END USER LICENSE AGREEMENT

Please read this End User License Agreement (“Agreement”) carefully, as it sets out the basis upon which we license the Game for use. If you are under 18 years of age, you must ask your parents or guardians to review and agree to this Agreement.

THIS GAME IS LICENSED, NOT SOLD. Madcow LLC d/b/a GameMill Entertainment and its affiliated companies (collectively, “GameMill”, “We” or “Us” ) reserves all rights not expressly granted to you. The product that is subject to this Agreement is referred to in this Agreement as the “Game”. This Agreement shall also apply to any patches, updates or related services or products we may provide you related to the Game.

1. ACCEPTANCE OF THIS AGREEMENT

This is a legal agreement between you and GameMill. Please review this Agreement carefully before installing, accessing or utilizing the Game you have just purchased. By installing, copying and/or otherwise using the Game you are signifying your acknowledgement, acceptance and agreement to this Agreement.
IMPORTANT – READ CAREFULLY: BY INSTALLING, COPYING AND/OR OTHERWISE USING THIS GAME, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT (INCLUDING THE TERMS SET FORTH BELOW). THE GAME INCLUDES ALL SOFTWARE INCLUDED WITH THE GAME, THE ASSOCIATED MEDIA, ANY UPDATES AND UPGRADES, ANY PRINTED MATERIALS, ANY ONLINE OR ELECTRONIC DOCUMENTATION, AND ANY AND ALL COPIES OF SUCH SOFTWARE AND MATERIALS. THE AGREEMENT INCORPORATES:

– GAMEMILL PRIVACY POLICY AS PUBLISHED AT GameMill.com/privacy
– GAMEMILL COMMUNITY RULES AS PUBLISHED AT GameMill.com/code-of-conduct

By agreeing to be bound by this Agreement, you warrant to us that you are at least 18 years of age.
WARNING: The light patterns in some video games may trigger epileptic seizures or blackouts in a very small number of individuals. If you have an epileptic condition, you should consult a medical professional before playing the Game. If you experience dizziness, muscle twitching, changes to vision, disorientation, seizures, convulsions and/or any involuntary movements while playing the Game, you should immediately stop playing and consult a medical professional.

2. LICENSE

2.1. License

Subject to your compliance with the terms and conditions of this Agreement, GameMill hereby grants you from the date of supply of the Game to you until the end of the term of this Agreement a non-exclusive, non-transferable, limited right and license to:

(a) install a copy of the Game on a single device (as specified in relation to the purchased Game) that is owned by you and in your physical control and meets the minimum hardware requirements for the Game published by GameMill from time to time (the “Permitted Hardware”);

(b) use a single instance of the Game on the Permitted Hardware,
solely and exclusively for your personal, domestic and non-commercial use (except for where you are participating in reputable e-sports) and subject to the limitations and exclusions set out and referred to in this section 2.

You may permit your family members and friends to use your installation of the Game on the Permitted Hardware; providing that you must not allow any other person or persons to use the Game.

2.2. The Game – Intellectual Property Rights

Except as expressly licensed to you herein, all right, title, and interest in and to the Game and any and all associated copyrights, trademarks and intellectual properties therein and/or related thereto and all copies thereof (including, but not limited to, any patches, updates, copies, derivative works, titles, computer code, themes, objects, characters, character names, stories, dialogs, catch phrases, locations, concepts, artwork, images, animation, sounds, musical compositions, audio-visual effects, text, methods of operation, moral rights, and any related documentation) are owned by GameMill or GameMill’s licensors.

The Game is protected by the copyright laws of the United States, international copyright treaties and conventions, and other laws. All rights are reserved. The Game contains certain licensed materials, and GameMill and GameMill’s licensors may protect their rights in the event of any violation of this Agreement. GameMill does not recognize the transfer of the Game. Therefore, you may not give, purchase, sell, bargain, barter, market, trade, offer for sale, sell, license, assign or otherwise divest your rights, responsibilities or obligations under the Agreement, either in whole or in part, without the prior written consent of GameMill. Any attempt to do so shall be void and of no effect.

2.3. Prohibitions and limitations.

You agree to only use the Game, or any part of it, in a manner that is consistent with this Agreement, and you SHALL NOT:

(a) sell, resell, rent, lease, loan, license, sub-license, gift, supply, transfer, publish, distribute, redistribute or otherwise transfer the Game or any copies thereof;
(b) make the Game available for download or access by others;
(c) commercially exploit the Game or use the Game to provide any service (including using the Game at an internet cafe or computer gaming centre);
(d) use the Game in connection with any marketing, advertising or promotional activity;
(e) modify, alter, edit, adapt, copy or create derivative works of the Game in whole or in part (except as the applicable law expressly permits, in which case all and any modifications, adaptations, copies, improvements, etc. shall belong to, vest in and be the exclusive property of GameMill and/or its licensors on creation, in any event);
(f) de-obfuscate, reverse engineer, derive source code, decompile, disassemble the Game, in whole or in part or attempt to do any such actions;
(g) delete, remove, disable or circumvent any security protections, proprietary notices or labels contained on or within or associated with the Game; or
(h) import, export or re-export or otherwise use the Game or any copy or adaptation in violation of any applicable laws or regulations, save to the extent expressly permitted by this Agreement or permitted by applicable law on a non-excludable basis. The prohibitions in this Section 2.3 relating to the Game shall apply equally to any documentation for the Game produced by GameMill and supplied or made available by GameMill to you.

