Magmic Inc. Terms of Service

THIS AGREEMENT IS A CONTRACT BETWEEN YOU AND MAGMIC INC. (“MAGMIC GAMES”). THIS AGREEMENT LICENSES THE RIGHT TO YOU TO USE MAGMIC GAMES SOFTWARE AND SETS OUT THE RULES BY WHICH YOU MUST AGREE TO ABIDE IN ORDER TO USE THE MAGMIC GAMES SOFTWARE AND SERVICES.

This Agreement applies to all software programs and services made available by Magmic Games including, but not limited to mobile games, downloadable/installable games for handheld devices, personal computing device or gaming consoles, and games and services accessed by means of a browser or other online communication method (“Services”). Services also includes updates and upgrades as well as accompanying manual(s), packaging and other written, files, electronic or on-line materials or documentation, and any and all copies of such software and its materials.

For the purposes of this Agreement, “You” means any individual over the age of 18 who has full legal capacity may become a user. You may be required to register an account on the Services (an “Account”), have a valid account on the social networking service through which you connect to the Services, if any, or have an account with the applications provider for your mobile device.

Minors may only conclude this Agreement with the consent of a parent or guardian. The user must provide all the data required accurately and in full, and keep it up-to-date at all times. At any time Magmic Games is entitled to demand adequate proof of the user’s identity and age of majority or of consent from a parent or guardian, or to make using specific functions contingent upon such proof. You affirm that you have reached the legal age of majority and you also affirm that you are accepting this Agreement on behalf of, and all legal and financial responsibility and liability for the actions of, your child and you hereby expressly ratify and confirm any acts of your child and all users of your account or profile.

By using any Magmic Games Services, you accept this Agreement. You agree to be subject to its terms and all other agreements that you have entered into in connection with Magmic Games Services. If you do not agree to the terms of this Agreement, do not install, use or access the Services.

LICENSE

LISENSE GRANT: Subject to this Agreement and its terms and conditions, Magmic Games grants you a non-exclusive, non-transferable, non-sublicensable, limited right and license to use the Services for your personal non-commercial use for gameplay on a single computer or gaming unit. Your acquired rights are subject to your compliance with this Agreement. The term of your license under this Agreement shall commence on the date that you install or otherwise use the Services and ends on the earlier date of either your disposal of the Services or Magmic Games’ termination of this Agreement. Your license terminates immediately if you attempt to circumvent any technical protection measures used in connection with the Services. The Services is being licensed to you and you hereby acknowledge that no title or ownership in the Services is being transferred or assigned and this Agreement should not be construed as a sale of any rights in the Services. All rights not specifically granted under this Agreement are reserved by Magmic Games and its licensors.

OWNERSHIP: Magmic Games retains all right, title and interest to the Services, including, but not limited to, all copyrights, trademarks, trade secrets, trade names, proprietary rights, patents, titles, computer codes, audiovisual effects, themes, characters, character names, stories, dialog, settings, artwork, sound effects, musical works, and moral rights whether registered or not and all applications thereof. The Services is protected by applicable laws and treaties throughout the world. Unless expressly authorized by mandatory legislation, the Services may not be copied, reproduced or distributed in any manner or medium, in whole or in part, without prior written consent from Magmic Games.

LICENSE CONDITIONS

You agree that you will not directly or indirectly use Magmic Games Services (1) in any way for any commercial purpose; (2) in any way that violates the law or the community code of conduct, or (3) in any way that harms or has the potential to harm Magmic Games or other users. The Services may allow you to create content, including but not limited to gameplay maps, screenshots or a video of your game play. In exchange for use of the Services, and to the extent that your contributions through use of the Services give rise to any copyright, design right or any other intellectual or industrial property right you hereby grant Magmic Games an exclusive, royalty-free, perpetual, irrevocable, fully transferable and sub-licensable worldwide right and license to use your contributions in any way and for any purpose including, but not limited to the rights to reproduce, copy, adapt, modify, perform, display, publish, broadcast, transmit, or otherwise communicate to the public by any means whether now known or unknown and distribute your contributions without any further notice or compensation to you of any kind for the whole duration of protection granted to intellectual and industrial property rights by applicable laws and international conventions. If not expressly prohibited by mandatory legislation, you hereby waive any moral rights of paternity, publication, reputation, or attribution with respect to Magmic Games’ and other players’ use and enjoyment of such assets in connection with the Services and related goods and services under applicable law. This license grant to Magmic Games, and the above waiver of any applicable moral rights, survives any termination of this License.

