing on the day following the date of purchase (the “Cooling Off Period”). However, please note that if you purchase a license to use Virtual Items from Unity, your right to withdraw is lost, because the performance of our services begins promptly once your purchase is completed.
9.5. You agree to pay all fees and applicable taxes incurred by you or anyone using an account or a mobile device registered to you. At any time, Unity may revise the pricing for the goods and services it licenses to you through the Services.
9.6. YOU ACKNOWLEDGE THAT UNITY IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR UNUSED VIRTUAL ITEMS WHEN AN ACCOUNT IS CLOSED, WHEN A SERVICE FAILS TO SYNC AND SAVE YOUR PURCHASE, OR WHEN A SERVICE IS DELETED FROM YOUR DEVICE, WITHOUT REGARD TO WHETHER SUCH CLOSURE, FAILURE TO SYNC OR DELETION WAS VOLUNTARY OR INVOLUNTARY.
9.7. Furthermore, Unity assumes no liability for any purchase errors, Services purchased for the wrong device or Platform, promotion codes or discounts not provided at the time of purchase or any purchased item for any reason (“Purchaser Errors”). Unity shall not be liable to you for any errors on billing statements issued to you by your carrier or the applicable Platform. You accept full responsibility for confirming that your device, Platform and carrier are supported and that the phone, equipment or other device and Platform are compatible to the Services or Content purchased, downloaded or otherwise obtained by you through the Site or the Services. While Unity will make commercially reasonable efforts to help you obtain the proper Unity Games application for your device or Platform, Unity shall not be liable or responsible for any Purchaser Errors. YOU ACKNOWLEDGE THAT UNITY ACCEPTS NO RETURNS ON ANY SERVICES, CONTENT, OR VIRTUAL ITEM PURCHASES OR DOWNLOADS. Please review your system requirements very carefully before making any purchases. You agree to be responsible for obtaining and maintaining all device hardware, software and other equipment needed for access to and use of the Site and/or Services, and all charges related thereto.
11. User Content. Users may post, upload, publish, submit or transmit text, graphics, images, information or other materials to be made available through the Site and Services, and Unity Games users may have the ability to send each other private messages through the private message functionality in the Services (collectively, “User Content”). User Content does not include games or other tools you submit to Unity Games for publishing consideration, or games you create with the Unity game development platform. You acknowledge and agree that all information, data, text, or other materials, whether publicly posted or privately transmitted, are the sole responsibility of the person from whom the User Content originated. By making available any User Content through the Site and Services, you hereby grant to Unity a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such User Content in any media or format, including but not limited to the Site and the Services. Unity does not claim any ownership rights in any such User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such User Content. For the purposes of these Terms, Content does not include User Content.
Notwithstanding anything to the contrary herein, any games or tools you submit for distribution via the Unity Games publishing service will be subject to a separate written agreement between you and Unity.
You acknowledge and agree that you are solely responsible for all User Content that you make available through the Site and Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available through the Site and Services or you have all rights, licenses, consents and releases that are necessary to grant to Unity the rights in such User Content, as contemplated under these Terms; and (ii) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Unity’ use of the User Content (or any portion thereof) on, through or by means of the Site and the Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or any other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. You agree that you will indemnify, defend, and hold Unity harmless for all claims resulting from any User Content you post. While Unity does not normally access or screen private messages, Unity reserves the right to access private message content in instances of suspected or alleged harassment, offensive behavior, spam or as required by a law enforcement agency.