Furthermore, you agree that you shall abide by the safety information, maintenance instructions or other relevant notices contained in the manual or other documentation for the Game supplied or made available to you.

3. TERMS OF SERVICE

You are also agreeing to other GameMill rules and policies that are related to your use of:

(a) the Game, and
(b) any other GameMill services and websites,
(collectively, “Services”)

which are set forth herein in sections 3 – 23 (inclusive). Please read them carefully as these terms of service (“Terms”) form a part of this Agreement. By accepting this Agreement as described above in section 1 (Acceptance of this Agreement) you accept and agree to these Terms. We may update these Terms from time to time; you should check our website regularly to take notice of any changes. Your continued use of the Services following the posting of revised Terms means that you accept and agree to the changes.

You and GameMill agree to resolve disputes between us in individual arbitration (not in court). We believe the alternative dispute-resolution process of arbitration will resolve any dispute fairly and more quickly and efficiently than formal court litigation. We explain the process in detail below, but we’ve put this up front (and in caps) because it’s important:

THESE TERMS CONTAIN A BINDING, INDIVIDUAL ARBITRATION AND CLASS-ACTION WAIVER PROVISION. IF YOU ACCEPT THESE TERMS, YOU AND GAMEMILL AGREE TO RESOLVE DISPUTES IN BINDING, INDIVIDUAL ARBITRATION AND GIVE UP THE RIGHT TO GO TO COURT INDIVIDUALLY OR AS PART OF A CLASS ACTION, AND GAMEMILL AGREES TO PAY YOUR ARBITRATION COSTS FOR ALL DISPUTES OF UP TO $10,000 THAT ARE MADE IN GOOD FAITH (SEE BELOW).
YOU ARE LEGALLY AND FINANCIALLY RESPONSIBLE FOR ALL ACTIONS USING OR ACCESSING OUR SERVICES (INCLUDING THE GAME), INCLUDING THE ACTIONS OF ANYONE YOU ALLOW TO ACCESS TO YOUR ACCOUNT IN ACCORDANCE WITH THIS AGREEMENT (PLEASE SEE THE LICENCE IN SECTION 2 ABOVE FOR DETAILS IN RELATION TO PERMITTED ACCESS). YOU AFFIRM THAT YOU UNDERSTAND AND ACCEPT THESE TERMS (INCLUDING ITS DISPUTE RESOLUTION TERMS).
THESE TERMS APPLY TO YOUR USE OF THE SERVICES OF GAMEMILL (AS DEFINED ABOVE) INCLUDING THE USE OF THE GAMES AND INCLUDING ANY CONTENT, FUNCTIONALITY, PRODUCTS, AND SERVICES OFFERED IN CONNECTION WITH THE GAME.

4. ACCESSING THE SERVICES AND ACCOUNT SECURITY

To access certain Services, you will be asked to provide registration details or other information, and in order to use such resources, all the information you provide must be correct, current, and complete. From time to time, in order to access the Services (including certain games, services, or functionality) GameMill may require some or all users to download updated or additional software. The terms of use of such software may be subject to separate agreement between you and GameMill.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential (other than user name), and you must not disclose it to others. You must immediately notify GameMill of any unauthorized use of your user name or password or any other breach of security. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You may only access the Services through your own account. Users do not own their accounts, and gifting or otherwise transferring of accounts or access keys is prohibited.

We reserve the right to change your display name if we deem it offensive, misleading, potentially infringing the rights of third parties or if you have been inactive for more than a year.

Photosensitivity: Certain people may react to certain visual images or patterns, including flashing lights (regardless of whether they have a diagnosed condition or history). Reactions may be reduced by playing in a well-lit room, avoiding playing while drowsy, viewing the game from some distance or on a smaller screen, and limiting duration of use.

5. PROHIBITED USES

You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to access or use the Services for any purpose that is illegal or beyond the scope of the Services’ intended use (in GameMill’s sole judgment). For the purpose of this section 5, the term “Game” shall include any services, websites and products of GameMill you use in connection with the Game.

5.1. You must not use the Game in any of the following ways:

(a) in any way that causes or may cause damage to the Game or to any other game, products or services of GameMill;
(b) in any way that causes or may cause impairment of the performance, availability or accessibility of the Game or any other game, products or services of GameMill;
(c) in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;
(d) to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;
(e) to conduct any systematic or automated data collection activities (including scraping, data mining, data extraction and data harvesting);
(f) by means of any software not authorized by GameMill; or
(g) by any automated means.