The Services may require an internet connection to access the Services or its internet-based features, authenticate the Services, or perform other functions. In order for certain features of the Services to operate properly, you may be required to have and maintain (a) an adequate internet connection and/or (b) a valid and active account with an online service as set forth in the Services documentation. If you do not maintain such accounts, then the Services or certain features of the Services may not operate or may cease to function properly, either in whole or in part. You are responsible for any fees, including internet connection or mobile fees that you incur when accessing the Services.

USE OF THE SERVICES

RESTRICTIONS:

One Account only: You will not have more than one Account, per platform or social networking services, at any given time, and will not create an account using a false identity or information, or on behalf of someone other than yourself;

Use of Account by Minors: You will monitor your Account to restrict use by minors, and you will deny access to children under the age of 13. You accept full responsibility for any unauthorized use of the Services by minors in connection with your Account. You are responsible for any use of your credit card or other payment instrument (e.g. PayPal and Facebook Credits) by minors;

Banned Users: You will not have an Account or use the Services if you have previously been removed by Magmic Games or previously been banned from playing any Magmic Games game;

Non-Commercial: You will not use your Account to advertise, solicit, or transmit any commercial advertisements, including chain letters, junk e-mail or repetitive messages (spim and spam) to anyone;

No Illegal Use: You will not use your Account to engage in any illegal conduct;

Transfer: You will not sublicense, rent, lease, sell, trade, gift, bequeath or otherwise transfer your Account or any units or virtual currencies associated with your Account to anyone without Magmic Games’ written permission;

Access: You will not 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 Magmic Games’ permission;

Social Network: If you access the Services from an social networking services you will comply with its terms of service or terms of use, as well as these Terms of Service;

Virtual Goods: Magmic Games may offer certain units or virtual in-game currencies, including to virtual chips, cash, tokens, points or credits, or virtual in-game goods all for use in the Services. Any such virtual acquisition is the right to a limited license to use the Services, including software programs that occasionally manifest themselves as these items. The purchase and sale of the limited license referred to in these Terms of Services is a completed transaction upon receipt of your direct payment or a third party virtual currency like Facebook Credits. These units or virtual currencies constitute and element of the game and are of no monetary value. In particular, alterations to Magmic Games Services may result in changes in how they may be used. Trading or exchanging the units or virtual currencies into real money is prohibited.

You may purchase virtual, in-game currency from a third-party, such as Facebook (“Facebook Credits”) in exchange for “real money”. This is a transaction between you and the third-party and Magmic Games is not a party. If you make such a purchase, you are agreeing to the third-party’s terms relating to payment and virtual goods. Magmic Games is not responsible for any issues related to the services provided by Facebook to you in connection such purchases. You may redeem such credits (like Facebook Credits) for virtual in-game goods offered in our games available on the Facebook platform. You understand that the use of Facebook Credits does not entitle you to any right or title in the virtual in-game goods;

INFORMATION COLLECTION AND USE; PRIVACY POLICY

Magmic Games respects your privacy rights and recognizes the importance of protecting any information collected about you. Magmic Games has created a privacy policy to tell you how, why and to which extent Magmic Games collects and uses personal and non-personal information in relation to Magmic Games’ Services (“Privacy Policy”). By creating an account or accessing or using the Services you accept and agree to be bound by these Terms of Services and consent to the collection, use and storage of your information as outlined in Magmic Games’ Privacy Policy. We encourage you to read the Magmic Games’ Privacy Policy carefully and use it to make informed decisions.

WARRANTY

No warranty of any specific availability is given for Magmic Games Services. In particular, downtimes may be caused by technical problems beyond Magmic Games control. Maintenance work may impair availability; insofar as is possible, it shall be carried out paying consideration to users. In addition, unannounced maintenance measures may be necessary, such as in the event of unpredictable failures (e.g. due to attacks, viruses). No warranty can be given that the software used by Magmic Games is entirely devoid of errors. The user is not entitled to demand that Magmic Games Services be provided or kept in a given condition.

