Appcharge

END USER LICENSE AGREEMENT

This End User License Agreement (“EULA”) is a binding legal agreement between you (the “User”, “you” or “your”) and Appcharge Ltd.

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(“Appcharge”, “we” or “us”). PLEASE READ THESE TERMS CAREFULLY BEFORE YOU PROCEED WITH DOWNLOADING AND USING THE SOFTWARE (as defined below).

BY CLICKING ON THE "PAY" BUTTON OR "OK" BUTTON, YOU AGREE TO BE LEGALLY BOUND BY THE TERMS OF THIS END USER LICENSE AGREEMENT ("EULA"). IF YOU SELECT TO CANCEL THE PAYMENT PROCESS, OR CHOOSE TO CLOSE THE WINDOW, THE PURCHASE WILL NOT BE COMPLETED. IF YOU DO NOT AGREE TO THESE TERMS, YOU WILL NOT BE ABLE TO COMPLETE THE PURCHASE.

BY CLICKING THE “PAY” BUTTON, YOU ALSO WAIVE ANY RIGHTS OR REQUIREMENTS UNDER ANY LAWS OR REGULATIONS IN ANY JURISDICTION WHICH REQUIRE AN ORIGINAL (NON-ELECTRONIC) SIGNATURE OR DELIVERY OR RETENTION OF NON-ELECTRONIC RECORDS, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW. 

  1. Definitions

“Partner” means the publisher or content or software developer who has authorized Appcharge to offer their respective Software to Users for licensing via the Platform.

“Platform” means Appcharge’s proprietary webstore platform.

“Software” means the software, applications, content, games or other digital materials that the respective Partner has authorized Appcharge to offer Users for licensing via the Platform.