5.2. You must not, when using the Game:

(a) harass, antagonise, insult or ridicule any player or group of players;
(b) discriminate against any player on the basis of race, ethnicity, nationality, sex, gender, sexual orientation, religion, age, disability or any legally-protected criteria;
(c) engage in social engineering, including manipulating any player to disclose confidential or personal information;
(d) spam or flood any Game communications channels with any irrelevant, duplicate or low-quality content or messages;
(e) publicly name or otherwise reveal the identity of any other player;
(f) engage in any scamming, fraudulent conduct or deceptive conduct;
(g) abandon or exit the Game by any means other than the Game functionality where such abandonment or exit is liable to negatively affect another player’s enjoyment of the Game; or
(h) otherwise take any action that is liable to negatively affect other players’ enjoyment of the Game.

5.3. You must not cheat when playing the Game or otherwise in relation to the Game.

5.4. Without prejudice to Section 5.3, you must not:

(a) edit Game software code or Game data held in memory;
(b) buy, sell or transfer any Game account;
(c) take unfair advantage of errors in the Game design or bugs in the Game software code to the detriment of any other player of the Game;
(d) access the Game using any other person’s account or allow any other person to access the Game using your account (except to the extent expressly permitted in this Agreement); or
(e) use any software or software-based services to give any player an unfair advantage in the Game.

5.5. Cheat detection software may be included with or as part of the Game, and you must not remove, disable or otherwise tamper with that cheat detection software.

5.6. If you breach this section 5, the Game’s cheat-detection software determines that this section 5 has been breached by you or GameMill reasonably believes that you have breached this section 5, GameMill may:

(a) ban or block you or suspend your access to the Game;
(b) edit, alter or amend your in-Game assets; and/or
(c) terminate this Agreement.

5.7. You must not evade or circumvent, or attempt to evade or circumvent, any ban, block or suspension instituted by GameMill in relation to the Game.

6. USER CONTRIBUTIONS

The Services may contain various forums, networks, and other interactive features that allow you to post, submit, publish, display, or transmit to GameMill and other users (“Post”) content or materials (“User Contributions”) on or through the Services. User Contributions shall include (but not limited to):

(a) any text or voice or other communications sent or transmitted by you to any other user of the Game by means of the Services (“User Communications”),
(b) and any feedback, advice or suggestions provided by you to GameMill by email or through other channels concerning the Game and/or any other games or any services of GameMill (“Feedback”).

You represent and warrant that you own or otherwise control all of the rights to the User Contributions that you Post at the time of Posting.

Any User Contribution that you Post will be considered non-confidential and non-proprietary, and you grant GameMill a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, copy, store, reproduce, modify, adapt, edit, publish, unpublish, delete, translate, communicate, create derivative works from, distribute, display and otherwise use the User Contributions throughout the world in any media; however, GameMill will only share personal information that you provide in accordance with GameMill’s Privacy Policy. In addition, you grant to GameMill the right to bring an action for infringement of the rights licensed under this section.

You hereby waive all of your moral rights in the User Contributions to the maximum extent permitted by applicable law; and you warrant and represent that all other moral rights in the User Contributions have been waived to the maximum extent permitted by applicable law.

GameMill may monitor, filter, block, record, remove, delete and/or retain any or all User Communications, whether or not the relevant User Communications breach the provisions of this Agreement. For more information about GameMill’s handling of personal data, see the privacy policy of GameMill.

You acknowledge that GameMill is not responsible for communications sent by other users of the Game.

You acknowledge that User Communications are not private.

You acknowledge that User Communications may be subject to profanity filters.

You must ensure that the User Contributions are not illegal or unlawful, do not infringe any person’s legal rights, and are not capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law).

You must ensure that the User Contributions, and their use by GameMill in accordance with the licences set out in this Agreement, do not:

(c) constitute a libel or malicious falsehood;
(d) constitute an obscenity or indecency;
(e) infringe any copyright, moral right, database right, trade mark right, design right, right in passing off, or other intellectual property right;
(f) infringe any right of confidence, right of privacy or right under data protection legislation;
(g) constitute negligent advice or contain any negligent statement;
(h) constitute in an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;
(i) constitute a contempt of any court, or be in breach of any court order;
(j) breach any racial or religious hatred or discrimination legislation;
(k) constitute blasphemy;
(l) breach official secrets legislation;
(m) breach any contractual obligation owed to any person;
(n) depict or promote self-harm;
(o) depict or promote violence in an explicit, graphic or gratuitous manner;
(p) depict nudity;
(q) constitute pornography, or contain lewd, suggestive or sexually explicit material;
(r) contain any untrue, false, inaccurate or misleading material;
(s) consist of or contain any instructions, advice or other information which may be acted upon and could, if acted upon, cause illness, injury or death, or any other loss or damage;
(t) contain any offensive, deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory material; or
(u) cause annoyance, inconvenience or needless anxiety to any person.