12. Feedback. We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site and Services (“Feedback”). You may submit Feedback via the Site, Services, Platform or email. You acknowledge and agree that all Feedback will be the sole and exclusive property of Unity and you hereby irrevocably assign to Unity and agree to irrevocably assign to Unity all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At Unity’s request and expense, you will execute documents and take such further acts as Unity may reasonably request to assist Unity to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
13. General Prohibitions. You agree not to do any of the following:
13.1. Post, upload, publish, submit or transmit any text, graphics, images, software, music, audio, video, information or other material 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; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
13.2. Engage in disruptive behavior in chat areas, game areas, forums, or any other area or aspect of the Site, Services, or Content, including but not limited to interfering with the normal flow of gameplay or dialogue or making commercial postings, solicitations, or advertisements;
13.3. Violate any additional rules of conduct applicable to a specific game or other portion of the Site, Services or Content that you are using;
13.4. Promote, encourage or take part in any activity involving taking advantage of exploits or cheats and/or distribution of counterfeit software and/or virtual currency/item;
13.5. Improperly use in-game support or complaint buttons or make false reports to Unity;
13.6. Use or distribute “bots” or automated software programs, “macro” software programs, or other game hacking/altering/cheating software or tools;
13.7. Abuse or exploit bugs, undocumented features, design errors or problems in the Site, Services, or Content;
13.8. Sublicense, rent, lease, sell, trade, gift, bequeath or otherwise transfer your account or any Virtual Items associated with your account to anyone without Unity’s written permission;
13.9. Access or use an account or Virtual Items that have been sublicensed, rented, leased, sold, traded, gifted, bequeathed, or otherwise transferred from the original account creator without Unity’s permission;
13.10. Use, display, mirror or frame the Services, Content, or the Site, or any individual element within the Services, Site, Content, Unity’s name, any Unity trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Unity’s express written consent;
13.11. Access, tamper with, or use non-public areas of the Site, Services, Unity’s computer systems, or the technical delivery systems of Unity’s providers;
13.12. Attempt to probe, scan, or test the vulnerability of any Unity system or network or breach any security or authentication measures;
13.13. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Unity or any of Unity’s providers or any other third party (including another user) to protect the Site, Services or Content;
13.14. Attempt to access or search the Site, Services, Content or User Content (other than your own User Content) or download Content, User Content (other than your own User Content) or Software from the Site or 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 Site, the designated Platform and/or search agents provided by Unity or other generally available third party web browsers;
13.15. Attempt to use the Site, Services, or Content on or through any service that is not controlled or authorized by Unity. Any such use is at your own risk and may subject you to additional or different terms. Unity takes no responsibility for your use of the Site, Services, or Content on or through any service that is not controlled by Unity;
13.16. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
13.17. Use the Site, Services, Content or User Content (other than your own User Content) in any manner not permitted by these Terms;
13.18. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Content or User Content (other than your own User Content);
13.19. 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 Site;
13.20. Post or communicate any person’s personally identifiable information using the Site, Services, or Content;
13.21. Collect or store any personally identifiable information from the Site or Services from other users of the Site or Services without their express permission;
13.22. Impersonate or misrepresent your affiliation with any person or entity;
13.23. Create an account using a false identity or information, or on behalf of someone other than yourself;
13.24. Create a account or use the Services or Content if you have previously been terminated by Unity;
13.25. Interfere with the ability of others to enjoy the Site, Services, or Content, or take actions that interfere with or materially increase the cost to provide the Site, Services, or Content for the enjoyment of all Unity’s users;
13.26. Violate any applicable law or regulation; or encourage or enable any other individual to do any of the foregoing.
Unity will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Unity may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.
You acknowledge that Unity has no obligation to monitor your access to or use of the Site, Services, Content or User Content or to review or edit any User Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. You further acknowledge and agree that Unity reserves the right (but does not assume the obligation) in its sole discretion to reject, move, edit or remove any User Content that is contributed to the Services. Without limiting the foregoing, Unity and its designees shall have the right, at any time and without prior notice, to remove or disable access to any Content or User Content that violates these Terms, is otherwise harmful to the Site or Services, or is otherwise objectionable in Unity’s sole discretion. You acknowledge and agree that Unity does not verify, adopt, ratify, or sanction User Content, and you agree that you must evaluate and bear all risks associated with your use of User Content or your reliance on the accuracy, completeness, or usefulness of User Content. You understand that by using the Services, you may be exposed to User Content that you may consider offensive or objectionable. Furthermore, you acknowledge and agree that if Services are offered or provided through another entity, including, but limited to, through another entity’s website (e.g. Facebook), you agree to abide by that third party’s terms of service, and we encourage you to review such terms of service.
You acknowledge that Unity is a provider of an interactive computing service as set forth the Communications Decency Act, 47 U.S.C. §230. Unity expressly reserves its rights to not be treated as the publisher or speaker of any information provided by another information content provider on the Site, Services or through the Content.