  1. Account
    1. In order to complete the purchase of the respective Software, you will need to sign in to the Platform with the credentials of your account that you have with the respective Partner. It is clarified that this account and any activities thereunder are subject to the terms of use or terms of service with the respective Partner.
    2. Upon entering of this Agreement, you represent to Appcharge must be over a certain age to use our Services, depending on where you live. We do not knowingly collect Personal Data from anyone under the age of 13, or knowingly allow anyone under the age of 13 to use our Services. If you have not reached the age of majority or are not able to enter into legally binding agreements in your country, you may not use our Services without the consent of your parent or legal guardian.
  2. Software License
    1. Subject to your full compliance at all times with the terms and conditions set forth in this EULA, Appcharge hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable, non-transferable, revocable, license to download, install and use a single copy of the Software on one hard disk or other storage device of a personal computer or mobile device such as a phone or tablet for your personal, non-commercial use within the gaming services provided by the Partner (the "Partner Services").
    2. Please note that the Software is provided by one of our Partners, and as such the use thereof within the Partner Services is governed by the agreement or terms between you and the respective Partner and may be subject to additional restrictions or obligations. We recommend that you review the agreement or terms between you and the respective Partner that apply to the relevant Partner Services.
    3. This license does not grant you any rights of ownership in the Software. Any rights you do acquire in the aforementioned will permanently be owned by, and inure to the benefit of, Appcharge and/or its licensors.
    4. It is hereby clarified that the Software is licensed, not sold. Words “buy”, “purchase” “sell”, or “sale” are solely related to the transfer of license rights in the Software in accordance with this EULA. Users do not acquire ownership of the Software, but only the right to use it in accordance with the present EULA.
    5. Please note: Any use of the Software, except for payment procedures (which includes cases of fraud), is governed by the agreement or terms between you and the respective Partner. This means, for instance, that Appcharge is at no time responsible for any bugs that may occur in the Software or the Partner Services, any missing in-game items or changes in the game’s plot.
  3. In-Game Currency and In-Game Items
    1. The Software may allow Users to (i) utilize a fictional virtual currency exclusively within the Software as a form of exchange medium ("in-game currency") and (ii) obtain access to virtual goods within the Software, along with limited rights to use them in the Partner Services ("in-game items"). In-game currency and in-game items (together "Virtual Goods") are essentially pieces of software code processed within the game environment that Users acquire through gameplay or for payment of a fee. Virtual Goods are intended for use solely within the Software and are considered an integral component of the Software. As such, they are subject to the license terms granted to the User herein. It is important to note that Virtual Goods hold no intrinsic monetary value and cannot be exchanged for real-world currency or property outside of the game environment.
    2. Your purchase of Virtual Goods is final and not refundable, subject to the limited exceptions in our Refund Policy. You acknowledge that Appcharge is not required to provide a refund for Virtual Goods purchased hereunder for any reason other than those set forth in the Refund Policy, or as required by applicable law. You will not receive money or other compensation for unused Virtual Goods after terminating this EULA, whether the termination or your loss of license hereunder was voluntary or involuntary.
  4. Restrictions
    1. You may not: (i) copy, photocopy, reproduce, publish, or distribute the Software or the Platform, in whole or in part, (ii) utilize or copy information, content or any data you view on or obtain from the Platform to provide any service that is competitive, in our sole discretion, with the Platform; (iii) resell, reduce to human readable form, execute publicly, reverse engineer, decompile, derive source code from, disassemble, modify, alter or translate the Software, the Platform or any part thereof; (iv) use or launch any manual or automated system or software, devices, scripts robots, other means or processes to access, “scrape,” “crawl”, “cache”, “spider” or any web page or other service contained in our Platform, or to access the Platform in a manner that sends more request messages to our servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser;  (v) use ‘bots’ or other automated methods to access the Platform, add or download contacts, send or redirect messages, or perform other similar activities through the Platform; (vi) engage in “framing,” or in “mirroring,” or otherwise simulate the appearance or function of the Platform in any way; (vii) attempt to or actually override any security component included in or underlying the Platform; (viii) interfere or disrupt the Platform, including, but not limited to any servers or networks connected to the Platform, or the underlying software; (ix) adapt, process, compile, sell, lend or combine the Software with other software; (x) create derivative works of the Software, or any part thereof, either by yourself or by a third party on your behalf, in any way or by any means whether electronic, mechanical, optical or others, other than expressly permitted in this EULA; or (xi) remove or tamper with any trademark, logo, copyright or other intellectual property notice in or on Software or the Platform.
    2. Any violation of this section may constitute a violation of copyright laws and may lead to civil and criminal penalties.
    3. In addition, we reserve the right to terminate your license to the Software for violation of the license restrictions set forth in this Section ‎5. We further reserve the right to block any user that has violated any provision of this EULA from making purchases via the Platform.
    4. You may not use IP proxying or other methods to disguise the place of your residence, whether to circumvent geographical restrictions on game content, to purchase at pricing not applicable to your geography, or for any other purpose. If you do this, we may terminate your access to purchased Software. If you are a resident of the USA or Canada, you are required to provide your correct ZIP code or postal code during checkout for the accurate calculation of sales taxes.
  5. Prohibited Commercial Uses

You may not use the Software, in whole or in part, for any purpose not expressly authorized under this EULA or the agreement with the respective Partner. Examples of prohibited uses include, but are not limited to:

  1. Acquiring in-game currency, in-game items, or resources for the purpose of selling them outside of the Software.
  2. Offering in-game services, such as account boosting or power-leveling, in exchange for payment.
  3. Communicating or facilitating any form of commercial advertisement, solicitation, or offer through or within the Software, including through text, live audio communications, or any other means.
  4. Organizing, promoting, facilitating, or participating in events that involve wagering on the outcome of games or any other aspect, regardless of whether such activities constitute gambling under the laws of any applicable jurisdiction.

These are just some examples of prohibited uses, and they are not an exhaustive list. Any use of the Software for unauthorized purposes is strictly prohibited and may result in the termination of your access to the Software.

  1. Title & Ownership 

Except for the limited license granted herein, all ownership, right, title and interest to and all intellectual property rights in the Software and/or the Platform, including, but not limited to, copyrights, patents, trade secrets, screen displays, computer program code, data, scripts, training materials and works of authorship that may form part of the Software and/or the Platform, trademarks, trade names, and service marks of Appcharge or the Partners, and other intellectual property rights therein, shall remain the sole and exclusive property of Appcharge and/or the Partner, as applicable. Appcharge reserves any and all rights not expressly granted to you in this EULA.