You shall ensure that the User Contributions:

(a) are appropriate for all persons who have access to or are likely to access the User Contributions in question;
(b) are appropriate, civil and tasteful, and accord with generally accepted standards of etiquette and behaviour in video games published by GameMill;
(c) do not link to any website, web page or other resource consisting of or containing material that would, if it were User Contributions, breach the provisions of this Agreement;
(d) must not include any material that is or has ever been the subject of any threatened or actual legal proceedings or any similar complaint;
(e) do not consist of or contain any legal, financial, investment, taxation, accountancy, medical or other professional advice; and
(f) do not constitute or contain spam – which for these purposes shall include all unlawful commercial communications, bulk commercial communications and unsolicited commercial communications.

You understand that your User Contributions may be copied by other Services users and discussed on and outside of the Services, and if you do not have the right to submit User Contributions for such use, it may subject you to liability. GameMill takes no responsibility and assumes no liability for any content Posted by you or any third party.

GameMill has the right but not the obligation to monitor and edit or remove any User Contributions. GameMill also has the right to terminate your access to all or part of the Services for any or no reason, including without limitation, any violation of this Agreement. GameMill may exercise these rights at any time, without notice or liability to you or any third party.

Feedback

You may from time to time provide Feedback to GameMill.

You acknowledge that:

(a) GameMill is not obliged to take account of, implement or otherwise use any Feedback; and
(b) GameMill will not compensate you with respect to any Feedback, whether or not GameMill takes account of, implements or otherwise uses that Feedback.

7. USER CREATIONS

In these Terms the term “User Creations” shall mean screenshots, audio recordings and video footage created by you that reproduce content from the Game, together with any derivative works of such screenshots, audio recordings and video footage created by you (such as memes, reviews, game guides, Let’s Play videos and livestreams).

The provisions of these Terms relating to User Contributions shall not apply to User Creations, save to the extent expressly provided otherwise in this Section 7.

GameMill hereby grants to you a worldwide, non-exclusive, non-transferable licence to:

(a) during the term of this Agreement only, create User Creations in accordance with the content creation guidelines published on the website of GameMill from time to time; and
(b) publish those User Creations by means of any reputable content distribution platform,
subject to the other provisions of these Terms.

You must not sell, resell, rent, lease, loan, license, sub-license, gift, supply, transfer, publish, distribute or redistribute the User Creations, except as expressly permitted by these Terms.

You must not earn or seek to earn money from the User Creations and must not exploit the User Creations for any commercial purpose, providing that this shall not prevent you from earning money from advertising published on reputable content sharing platforms or on any of your websites; nor shall it prevent you from earning money from subscriptions to channels on reputable content-sharing platforms featuring User Creations, nor shall it prevent you from engaging in reputable e-sports.

You must not use the User Creations in any way that is likely to have a material negative effect upon the reputation or goodwill of GameMill or the Game.

You must ensure that the User Creations comply with the provisions of Section 6 as if they were User Contributions.

You must incorporate and retain a copyright notice and authorship credit on each of the User Creations, in such form as GameMill may publish on its website from time to time.

GameMill may terminate the licences granted by GameMill to you and set out in this Section 7 at any time in its sole discretion by giving to you written notice of termination.

8. UPDATES

GameMill may during the term of this Agreement make available hotfixes, patches or version updates (minor or major) to the Game (“Updates”) to you, but shall have no obligation to do so.

You must, if prompted to do so by the Game or by GameMill, apply an Update or Updates before using the Game.

If you do not apply any Update to the Game, then you shall cease to have any right to use the Game until such time as you do so. You acknowledge that GameMill may use technical measures to enforce this section.
You agree that GameMill may automatically apply Updates to the Game.

9. ONLINE SERVICES

The Game or features of the Game may be designed to be used in conjunction with:

(a) the software-based services provided by GameMill via the internet and designed for use in conjunction with the Game; or
(b) other third party software-based services, (together “Online Services”),
and you acknowledge that the Game or those features will not function properly in the absence of access to the Online Services.

You are responsible for arranging and maintaining an internet connection sufficient for access to the Online Services, and for paying all associated fees.

The Online Services may be subject to additional charges and agreements. GameMill shall not be responsible for any third party Online Services.

You must ensure that your use of the Online Services is not excessive (including with respect to bandwidth, processor utilisation and storage) and does not have a material negative effect upon the use of the Online Services by others.

10. SUPPORT SERVICES

GameMill may provide support in relation to the use of the Game and the identification and resolution of bugs and other errors in the Game (“Support Services”) to you, but shall have no obligation to do so.

Any Support Services shall be provided remotely and by such means as GameMill may designate.

You acknowledge and agree that GameMill gives no warranties or guarantees in relation to the outcome of the Support Services and, in particular, issues identified through the Support Services may only be resolved through the application of a future Update or, at the discretion of GameMill, not at all.

