ALPHA TEST AND NON-DISCLOSURE AGREEMENT FOR TERA
Preamble
Thank you for wanting to participate in the Alpha Test Program (the "Alpha Test" or "Test") for the multiplayer online game with the working title "TERA" (the "Game") which is currently under development by Bluehole Studio Inc. (Bluehole)
The Frogster Online Gaming GmbH ("Frogster Online Gaming") is operating the online services relating to the Game in Europe.
Through the Alpha Test, we hope to provide you with an opportunity to experience and react to the pre-release versions of the Game before it is generally made available to the public. Please be aware that during the Alpha Test, you may see only a portion of the Game or an incomplete version of the Game which may or may not resemble the finally released commercial version of the Game.
We hope that you are as excited about this as we are, but we need to talk about the legal terms and conditions of your participation in the Alpha Test first.
This document serves as an agreement (the "Agreement”) between you (the “Player”) and Frogster Online Gaming with regard to your participation in the Alpha Test for the Game. Once you affirmatively accept this Agreement, you are specifically agreeing to all of the terms and conditions in this document, and this Agreement becomes legally binding and enforceable against you. Please read it carefully. Make sure you know what you are agreeing to or get some legal advice if you need it.
In consideration of the mutual covenants contained in this Agreement, the receipt and sufficiency of which are hereby acknowledged, you and Frogster Online Gaming agree as follows:
1. Alpha Test; Eligibility.
You will have the opportunity to access and play the Game on a promotional trial basis on our alpha test server prior to its general commercial release and take advantage of the ability to provide feedback, suggestions and comments to Frogster Online Gaming, on a voluntary basis and only if you so choose, regarding your game-play experience, including your thoughts as to usability, bugs, overall impressions, improvements to the Game and any other information relating to the Game (the "Feedback”).
As a condition of your participation in Alpha Test, you agree to abide by the terms or this Agreement and the Code of Conduct. Your participation in the Alpha Test is purely voluntary, and you understand and agree that you will receive no compensation for your participation. You understand and acknowledge that Frogster Online Gaming may use built-in tracking features to obtain information regarding your use of the Game, and agree that this information is the property of Bluehole and may be used by Frogster Online Gaming and/or Bluehole (and/or their respective affiliates, publishing partners, licensors or licensees) for any purpose, subject to our privacy policy.
In order for you to be eligible for participation in the Alpha Test, you hereby represent that: (i) you are not a principal, agent or an employee of a company that is a publisher, manufacturer, or a developer of computer or video games (other than Frogster Online Gaming or Bluehole (or their respective affiliates, publishing partners, licensors or licensees); (ii) you are not a member of the press; and (iii) you are a natural person who is at least 18 years of age.
CODE OF CONDUCT
The Code of Conduct governs player behaviour while playing TERA (the "Game”) and participating on TERA Website. The Code of Conduct is designed to make everyone's game experience as enjoyable as possible. Failure to follow the Code of Conduct may result in the suspension or termination of your Game account without refund (if applicable).
1. While participating in Game, you must respect the rights of others to play and enjoy the game.
2. You may not communicate any player's real-world information through the use of the official game Website, game client or server software or any other means.
3. You may not use or distribute sexually explicit, harmful, threatening, abusive, defamatory, obscene, hateful, racially or ethnically offensive language (including, by way of example, but not limited to, ethnic slurs and religious epithets), content, character names, titles, descriptions, or in-game labels (including, by way of example, but not limited to, offensive or inappropriate guild names, pet names and inscriptions).
4. You may not distribute or spotlight sexually explicit, harmful, threatening, abusive, defamatory, obscene, hateful, racially or ethnically offensive content.
5. While playing the Game or participating in related services, you may not exhibit or partake in behaviour that is disruptive to the game's normal playability, causes grief or alarm to other players, or degrades the Game service performance or other players' client software (for example, deliberately using game bugs or loopholes to disrupt the game or dropping excessive items or summoning excessive portals).
