Aquatica Engine 1.0

EULA - End User License Agreement

End User License Agreement (EULA)
Aquatica Engine Commercial License Agreement
The use of the MagicIndie Softworks Aquatica Engine (“Engine”) is governed by this license agreement ("Agreement"). You must read and agree to this Agreement terms BEFORE installing the Engine to your hard drive or using the Engine in any way. If you do not agree to the license terms, do not download, install or use the Engine. It is important that you print out a copy of this Agreement on your date of acquisition as a record of the governing terms and conditions. Please make copies for all those in your organization who need to be familiar with the license terms.

This license allows companies of any size, government entities or individuals to create and release or sell only one product or service based on the executables created from/using the source code of the Engine.

BY CLICKING THE ACCEPTANCE BUTTON OR INSTALLING OR USING THE ENGINE, THE INDIVIDUAL OR ENTITY ACCESSING THE ENGINE ("LICENSEE") IS CONSENTING TO BE BOUND BY AND BECOME A PARTY TO THIS AGREEMENT.

1. LICENSE AGREEMENT

This sets forth the entire agreement between MagicIndie Softworks("Licensor") and the Licensee relating to the use of the Engine source code downloadable from the Licensor website, www.MagicIndie.com, or affiliates. The Engine is formed of Aquatica source code, example programs in source code format and documentation.

2. LICENSE GRANT.

(a) In accordance with the terms herein, Licensor grants a limited non-exclusive, non-transferable license to the Licensee to use the Engine for the sole purposes of making one single executable, electronic, single or multi-user product ("Product"). This license is granted specifically for a single commercial product and to a single individual or a single corporate or business entity only. This license grants only a single seat license per commercial copy purchased, and additional copies must be purchased for each user that will use this software within a business or corporate entity at the rate of one copy/seat per user.
(b) The Licensee acknowledges that a separate Redistribution License from the Licensor is required in order to redistribute any part of the Engine.

3. RESTRICTIONS.

The following restrictions apply to the use of this Engine:

(a) Licensee may not: (i) create any derivative works of the Engine, including but not limited to translations, localizations, starter kits, technology add-ons; (ii) redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer rights to the Engine; or (iii) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Engine.

(b) Licensee may not distribute the source code to the engine in any manner, unless recipient also has a license to the Engine.
4. FEES.

The Commercial license fee for the Engine is $49.99, with no royalties. Licensee does not need to have any permissions or approvals from Licensor to release, publish, sell, or otherwise exploit Products. The Licensee agrees that this fee is non-refundable.
5. TERMINATION.

Without prejudice to any other rights, Licensor may terminate this Agreement if Licensee breaches any of its terms and conditions. Upon termination, Licensee shall destroy all copies of the Engine.
6. DISCLAIMER OF WARRANTY.

THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS THE RESPONSIBILITY OF LICENSEE. SHOULD THE SOFTWARE PROVE DEFECTIVE IN ANY RESPECT, LICENSEE AND NOT LICENSOR OR ITS SUPPLIERS OR RESELLERS ASSUMES THE ENTIRE COST OF ANY SERVICE AND REPAIR. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO USE OF THE SOFTWARE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.

7. LIMITATION OF LIABILITY.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR OR ITS SUPPLIERS OR RESELLERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, LICENSORS ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES LICENSEE PAID FOR THIS LICENSE (IF ANY). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT BE APPLICABLE. LICENSOR IS NOT RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF CONTENT PROVIDED BY LICENSEE OR A THIRD PARTY THAT IS INCORPORATED WITH THE SOFTWARE AND/OR ANY MATERIAL LINKED THROUGH SUCH CONTENT.

8. LICENSEES REPRESENTATIONS, WARRANTIES & INDEMNIFICATION.

Licensee shall defend, indemnify and hold harmless Licensor, its parent, subsidiaries, affiliated companies and partners and their respective officers, directors, employees and agents from and against any and all liabilities, damages, costs and fees (including reasonable attorneys fees) resulting from or relating to: (i) any third party claims or lawsuits related to the Games and assignment of intellectual property ownership hereunder; (ii) any third party claims or lawsuits related to any and all obligations Licensee has undertaken to perform hereunder; or (iii) a breach of any representations and warranties Licensee has made hereunder. Such indemnification obligation of Licensee is conditioned upon Licensor immediately notifying Licensee in a writing that sets forth with specificity the claim or action to which such indemnification obligation applies. Licensee will have the right to control the defense of each such claim and any lawsuit or proceeding arising there from. In no event will Licensee settle any such claim or lawsuit or proceeding arising there from without the prior written approval of Licensor.

10. MISCELLANEOUS.

This Agreement may be amended at anytime at the sole discretion of MagicIndie Softworks with proper notice. This Agreement shall be governed by the laws of the Republic of Moldova. If any provision in this Agreement should be held illegal or unenforceable by a court having jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and other provisions of this Agreement shall remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. The provisions of this Agreement which require or contemplate performance after the expiration or termination of this Agreement shall be enforceable notwithstanding said expiration or termination. Licensee may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns. Neither party shall be in default or be liable for any delay, failure in performance (excepting the obligation to pay) or interruption of service resulting directly or indirectly from any cause beyond its reasonable control. The relationship between Licensor and Licensee is that of independent contractors and neither Licensee nor its agents shall have any authority to bind Licensor in any way. If any dispute arises under this Agreement, the prevailing party shall be reimbursed by the other party for any and all legal fees and costs associated therewith.

11. LICENSEE OUTSIDE THE REPUBLIC OF MOLDOVA

If Licensee is located outside the Republic of Moldova., then the provisions of this Section shall apply. Licensee is responsible for complying with any local laws in its jurisdiction which might impact its right to import, export or use the Software, and Licensee represents that it has complied with any regulations or registration procedures required by applicable law to make this license enforceable. The language of this Agreement is English.