11. DISTRIBUTION PLATFORMS

Where you lawfully acquire the Game by means of a digital distribution platform operated by a third party (“Distribution Platform”), any such distribution may be subject to terms and conditions of the Distribution Platform that set out you rights and/or obligations in relation to the Game (“Distribution Platform Terms and Conditions”).

In addition to this Agreement, the Distribution Platform Terms and Conditions may affect your rights, obligations and liabilities in relation to the Game.

In the event of any conflict between this Agreement and the Distribution Platform Terms and Conditions, the provisions of the latter shall take precedence.

For the avoidance of doubt, the following matters shall be governed by the provisions of the Distribution Platform Terms and Conditions: the amounts payable by you in respect of this Agreement; the methods of payment to be used by you; and your rights to cancel this Agreement and receive any refunds of amounts paid in respect of this Agreement.

You acknowledge that the operator of the Distribution Platform has rights under the Distribution Platform Terms and Conditions which may affect the exercise of your rights under this Agreement. GameMill will not be in breach of this Agreement as a result of, and will not be liable to you in respect of:

(a) any act or omission of the operator; or
(b) any loss or damage arising out of the operator’s exercise of its rights under the Distribution Platform Terms and Conditions.

12. INTELLECTUAL PROPERTY RIGHTS

Nothing in this Agreement shall constitute an assignment or transfer of any Intellectual Property Rights of GameMill.

Save to the extent expressly provided otherwise in this Agreement, all the Intellectual Property Rights and other rights in:

(a) the Game;
(b) the works and materials comprised in the Game; and
(c) any other software or services of GameMill,
are hereby reserved to GameMill and its licensors.

“Intellectual Property Rights” shall mean all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these “intellectual property rights” include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs).

13. INDEMNIFICATION

This section only applies to the extent permitted by applicable law. If you are prohibited by law from entering into the indemnification obligation below, then you assume, to the extent permitted by law, all liability for all claims, demands, actions, losses, liabilities, and expenses (including attorneys’ fees, costs and expert witnesses’ fees) that are the stated subject matter of the indemnification obligation below.

You agree to defend, indemnify, and hold harmless GameMill, its affiliates, and licensors, and their respective officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) suffered or incurred by GameMill and/or such other parties and arising directly or indirectly as a result of:

(a) your use of the Game;
(b) your User Contributions; and/or
(c) any breach by you of this Agreement.

14. TERMINATION

GameMill may terminate this Agreement immediately by giving written notice of termination to you if you commit any breach of this Agreement.

15. EFFECTS OF TERMINATION

Upon the termination of this Agreement, all of the provisions of this Agreement shall cease to have effect, save for the provisions which either expressly or by implication have effect after termination.
Except to the extent expressly provided otherwise in this Agreement, the termination of this Agreement shall not affect the accrued rights of either party.

For the avoidance of doubt, all licences granted to you under this Agreement shall terminate upon the termination of this Agreement. Accordingly, you must immediately cease to use the Game and all other works and materials licensed to you under this Agreement upon the termination of this Agreement.

16. THIRD PARTY WEBSITES

The Game may include hyperlinks to websites owned and operated by third parties; such hyperlinks are not recommendations.

GameMill has no control over third party websites, their contents or their handling of personal data and GameMill accepts no responsibility for them or for any loss or damage that may arise from your use of them.

17. GOVERNING LAW AND JURISDICTION

Any dispute or claim by you arising out of or related to this Agreement shall be governed by Minnesota law, exclusive of its choice of law rules. For any disputes deemed not subject to binding individual arbitration, as provided in the section immediately below, you and GameMill agree to submit to the exclusive jurisdiction of the state or federal courts in Hennepin County, MN. You and GameMill agree to waive any jurisdictional, venue, or inconvenient forum objections to such courts (without affecting either party’s rights to remove a case to federal court if permissible), as well as any right to a jury trial. The Convention on Contracts for the International Sale of Goods will not apply. Any law or regulation which provides that the language of a contract shall be construed against the drafter will not apply to these Terms. This paragraph will be interpreted as broadly as applicable law permits.

18. BINDING INDIVIDUAL ARBITRATION; NO CLASS ACTIONS

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Most issues can be resolved quickly and amicably by contacting GameMill, but we understand that sometimes disputes can’t be easily resolved by customer support. This Section explains how You and GameMill agree to resolve those disputes, including (where applicable) by binding, individual arbitration.

Arbitration is an alternative dispute-resolution procedure that allows us to resolve issues without the formality of going to court. Any dispute between You and GameMill is submitted to a neutral arbitrator (not a judge or jury) for fair and fast resolution. Arbitration is more efficient for both you and GameMill.

1. Informal Resolution:

If you have an issue that our customer support can’t resolve, prior to starting arbitration You and GameMill agree to attempt to resolve the dispute informally to help get us to a resolution and control costs for both parties. You and GameMill agree to make a good-faith effort to negotiate any dispute between us for at least 30 days (“Informal Resolution”). Those informal negotiations will start on the day You or GameMill receive a written Notice of a Dispute in accordance with these Terms.