6. You may not spam or flood with multiple posts the game chat or the official Website features.
7. You may not impersonate any Game support staff, past or present.
8. You may not violate any local, state, national, or international laws or regulations.
9. You may not market, promote, advertise, or solicit products or services within the Game or related Website.
10. You may not modify the game client, server or any part of the official Game Website.
11. You may not advertise the intent to, or commit the act of, unauthorized selling, buying, transferring or sharing access to any Game account.
12. You may not advertise the intent to, commit the act of, or facilitate the ability of others to commit the act of, unauthorized selling or buying of game items for real world monetary values or other consideration.
13. While participating in the Game service, both in-game and through the official Website, you will follow the instructions of authorized personnel at all times.
14. You may not form or participate in groups whose ideology is based upon or resembles anti-religious, anti-ethnic, anti-sexual orientation, nationalistic, racist or sexist philosophies.
15. You may not intentionally hide or falsify personal information that is deemed necessary for Game account creation.
16. You may not upload or transmit copyrighted material to any aspect of the Game or related services without the express consent of the copyright holder.
17. You will not attempt to interfere with, hack into, or decipher any transmissions to or from the Game service.
18. You will not exploit, distribute or publicly communicate any game error, miscue or bug which gives an unintended advantage within the Game world. You may report bugs at the support portal (www.tera-europe.com/support).
19. You may not create, post, use or distribute any utilities, emulators or other third party software tools (including, without limitation, macroing programs, botting programs, UI modifications, server emulators, client hacks, map hacks, and data gathering utilities).
20. You may not harass other players or Game support staff, including by way of example, but not limited to, threats, stalking or abuse of others.
21. You may not post Website links or URLs In the game that point to content deemed by Frogster Online Gaming to be inappropriate, including, without limitation, any Website links or URLs directed to other commercial products or services. You may not post Website links or URLs to any materials (including software and other information) that could harm (or is designed to harm) other players' computers or would allow others to inappropriately access software or websites. Frogster Online Gaming does not allow the posting of destructive software, use of computer programs that contain destructive features, or access to any content such as viruses, worms, Trojan horses, or bots for the use or scrolling, showing multiple screens, and other activities that can be disruptive to online communication.
22. You may not use the Game and/or related services for illegal activities. Neither Frogster Online Gaming nor Bluehole (or its licensors) are responsible for anything you say (text or voice) in-game or on our forums, or for any consequences that arise from what you say. If you break the law, you alone will be responsible for the consequences.
23. Although the Game is a role-playing game, you may not claim "role-playing" in defense of any violation or the Code of Conduct.
Note: Frogster Online Gaming has final say over what constitutes a violation of this Code of Conduct. Frogster Online Gaming and Bluehole reserve the right to change the Code of Conduct at any time. Check the TERA website ([http://tera-europe.com]) periodically for updates to the Code of Conduct.
Remedies to inappropriate behaviour.
A player who violates the Code of Conduct may be warned by Frogster Online Gaming staff, but some particularly serious violations or repeated violations can result in other sanctions, such as a lockout or permanent ban, without warning. In addition, Frogster Online Gaming reserves the right to delete characters or entire accounts as we see fit, without warning, for certain violations. Chat in the Game Website may be logged and may be reviewed at any time to assist in making decisions regarding violations or the Code of Conduct. This includes, but is not limited to, private chat, fellowship chat and allegiance chat.
2. Limited License.
Subject to the terms and conditions of this Agreement, Frogster Online Gaming hereby grants to you a limited, non-exclusive license and right to access, download/install, and operate one copy of the Game made available to you from time to time by Frogster Online Gaming solely for your personal use and enjoyment and for purposes of providing Feedback to Frogster Online Gaming at your election.
You may not provide access to (including by use of the Game in cyber cafes and the like), share with, or sell, license, or transfer to, any other person in any way the Game, or reproductions of the Game. You may download/install, and operate only one copy of the Game on a single, standalone personal computer. Furthermore, you may not post information or screen shots of any kind of the Game to any website or otherwise publicly display game play elements of the Game. You may not network the Game or otherwise use the Game on more than one computer or computer terminal at the same time, except that you may, for the purposes of participating in Alpha Test, connect online via the Internet to the Frogster Online Gaming network on which the persistent world of the Game is hosted. You acknowledge that the Game is a work-in-progress and may contain certain bugs which may cause loss of data, damage or malfunction of your computer and that neither Frogster Online Gaming nor Bluehole (or any of their respective officers, directors, affiliates, publishing partners, licensors or licensees) shall be liable in any way for any such matters. You understand that Frogster Online Gaming will make available to you for Alpha Test only these portions of the Game which it elects to share in its sole and absolute discretion; therefore, you may not have access to all aspects of the Game.