14. Copyright Policy. Unity respects copyright law and expects its users to do the same. Unity has adopted and implemented a policy that provides for the termination in appropriate circumstances of registered users or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Unity’s Copyright Policy for further information.
15. Links. The Site and Services may contain ads and links to third-party websites or resources. You acknowledge and agree that Unity is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Unity of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
16. Termination and Account Cancellation. If you breach any of these Terms, Unity will have the right to suspend or disable your account or game instance or terminate these Terms, at its sole discretion and without prior notice to you. Unity reserves the right to revoke your access to and use of the Site, Services and Content and to terminate these Terms, with or without cause, at any time.
16.1. If your access to and use of the Site, Services and Content are terminated or limited by Unity, you can lose any benefits, privileges, earned items, or purchased items associated with your use of the Site, Services, or Content, and Unity is under no obligation to compensate you for any such losses or consequences.
16.2. Unity reserves the right to cease to offer and/or support the Site, Services, or Content or a portion thereof at any time, either permanently or temporarily, at which point your license to use the Site, Services, Content, or portion thereof will be automatically terminated or suspended. In such event, Unity shall not be required to provide any refund, benefit or other compensation in connection with such termination or suspension. All Virtual Items are unconditionally forfeited if your account or game instance is terminated or suspended for any reason, in Unity’s sole discretion, or if Unity discontinues any offering that includes Virtual Items.
16.3. Termination of your account can include disabling access to the Site, Services, Content, or any part thereof, including any User Content submitted by you or others.
17.1. THE SITE, SERVICES, CONTENT AND USER CONTENT (OTHER THAN YOUR OWN USER CONTENT) ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, UNITY EXPLICITLY DISCLAIMS 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. UNITY MAKES NO WARRANTY THAT THE SITE, SERVICES, CONTENT OR USER CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. UNITY MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, SOFTWARE, CONTENT OR USER CONTENT OBTAINED THROUGH THE SITE OR SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OR USER CONTENT OBTAINED THROUGH THE SITE OR SERVICES.
17.2. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM UNITY OR THROUGH THE SITE, SERVICES, CONTENT OR USER CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
17.3. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES. YOU UNDERSTAND THAT UNITY DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SITE OR SERVICES, NOR DOES UNITY MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE OR SERVICES. UNITY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
18. Indemnity. You agree to defend, indemnify, and hold Unity, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, 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 Site, Services or Content, (ii) your User Content, or (iii) your violation of these Terms.
19. Limitation of Liability.
19.1. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, SERVICES, CONTENT AND USER CONTENT REMAINS WITH YOU. NEITHER UNITY NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES, SOFTWARE, CONTENT OR USER CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT UNITY 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.
19.2. YOU FURTHER SPECIFICALLY ACKNOWLEDGE AND AGREE THAT UNITY IS NOT LIABLE FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SITE AND APPLICATIONS AND OPERATORS OF EXTERNAL SITES AND SERVICES.
19.3. UNITY’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES, SOFTWARE, CONTENT OR USER CONTENT IS LIMITED TO THE AMOUNT, IF ANY, ACTUALLY PAID BY YOU FOR ACCESS AND USE OF THE SITE OR SERVICES IN THE PAST 180 DAYS IMMEDIATELY PRECEEDING THE DATE YOU FIRST ASSERT YOUR CLAIM. YOU HEREBY RELEASE UNITY FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. YOU AGREE THAT IF YOU HAVE NOT PAID UNITY ANY AMOUNT IN THE 180 DAYS IMMEDIATELY PRECEDING THE DATE YOU FIRST ASSERTED YOUR CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH UNITY IS TO STOP USING THE SITE AND SERVICES, AND TO CANCEL YOUR ACCOUNT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
20. Proprietary Rights Notices. All trademarks, service marks, logos, trade names and any other proprietary designations of Unity used herein are trademarks or registered trademarks of Unity. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
21. Controlling Law.
21.1. If you reside within the United States, these Terms and any dispute arising out of or related to these Terms, the Services, Site or Content shall be governed in all respects by the laws of the State of California as they apply to agreements entered into and to be performed entirely within California between California residents, without regard to conflict of law provisions.
21.2. If you reside outside of the United States, these Terms and any dispute arising out of or related to these Terms, the Services, Site or Content shall be governed in all respects by the laws of Singapore as they apply to agreements entered into and to be performed entirely within Singapore, without regard to conflict of law provisions.