You will send your Notice of Dispute to Madcow, LLC, ATTN: NOTICE OF DISPUTE, 6600 France Avenue South, Suite 680, Edina, MN 55345. Include your name, any relevant account name you use, address, how to contact you, what the problem is, and what you want GameMill to do. If GameMill has a dispute with You, GameMill will send our Notice of Dispute to your registered email address and any billing address You have provided us.

If you reside in the European Union (“EU”), You may also be entitled to submit Your complaint to the European Commission’s Online Dispute Resolution (ODR) Platform. ODR allows EU consumers to resolve disputes related to the online purchases of goods and services without going to court.

If the dispute isn’t resolved within by Informal Resolution or small-claims court (below), You or GameMill may start an arbitration in accordance with these Terms.

2. Small Claims Court:

Instead of using Informal Resolution, You and GameMill agree that You may sue us in small-claims court in your choice of the county where you live or Hennepin County, Minnesota (if you meet the requirements of small-claims court). We hope you’ll try Informal Resolution first, but you don’t have to before going to small-claims court.

3. Binding Individual Arbitration:

THE ARBITRATION PROCEEDINGS IN THIS SECTION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY.

You and GameMill agree that Disputes will be settled by binding individual arbitration conducted by the Judicial Arbitration Mediation Services, Inc. (“JAMS”) subject to the U.S. Federal Arbitration Act and federal arbitration law and according to the JAMS Streamlined Arbitration Rules and Procedures effective July 1, 2014 (the “JAMS Rules”) as modified by these Terms.

This means that You and GameMill agree to a dispute-resolution process where we submit any Dispute to a neutral arbitrator (not a judge or jury) that makes the final decision to resolve the Dispute. JAMS uses experienced professionals to arbitrate disputes, which helps You and GameMill resolve any disputes fairly, but more quickly and efficiently than going to court. The arbitrator may award the same remedies to you individually as a court could, but only to the extent required to satisfy your individual claim.

The arbitrator’s decision is final, except for a limited review by courts under the U.S. Federal Arbitration Act, and can enforced like any other court order or judgment.

3.1 Disputes We Agree to Arbitrate:

You and GameMill agree to submit all Disputes between You and GameMill to individual binding arbitration. “Dispute” means any dispute, claim, or controversy (except those specifically exempted below) between You and GameMill that relates to your use or attempted use of GameMill’s products or services and GameMill’s products and services generally, including without limitation the validity, enforceability, or scope of this Binding Individual Arbitration section.

You and GameMill agree to arbitrate all Disputes regardless of whether the Dispute is based in contract, statute, regulation, ordinance, tort (including fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory.

The Informal Resolution and Arbitration sections do not apply to (1) individual actions in small-claims court; (2) pursuit of enforcement actions through a government agency if the law allows; (3) a complaint or remedy under the EU General Data Protection Regulation; (4) an action to compel or uphold any prior arbitration decision; (5) GameMill’s right to seek injunctive relief against You in a court of law to preserve the status quo while an arbitration proceeds; (6) claims of piracy, creation, distribution, or promotion of Cheats, and intellectual-property infringement, and (7) the enforceability of the Class Action Waiver clause below.

You and GameMill agree that whether a dispute is subject to arbitration under these Terms will be determined by the arbitrator rather than a court.

3.2 Arbitration Procedure:

To start an arbitration, review the JAMS Rules and follow the instructions for initiating an arbitration on the JAMS website. The party starting an arbitration must send JAMS a “Demand for Arbitration” (available on its website), pay a filing fee, and mail a copy of the Demand for Arbitration to the opposing party. You will send a copy to Madcow, LLC, ATTN: NOTICE OF DISPUTE, 6600 France Avenue South, Suite 680, Edina, MN 55345. GameMill will send our copy to your registered email address and any billing address You have provided us.
The arbitration will be conducted by a single JAMS arbitrator selected with substantial experience in resolving intellectual-property and commercial-contract disputes. You and GameMill both agree that the arbitration will be conducted in the English language and that the arbitrator will be bound by these Terms.

If an in-person hearing is required, the hearing will take place either in Hennepin County, MN, or where You reside; you choose.

The arbitrator (not a judge or jury) will resolve the Dispute. Unless You and GameMill agree otherwise, any decision or award will include a written statement stating the decision of each claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions.

The arbitrator may only award legal or equitable remedies that are requested by You or GameMill to satisfy one of our individual claims (that the arbitrator determines are supported by credible relevant evidence). The arbitrator may not award relief against GameMill respecting any person other than You.

Any decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial acceptance of any award and an order of enforcement.

3.3 Arbitration Fees and Location:

If You start the arbitration, you must pay the JAMS filing fee required for consumer arbitrations.
In some situations, GameMill will help with your fees to (hopefully) get us to a resolution quickly and fairly:
If the Dispute involves $10,000 or less, GameMill will pay all of the JAMS costs, including the fees you otherwise would have been required to pay.