3. Term.
This Agreement shall commence on the date you accept these terms and shall continue in effect until the initial commercial release of the Game, unless earlier terminated by you or Frogster Online Gaming. Frogster Online Gaming may terminate the Alpha Test, your Alpha Test rights and/or this Agreement at any time for any reason (including your breach of this Agreement or violation of any terms of service (if any) or code of conduct of the Game that may be in effect from time to time) or no reason with or without notice to you. You may also terminate your participation in the Alpha Test at any time by opting-out of the Alpha Test. Upon termination of your Alpha Test fights and/or this Agreement by you or Frogster
Online Gaming, you must destroy all copies of the Game and related documentation and remove any and all elements of the Game from any hard drives on which it has been installed. Your obligations under Paragraphs 4, 5 and 6 and the rights of Frogster Online Gaming and Bluehole (and their respective affiliates, publishing partners, licensors or licensees) under this Agreement will continue and survive any termination or this Agreement.
4. Protection of Confidential Information.
During the course of the Alpha Test, you will have access to non-public information concerning the Game, including, but not limited to, the game design, look and feel, computer software, game concepts, storylines, features, screen shots, characters, graphics, audio, visual images, any information, discussions or postings of Frogster Online Gaming or other participants in Alpha Test, Feedback, business methods or other technical or business information which is not generally known and which is proprietary to Frogster Online Gaming and/or Bluehole (and/or their respective affiliates, publishing partners, licensors or licensees) ("Confidential Information”). All of the foregoing is confidential and proprietary to Frogster Online Gaming and/or Bluehole (or their respective affiliates, publishing partners, licensors or licensees). You agree to treat as confidential all Confidential Information (including your password) of which you become or are made aware in connection with your participation in Alpha Test, regardless of whether it is specifically designated as confidential and regardless of whether it is in written, oral, electronic, or other form. The Confidential Information may include, without limitation, trade secrets, know-how, inventions, game interfaces, technical data or specifications, testing methods, business or financial information, research and development activities, product and marketing plans, and customer and supplier information. You agree that you shall maintain all Confidential Information in strict confidence you will not disclose or permit access to Confidential Information to anyone other than Frogster Online Gaming or Bluehole (or its respective affiliates, publishing partners, licensors and/or licensees), or discuss Confidential Information with anyone except within the Game itself or on the Alpha Test boards accessible by logging in with a username and password on [http://tera-europe.com]; and will use all Confidential Information only for the purposes of your participation in Alpha Test or playing the Game after commercial release. Your obligations and Frogster Online Gaming rights under this Paragraph will continue and survive any termination of this Agreement.
5. Ownership.
You agree that all right, title, and interest in and to the Feedback, and any inventions relating to an improvement of or other change or addition to the Game conceived or made as a result of your Alpha Test participation, shall be owned solely and exclusively by Bluehole and may be used, disclosed, copied, modified or distributed by Bluehole and/or its licensees and assignees for any purpose. To the extent that any portion of your Feedback is protectable by copyright, patent, trade secret, trademark or other intellectual property rights, you hereby assign all right, title and interest in and to the Feedback and such related rights to Bluehole. All right, title, and interest in and to the Game remains the property of Bluehole, and is protected by copyright, patent, trade secret, trademark and/or other Intellectual property laws.
6. No Alterations/Return of Material.
You shall not alter or remove any proprietary legend or notice from any Confidential
Information, the Game, or any other material supplied to you by Frogster Online Gaming, or attempt to copy, modify, transfer, decompile or reverse engineer any Confidential Information, the Game, or other such material. Upon Frogster Online Gaming request during the term of this Agreement, and upon termination of this Agreement, you agree to turn over to Frogster Online Gaming all copies of the Feedback and all copies of documents or other media in any form, written or electronic, which contain Confidential Information, whether created by you or furnished to you by Frogster Online Gaming.