22. Dispute Resolution and Arbitration
PLEASE READ THIS SECTION CAREFULLY AS IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT
22.1. Initial Dispute Resolution. Our Customer Support Department is available at http://www.unitygames.com/contact-us/ to address any concerns you may have regarding the Services or the Site. Our Customer Service Department is able to resolve most concerns quickly to our customer’s satisfaction. The parties shall use all reasonable efforts to settle any dispute, claim, question, or disagreement directly through consultation with the Customer Support Department and good faith negotiations which shall be a condition to either party initiating a lawsuit or arbitration.
22.2. Binding Arbitration. If the parties do not reach an agreed upon solution within a period of 30 days from the commencement of informal dispute resolution under the Initial Dispute Resolution provision, then either party may initiate binding arbitration as the sole means to resolve claims. Subject to the exceptions set forth below, all claims arising out of or relating to these Terms (including without limitation its formation, performance and breach), the parties’ relationship with each other and/or your use of the Site and Services shall be finally settled by binding arbitration.
22.3. Arbitration Procedure for Residents outside of the United States. If you are a user residing outside of the Unity States, a party must initiate arbitration through the Singapore International Arbitration Centre, or any other established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. If the amount of the award sought is less than $10,000 USD, the ADR provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the amount of the award sought is $10,000 USD or greater, the parties may agree to the same non-appearance arbitration rules set forth above.
22.4. Arbitration Procedure for Residents of the United States. If you reside in the United States, the arbitration shall be administered by the American Arbitration Association (the “AAA”) in accordance with the provisions of its Commercial Arbitration Rules and the supplementary procedures for consumer related disputes of the AAA, excluding any rules or procedures governing or permitting class actions.
The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including, but not limited to any claim that all or any part of this Agreement is void or voidable, or whether a claim is subject to arbitration. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
The Commercial Arbitration Rules governing the arbitration may be accessed at www.adr.org or by calling the AAA at +1.800.778.7879. To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, Unity will pay the additional cost. If the arbitrator finds the arbitration to be non-frivolous, Unity will pay all of the actual filing and arbitrator fees for the arbitration, provided your claim does not exceed $75,000. The arbitration rules also permit you to recover attorney’s fees in certain cases.
22.5. Class Action Waiver. The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND UNITY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
22.6. Arbitration Exception – Litigation of Intellectual Property Claims. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring an action in court to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights).
If you reside within the United States and the parties have an intellectual property rights dispute, you and Unity agree to submit to the personal and exclusive jurisdiction of and venue the state and federal courts located in San Francisco County, California. You further agree to accept service of process by mail, and hereby waive any and all jurisdictional and venue defenses otherwise available.
If you reside outside of the United States and the parties have an intellectual property rights dispute, you and Unity agree to submit to the personal and exclusive jurisdiction of and venue the courts located in Singapore. You further agree to accept service of process by mail, and hereby waive any and all jurisdictional and venue defenses otherwise available.
23. Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between Unity and you regarding the Site, Services, Content and User Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Unity and you regarding the Site, Services, Content and User Content.
24. Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without Unity’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Unity may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
25. Notices. Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Unity (i) via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. Alternatively, Unity may give you notice by certified mail, postage prepaid and return receipt requested or rapid commercial courier, to the address provided during registration. In such case, notice shall be deemed given three (3) days after the date of mailing.
All notices from users should be addressed to Unity Technologies Singapore Pte. Ltd., 1 Maritime Square, #09-02 HarbourFront Centre, Singapore 099253. Communications made through the Services or the Site’s e-mail and messaging system shall in no way be deemed to constitute legal notice to Unity or any of its officers, employees, agents or representatives, with respect to any existing or potential claim or cause of action against Unity or any of its affiliates, officers, employees, agents or representatives, where notice to Unity is required by contract, or any federal, state or local laws, rules or regulations. If, but only if, applicable law requires that we accept e-mail notices, then you may send us e-mail notice at firstname.lastname@example.org.
26. General. The failure of Unity to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that 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 Unity. 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 for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
If you have any questions about these Terms, please contact Unity at email@example.com.
In the case of any conflict between the English version and any translated version of these Terms, the English language version shall govern.