If the above doesn’t apply to You, but You demonstrate that arbitration costs will be prohibitive compared to litigation costs, GameMill will pay as much of your JAMS costs as the arbitrator finds is necessary to prevent arbitration from being cost-prohibitive (as compared to the cost of litigation).

Even if GameMill wins the arbitration and the applicable law or the JAMS Rules allow GameMill to seek our portion of the JAMS fees from you, we won’t.

The fee assistance offered above is contingent upon You bringing the arbitration claim in “good faith”. If the arbitrator finds You brought an arbitration claim against GameMill for an improper purpose, frivolously, or without a sufficient pre-claim investigation into the facts or applicable law, then the payment of all fees will be governed by the JAMS rules.

JAMS costs do not include your Attorneys’ fees and costs and Attorneys’ fees and JAMS costs are not counted when determining how much a dispute involves.

GameMill won’t seek our attorneys’ fees or expenses from you in any arbitration, even if the law or the JAMS rules entitle us to do so. If you choose to be represented by an attorney, you will pay your own attorneys’ fees and costs unless the applicable law provides otherwise.

3.4 Notice and Filing:

If a Dispute must be arbitrated, You or GameMill must start arbitration of the Dispute within two (2) years from when the Dispute first arose. If applicable law requires you to bring a claim for a Dispute sooner than two years after the Dispute first arose, you must start arbitration in that earlier time period. GameMill encourages You to tell us about a Dispute as soon as possible so we can work to resolve it. The failure to provide timely notice shall bar all claims.

3.5 Continuation in Effect:

This Binding Individual Arbitration section survives any termination of these Terms or GameMill’s provision of services to You.

3.6 Future Terms Changes:

Although GameMill may revise these Terms in its discretion, GameMill does not have the right to alter these Terms to arbitrate or the rules specified herein with respect to any Dispute once that Dispute has commenced.

4. Class Action Waiver:

To the maximum extent permitted by applicable law, You and GameMill agree to only bring Disputes in an individual capacity and shall not:

seek to bring, join, or participate in any class or representative action, collective or class-wide arbitration, or any other action where another individual or entity acts in a representative capacity (e.g., private attorney general actions); or

consolidate or combine individual proceedings or permit an arbitrator to do so without the express consent of all parties to these Terms and all other actions or arbitrations.

5. Severability:

If all or any provision of this Binding Individual Arbitration agreement is found invalid, unenforceable, or illegal, then You and GameMill agree that the provision will be severed and the rest of these Terms shall remain in effect and be construed as if any severed provision had not been included. The sole exception is that if the Class Action Waiver is found invalid, unenforceable, or illegal, You and GameMill agree that it will not be severable; this entire Binding Individual Arbitration section will be void and unenforceable and any dispute will be resolved in court subject to the venue and choice of clauses specified in these Terms. Under no circumstances shall arbitration be conducted on a class basis without GameMill’s express consent.

19. LANGUAGE

To the fullest extent permitted by law, the controlling language for these Terms is English. It is the express wish of the parties that these Terms and all related documents have been drawn up in English. Les parties déclarent qu’elles ont demandé et par les présentes confirment leur desir exprés que cette convention soit rédigee en anglais. Any translation has been provided for your convenience.

20. WAIVER AND SEVERABILITY

No waiver by GameMill of any breach of any provision of this Agreement shall be deemed a further or continuing waiver of any breach of such provision or any other term or condition, and any failure of GameMill to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.

If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of this Agreement will continue in full force and effect.

21. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, GameMill has adopted a policy of terminating, in appropriate circumstances as determined by GameMill, users or account holders who are deemed to be repeat infringers of the copyrights of others. GameMill may also at its sole discretion limit access to the Services and/or update, transfer, suspend, or terminate the accounts of any users who infringe the intellectual property rights of others, whether or not there is any repeat infringement.
If you believe that your work has been used in any Services in a way that constitutes copyright infringement, please submit a Notice of Alleged Infringement (“DMCA Notice”) to our Designated Copyright Agent as follows:

Legal Department
GameMill Entertainment
6600 France Avenue South
Suite 680
Edina, MN

Please include all of the following in your DMCA Notice:
• Identify the copyrighted work that you claim has been infringed. If your DMCA Notice covers multiple works, you may provide a representative list of such works.
• Identify the material that you claim is infringing, including a description of where the material is located. Your description must be reasonably sufficient to enable us to locate the material. Where possible, please include the URL of the webpage where the material is located.
• Provide your full legal name, mailing address, telephone number, and (if available) e-mail address.
• Include the following statement in the body of the DMCA Notice:
• I have a good-faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law. I represent that the information in this DMCA Notice is accurate and, under penalty of perjury, that I am the owner of the copyright or authorized to act on the copyright owner’s behalf.
• Provide your electronic or physical signature.
• Please note that under 17 U.S.C. 512(f), if you knowingly misrepresent that material or activity is infringing, you may be liable for damages, including costs and attorneys’ fees, incurred by us or our users. If you are unsure whether the material or activity you are reporting is infringing, you may wish to contact an attorney before filing a notification with us.

22. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

Nothing in these Terms will prejudice the statutory rights that you may have as a consumer of the Services. Some countries, states, provinces or other jurisdictions do not allow the exclusion of certain warranties or the limitation of liability as stated in this section, so the below terms may not fully apply to you. Instead, in such jurisdictions, the exclusions and limitations below shall apply only to the extent permitted by the laws of such jurisdictions.

The Services and all information, content, materials, products (including software), and other services included on or otherwise made available to you through the Services are provided by GameMill on an “as is” and “as available” basis. GameMill makes no representations or warranties of any kind, express or implied, as to the operation of the Services, or the information, content, materials, products (including software), or other services included on or otherwise made available to you through the Services. You expressly agree that your use of the Services is at your sole risk. To the full extent permissible by law, GameMill disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. GameMill does not warrant that the Services, information, content, materials, products (including software) or other services included on or otherwise made available to you through the Services, GameMill’s servers, or electronic communications sent from GameMill are free of viruses or other harmful components.

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, YOU EXPRESSLY AGREE THAT THE USE OF THE GAME IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL MATERIALS AND SERVICES (INCLUSING THE GAME) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND GAMEMILL HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE GAME AND THE SERVICES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE GAME WILL MEET YOUR REQUIREMENTS, (B) THE GAME WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE GAME WILL BE INTERAOPERABLE OR COMPATABILE WITH OTHER SOFTWARE, OR (D) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE GAME WILL BE EFFECTIVE, ACCURATE OR RELIABLE. AT SOME POINT IN THE FUTURE THE GAME MAY GO OUT OF DATE, AND GAMEMILL MAKES NO COMMITMENT TO UPDATE SUCH GAME.

YOU ACKNOWLEDGE AND AGREE THAT YOUR EXCLUSIVE REMEDY FOR ANY DISPUTE WITH GAMEMILL IS TO STOP USING THE GAME. IN NO CASE SHALL ANY LIABILITY OF GAMEMILL TO YOU EXCEED THE AMOUNT THAT YOU PAID TO GAMEMILL OR ITS AFFILIATES AND/OR DESIGNEES FOR THE APPLICABLE GAME GIVING RISE TO ANY SUCH LIABILITY. IN NO EVENT SHALL GAMEMILL OR ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF GAMEMILL AND THE GAMEMILL PARTIES SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

Residents of California are entitled to the following specific consumer rights information: you may contact the Complaint Assistance Unit of the Division of Consumer Software of the Department of Consumer Affairs by mail at 400 R St., Suite 1080, Sacramento, California, 95814, or by telephone at 916.445.1254. California residents expressly agree to waive California Civil Code Sec. 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

23. MISCELLANEOUS

This Agreement represents the complete agreement between you and GameMill concerning the Game and Services generally, and supersedes all prior agreements and representations, warranties or understandings between you and GameMill (whether negligently or innocently made but excluding those made fraudulently), regarding the same subject matter. GameMill reserves the right to amend this Agreement at any time, at its sole discretion. If any part of the Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect. Any failure by us to enforce or exercise any provision of the Agreement or related rights shall not constitute a waiver of that right or provision.

GameMill may assign this Agreement, in whole or in part, at any time. Notwithstanding, you may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without GameMill’s express prior written consent. GameMill’s performance of the Agreement is subject to existing laws and legal process, and nothing contained in the Agreement is in derogation of GameMill’s right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the Game or information provided to or gathered by GameMill with respect to such use. In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of the Game arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to, labor disturbance, war, terrorism, fire, denial of service attack, internet outages, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above. The parties agree that all correspondence relating to this Agreement shall be written in the English language.

This Agreement shall be construed under Minnesota law as such law is applied to agreements between Minnesota residents entered into and to be performed within Minnesota, except as governed by federal law, and you consent to the exclusive jurisdiction of the state and federal courts in Hennepin County, Minnesota.
You may contact GameMill at the following address:

GameMill Entertainment
6600 France Avenue South
Suite 680
Edina, Minnesota 55435

I HEREBY ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE FOREGOING END USER LICENSE AGREEMENT AND AGREE THAT MY USE OF THE GAME IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY THE END USER LICENSE AGREEMENT.

Any content purchased in an in-game store will be purchased from Sony Interactive Entertainment Network Europe Limited (“SIENE”) and be subject to PlayStation™Network Terms of Service and User Agreement which is available on the PlayStation™Store. Please check usage rights for each purchase as these may differ from item to item. Unless otherwise shown, content available in any in-game store has the same age rating as the Game.

Purchase and use of items are subject to the Network Terms of Service and User Agreement. This online service has been sublicensed to you by Sony Interactive Entertainment America.