7. Remedies.
You acknowledge that if you breach any of the provisions of Paragraphs 4, 5 or 6, Frogster Online Gaming and/or Bluehole (and/or their respective affiliates, publishing partners, licensors or licensees) would suffer irreparable damage. You therefore agree that if you do breach any of these provisions, in addition to provable damages and reasonable attorneys' fees, Frogster Online Gaming and/or Bluehole (and/or their respective affiliates, publishing partners, licensors or licensees) shall be entitled to enjoin such breach and to obtain specific performance of such provisions in any court of competent jurisdiction.
8. DISCIAIMER OF WARRANTIES.
THE GAME SHALL BE PROVIDED TO YOU ON AN "AS IS" BASIS ONLY. NEITHER FROGSTER ONLINE GAMING NOR BLUEHOLE (OR THEIR RESPECTIVE AFFILIATES, PUBLISHING PARTNERS, LICENSORS OR LICENSEES) MAKES ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, REGARDING THE GAME. ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTY THAT THE GAME IS FIT FOR A PARTICULAR PURPOSE ANO THE IMPLIED
WARRANTY OF MERCHANTABILITY, ARE EXPRESSLY AND SPECIFICALLY DISCLAIMED.
9. LIMITATION OF LIABILITIES.
NEITHER FROGSTER ONLINE GAMING NOR BLUEHOLE (OR THEIR RESPECTIVE AFFILIATES, PUBLISHING PARTNERS, LICENSORS OR LICENSEES OR ANY OTHER PARTY WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION, PROMOTION AND MARKETING OF THE GAME) SHALL. BE LIABLE, FOR ANY REASON WHATSOEVER, FOR ANY DAMAGES OF ANY KIND, INCLUDING INCIDENTAL, CONSEQUENTIAL, TORT, CONTRACT, OR ANY DIRECT OR GENERAL DAMAGES, THAT YOU MIGHT INCUR AS A RESULT OF YOUR USE OF THE GAME. THE FOREGOING LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
10. Miscellaneous.
You agree that you are not considered, and shall not represent yourself as, an agent, employee, joint venture, or partner of Frogster Online Gaming or Bluehole (or any of their respective affiliates, publishing partners, licensors or licensees). This Agreement shall be binding upon and inure to the benefit of Frogster Online Gaming and Bluehole (and their respective successors and assigns); however, you may not assign this Agreement, in whole or in part, without Frogster Online Gaming prior written consent. You hereby acknowledge that Bluehole and its licensors are third party beneficiaries of this Agreement and have the right to bring an action directly against you for a breach of this Agreement to the extent required to enforce their respective rights. No waiver of any default, condition or breach of this Agreement shall constitute a waiver of any other default, condition or breach or this Agreement, whether of a similar nature or otherwise. This Agreement shall be governed by the laws of Germany and you and Frogster Online Gaming both agree to submit to the jurisdiction of, and waive any objections to the venue of, the courts of Germany. This Agreement represents the entire agreement between you and Frogster Online Gaming with respect to TERA Alpha Test.
If you understand the terms of the Alpha Test and Non-Disclosure Agreement and the Code of Conduct and these terms are acceptable, please indicate your agreement and your intent to be legally bound by them by affirmatively accepting the terms. We hope you enjoy your Alpha Test experience.
Frogster Online Gaming GmbH
Hardenbergstraße. 9A
10623 Berlin
GERMANY
Telephone: +49 30 28 47 01 0
Fax: +49 30 28 47 01 11
Email: info@frogster-online.com
Managing Directors and authorized representatives:
Seth Iorio, Dominic Scheve, Daniel Ullrich
Head Office: Berlin
Register Court: District Court of Berlin
Registration Number: HRB 110839
VAT ID: DE 212 262 463
Data Protection Officer
Dr. Tobias Gräber, LL.M.
Rechtsanwalt
Dr. Wehberg und Partner GbR
Feithstr. 177
58097 Hagen
Germany
datenschutz@frogster.de
You can view the data privacy policy here.