Nothing in this EULA constitutes a waiver of Appcharge's (or its licensors' or affiliates’) intellectual property rights under any law. The licensing of the Software to you pursuant to this EULA gives you a limited right to use the Software but does not constitute a sale of the Software to you. Use of the Software in violation of the limited license granted hereunder will result in the termination of this license and may expose you to claims for damages. Without derogating from Appcharge’s rights under this Section 3, any affiliate of Appcharge may rely upon and enforce this section against you.

  1. Payment Terms
    1. Appcharge uses multiple payment service providers (“PSP”) for processing payments from Users. Your relationship with each PSP is governed by their respective terms and privacy policy. Appcharge is not a party to such relationship and does not process the payments itself. Please read these terms carefully to understand their terms and conditions.
    2. You warrant that your use of a debit/credit card or other payment method is authorized, and that all information that you submit to Appcharge or its PSP is true and accurate. You are responsible to pay all fees you incur with the use of the payment method in question. Appcharge is not liable for damages of any kind arising from your submission of any information that is deemed to be untrue or is inaccurate.
    3. The price payable by you is the purchase price for the Software plus any applicable sales, value added and other similar taxes, calculated based on your country data and/or ZIP code
    4. All prices and fees for the Software are payable in advance and are not cancellable and not refundable in whole or in part, regardless of the payment method, except as expressly set forth in this EULA and Appcharge’s Refund Policy.
  2. DISCLAIMER OF WARRANTY
    1. THE PLATFORM AND THE SOFTWARE ARE PROVIDED TO YOU "AS IS". APPCHARGE , ON ITS OWN BEHALF AND ON BEHALF OF ITS PARTNERS AND ITS AND THEIR RESPECTIVE LICENSORS, DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE PLATFORM, THE SOFTWARE AND ANY PART THEREOF, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, NON-INFRINGEMENT, TITLE, COMPATIBILITY, PERFORMANCE, SECURITY OR ACCURACY. APPCHARGE DOES NOT WARRANT THAT THE PLATFORM OR THE SOFTWARE WILL OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER OR THAT ANY DEFECTS OR ERRORS IN THE PLATFORM OR THE SOFTWARE WILL BE CORRECTED, OR THAT THE PLATFORM OR THE SOFTWARE WILL ALWAYS BE AVAILABLE OR FREE FROM ALL HARMFUL COMPONENTS. YOU AGREE AND ACKNOWLEDGE THAT THE USE OF THE PLATFORM AND THE SOFTWARE IS ENTIRELY, OR AT THE MAXIMUM PERMITTED BY THE APPLICABLE LAW, AT YOUR OWN RISK.
    2. SOME JURISDICTIONS DO NOT PERMIT EXCLUSIONS OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
    3. You acknowledge that Appcharge is not the developer of the Software, and that the Partner is solely responsible for the Software and its use, including any announcements, statements, and promises made by the Partner concerning the Software, including but not limited to its content, release date or accessibility. Be aware of the potential risk that the Partner may eventually fail to deliver the Software in satisfactory quality or in time or may otherwise fail to meet your expectations. All claims and refund requests in such cases are to be directed to the Partner, as further set out in Sections ‎9.4 and ‎9.5.
    4. The Partner is responsible for providing support and maintenance for the Software, as well as for any claims you may have relating to the Software or its use, including but not limited to: (a) product liability claims; (b) any claim that the Software fails to meet applicable legal or regulatory requirements; and (c) claims arising under consumer protection or similar legislation.
    5. In the event of a third-party claim that the Software or your possession and use of it infringes third-party intellectual property rights, the Partner – and not Appcharge – will be solely responsible for the investigation, defense, settlement, and resolution of any such intellectual property right infringement claim.
  3. LIMITATION OF LIABILITY