To the fullest extent permissible under applicable law, the services are provided to you “as is,” with all faults, without warranty of any kind, without performance assurances or guarantees of any kind, and your use is at your sole risk. The entire risk of satisfactory quality and performance resides with you. Magmic Games, Magmic Games’ licensors and channel partners do not make, and hereby disclaim, any and all express, implied or statutory warranties, including implied warranties of condition, uninterrupted use, merchantability, satisfactory quality, fitness for a particular purpose, non-infringement of third party rights, and warranties (if any) arising from a course of dealing, usage, or trade practice. Magmic Games, Magmic Games’ licensors and channel partners do not warrant against interference with your enjoyment of the software; that the software will meet your requirements; that operation of the software will be uninterrupted or error-free, or that the software will interoperate or be compatible with any other software or that any errors in the software will be corrected. No oral or written advice provided by Magmic Games, Magmic Games’ licensors and channel partners or any authorized representative shall create a warranty. Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations apply only to the fullest extent permitted by law in the applicable jurisdiction.

THIRD-PARTY SITES AND VENDORS

If you have downloaded a mobile application to access Magmic Games Services, the applicable End User License Agreement for the mobile service through which you downloaded the mobile application may apply to your use of the mobile application to the extent not otherwise inconsistent with these Terms of Service. Any charges or obligations that you incur in your dealings with third parties vendors are your responsibility. If you seek a refund for any reason, you must seek it from the third party vendor, not Magmic Games.

LIMITATION OF LIABILITY

Magmic Games is not liable for any damages (direct, indirect, incidental, special, consequential or exemplary) in connection with the Services. For purposes of this section, Magmic Games’ licensors and channel partners are third party beneficiaries to this limitation of liability and they may enforce this agreement against you. Because some countries do not allow certain limitations of liability, this limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction. This limitation of liability shall not be applicable solely to the extent that any specific provision of this limitation of liability is prohibited by any federal, state, or municipal law, which cannot be pre-empted. This agreement gives you specific legal rights, and you may have other rights that vary from jurisdiction to jurisdiction. In no event shall Magmic Games, Magmic Games’ licensors’ or channel partners’ liability for all damages (except as required by applicable law) exceed the actual price paid by you for use of the software.

OTHER TERMS AND CONDITIONS

THIRD PARTY TERMS AND CONDITIONS: your access to and use of the Services may be subject to certain third party terms and conditions and privacy policies, including but not limited to application stores, mobile software platforms, on-line gaming platforms, social networking services and payment providers. You recognize and agree that ‘ is not liable for any such third party terms and conditions or their use of your personal data.

TERMINATION: This Agreement will terminate automatically if you fail to comply with its terms and conditions. In such event, you must destroy all copies of the Services and all of its component parts and cease and desist from accessing any service components of the Services. With regards to Services delivered on a physical storage medium you can end this Agreement by destroying the Services and all copies and reproductions of the Services and deleting and permanently purging the Services from any client server or computer on which it has been installed.

EQUITABLE REMEDIES: You hereby agree that if the terms of this Agreement are not specifically enforced, Magmic Games will be irreparably damaged, and therefore you agree that Magmic Games shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to your breach of any of the terms of this Agreement, in addition to any other available remedies.

INDEMNITY: You agree to indemnify, defend and hold Magmic Games, its partners, affiliates, contractors, officers, directors, employees and agents harmless from and against any and all damages, losses and expenses arising directly or indirectly from: (i) your acts and omissions to act in using the Services pursuant to the terms of the Agreement; or (ii) your breach of this Agreement.

MISCELLANEOUS: This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. It may be amended only by a written document executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable and the remaining provisions of this Agreement shall not be affected.

GOVERNING LAW AND DISPUTE RESOLUTION: This Agreement will be governed by the laws of the province of Ontario, Canada, without reference to its choice of law rules. The United Nations Convention for the International Sale of Goods shall not apply. Any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or its validity shall be finally settled at Magmic Games’ discretion (i) in an Ontario court; or (ii) by arbitration. The arbitration shall be conducted in Ottawa, Canada, in the English language. The award shall be final and binding on the parties. BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION AGAINST MAGMIC GAMES AND ITS PARTNERS.

If you have any questions concerning this agreement, you may contact support@magmic.com.