IN NO EVENT SHALL APPCHARGE, ITS LICENSORS AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS AND AGENTS, HAVE ANY LIABILITY OF ANY NATURE WHATSOEVER, FOR ANY DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGE, OR ANY OTHER DAMAGE, AND LOSS (INCLUDING LOSS OF PROFIT, LOSS OF REVENUE AND LOSS OF DATA), COSTS, EXPENSES AND PAYMENTS, EVEN IF SUCH DAMAGES WERE FORESEEN, WHETHER ARISING IN CONTRACT, TORT, NEGLIGENCE OF ANY DEGREE, STRICT LIABILITY OR OTHERWISE, WITH RESPECT TO THE USE OF, OR THE INABILITY TO USE THE PLATFORM OR THE SOFTWARE, OR FROM ANY FAILURE, ERROR, OR BREAKDOWN IN THE FUNCTION OF THE PLATFORM OR THE SOFTWARE, OR FROM ANY FAULT, OR ERROR MADE BY THE APPCHARGE'S STAFF OR ANYONE ACTING ON ITS BEHALF.

THESE LIMITATIONS AND EXCLUSIONS REGARDING DAMAGES APPLY EVEN IF ANY REMEDY FAILS TO PROVIDE ADEQUATE RECOMPENSE.

  1. Indemnification. 

You agree to indemnify, defend and hold harmless Appcharge, its affiliates and their respective directors, officers, employees, shareholders, licensors, partners and anyone acting on their behalf, from and against any damages, loss, costs, expenses and payments, including reasonable attorney’s fees and legal expenses, resulting from any complaint, claim, or demand, arising from, or in connection with your use or misuse of the Platform, the Software, or your breach of this EULA, or any other rules or regulations applicable to the Platform or the Software, or your violation, or infringement of any other persons rights, by using the Platform or the Software.

  1. Term and Termination
    1. This EULA is effective upon your purchase, download, access or use of the Software, which ever comes first, and shall continue until terminated, for whatever reason. You may terminate this EULA at any time upon notice to Appcharge.
    2. Appcharge has the right to terminate this EULA and the license granted to you with immediate effect if you are in breach of this EULA, or if we reasonably believe that you have failed to comply with the terms and conditions hereof.
    3. Upon termination of this EULA for any reason, Section ‎5 (Title and Ownership of Software), Section ‎8 (Disclaimer of Warranties), Section ‎9 (Limitation of Liability), Section ‎10 (Indemnification) and Section ‎13 (Governing Law) will survive.
    4. Termination of this EULA shall be without prejudice to any rights or liabilities accrued at the date of the termination. Once the termination comes into effect, all rights and licenses of Users to use the Software under this EULA shall terminate.
  2. Governing Law and Venue

This EULA and your use of the Software and the Platform shall be construed by and governed in accordance with the laws of the State of Israel, without giving effect to any choice of law or conflict of law rules or provisions, whether of the state of Israel or any other jurisdiction, which would result in the application of the laws of a jurisdiction other than the State of Israel. You agree to the exclusive jurisdiction of the courts of Tel Aviv, Israel, on any claim arising out of, or in connection with this EULA, or your use of the Software and the Platform. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this EULA. 

  1. Severability.  

Should any term of this EULA be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof.

  1. No Waiver.  

The failure of Appcharge to enforce any rights granted herein or to take action against you in the event of any breach hereunder shall not be deemed a waiver by Appcharge as to subsequent enforcement of rights or subsequent actions in the event of future breaches.

  1. Entire Agreement  

This EULA represents the entire agreement concerning the Software and the Platform between you and Appcharge and it supersedes any prior proposal, representation or understanding between you and Appcharge.

However, Appcharge reserves the right to modify the terms of this EULA at any time and from time to time. The terms of any such revised EULA shall become effective immediately when we publish it on our Platform. Any purchase of the Software after such EULA revision will be considered as your agreement with the new terms of the EULA. 

  1. Assignment

You may not assign your rights under this EULA to any third party without Appcharge's prior written consent.

  1. Notices. 

Any notice required by this EULA shall be given in writing by registered mail, facsimile transmission or personal delivery to the addresses of the parties, and shall be deemed to have been delivered five days after the date on which the notice was posted, or in the case of notice by facsimile, 24 hours after dispatch, or in the case of personal delivery, at the time of delivery.

  1. Interpretation

The paragraph headings and captions in this EULA are included for convenience only and will take no part in interpreting, or construing this EULA.