In order to participate in the pre-release testing of the virtual reality project currently in development by Linden Research, Inc. (hereafter
"Linden Lab,"
"we,"
"us,"
or
"our")
entitled Sansar™, you must carefully read and accept the Terms of Use, License and Non-Disclosure Agreement (the
"Agreement")
below.
By checking the box below to accept this Agreement, you agree to be legally bound by its terms.
TERMS OF USE, LICENSE AND NON-DISCLOSURE AGREEMENT
(TESTING OF A PRE-RELEASE VIRTUAL REALITY PROJECT)
We are designing and developing a software product entitled Sansar (the
"Virtual Reality Project").
We have established a pre-release test program (as further defined below, the
"Creator Preview Program")
to, among other things, allow a limited number of people to test the features, functionality and performance of one or more pre-release version(s) of the Virtual Reality Project (as further defined below, the
"Creator Preview Software"
and provide feedback and comments to us.
"Creator Preview Program"
is the pre-release program for our Virtual Reality Project, which shall include, but is not limited to, related forums, issue-tracking mechanisms, tutorials, and knowledge base articles.
"Creator Preview Software"
is the software provided to you by us and/or our third party suppliers under license in connection with the Creator Preview Program, which shall include, but is not limited to, the software for accessing the Creator Preview Program and any other third party software for use with the Creator Preview Program.
By creating an account to access the Creator Preview Software and/or participate in the Creator Preview Program, including through any designated forums, issue tracking, tutorials, or knowledge base articles (an
"Account"),
you hereby agree that:
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You are eighteen (18) years of age or older, and are not a principal or employee of a developer, manufacturer or publisher of computer games, virtual worlds, or any other virtual reality experiences (other than Linden Lab), and are entering into this Agreement on a completely voluntary basis with no expectation of consideration, remuneration or any form of compensation whatsoever other than that which is expressly provided for in this Agreement.
IF YOU ARE UNDER EIGHTEEN (18) YEARS OLD, YOU MAY NOT PARTICIPATE IN THE CREATOR PREVIEW PROGRAM;
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You acknowledge that you may not sell, transfer, share, or assign your Account or its contractual rights, licenses and obligations, to or with any third party without our prior written consent;
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You acknowledge that we, in our discretion and at any time before or during the Creator Preview Program, may accept or reject your application for the Creator Preview Program or terminate your participation therein, and, if you are accepted, the Agreement below is a binding contract between you and Linden Lab;
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You agree, grant Linden Lab the right, and consent, for the duration of your participation in the Creator Preview Program, to allow Linden Lab to upload certain DxDiag DirectX and OpenGL diagnostic information, hardware, software, driver, operating system and related information, including game logs and crash dump files, from your computer for the purpose of analyzing, improving and maintaining the Virtual Reality Project;
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You acknowledge that we, in our discretion, may charge a fee for the Creator Preview Software and/or participation in the Creator Preview Program, and your participation in the Creator Preview Program is contingent upon your payment of such fee(s);
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We, in our sole discretion, may reschedule the start or end date of the Creator Preview Program at any time; and
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You agree to all of the terms of this Agreement as set forth below.
AGREEMENT
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License Terms.
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License Grant. Linden Lab grants you (the
"Recipient,"
"you,"
or
"your")
the non-exclusive, non-transferable, revocable, limited right and license to install the Creator Preview Software on a single computer for your personal use. You may not use, copy, reproduce, modify, publish, transmit, publicly perform or display, create derivative works of, sell, auction, loan, lease, rent, distribute, transfer or disclose any part of the Creator Preview Software (including, without limitation, any screenshots, videos, or documentation relating to the Virtual Reality Project) except as provided in this Agreement. You may only use the Creator Preview Software for testing and evaluation purposes as set forth in Section 1.4 below. All other rights are reserved by Linden Lab.
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License Restrictions. You shall not:
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Sublicense, transfer, network, transmit, distribute or permit use of the Creator Preview Software by or to any third party;
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Reverse engineer, decompile, or disassemble the Creator Preview Software; or
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Export the Creator Preview Software in violation of the export control and similar laws and regulations of the United States of America and other countries.
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Indemnification. You (i) agree to indemnify, defend and hold harmless, and (ii) hereby release Linden Lab, its licensors and affiliated entities, and its and their respective officers, directors, employees, and agents from and against any and all losses, liabilities, claims, obligations, costs and/or expenses (including reasonable legal fees) which result from, arise out of or in connection with your use of the Creator Preview Software and all related services or activities.
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Testing and Evaluation Obligations. You hereby agree to:
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test, evaluate and analyze the Creator Preview Software and its operation, features and capabilities, and performance;
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comply with the reasonable requests of Linden Lab from time to time regarding testing; and
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provide feedback and comments to Linden Lab (including, but not limited to, bug reports and test results).
All of your feedback and comments shall be the sole and exclusive property of Linden Lab and/or its licensors, and Linden Lab and/or its licensors shall have the perpetual right to use all or part of your feedback or comments in any manner or media now known or hereafter devised.
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Personally Identifiable Information; Monitoring; Privacy Issues. As a condition to your participation in the Creator Preview Program, you shall provide to Linden Lab, or allow Linden Lab to upload on an ongoing basis, certain personally identifiable information, including, but not limited to, certain specifications of your hardware, DxDiag DirectX and OpenGL diagnostic information, video cards, drivers, operating system, game logs, crash dump files, and software
("Personal Information")
and you hereby specifically grant Linden Lab the right to upload such Personal Information from your computer system during your participation in the Creator Preview Program, for the purpose of evaluating, analyzing, maintaining and improving the Virtual Reality Project. Our retention and use of all Personal Information shall be subject to Linden Lab’s posted
Privacy Policy,
as we may modify the policy in our discretion from time to time. Notwithstanding the foregoing, you acknowledge that any and all Creator Preview Software data is stored and is resident on Linden Lab’s servers, and any and all communications that you make within the Creator Preview Software, the Virtual Reality Project or as part of the Creator Preview Program (including, but not limited to, messages solely directed at another user or users) traverse through Linden Lab’s servers, may be publicly visible to other participants of the Creator Preview Program under certain circumstances, may or may not be monitored by our personnel and, accordingly,
you have no expectation of privacy in any such communication or in any communication referenced herein. You acknowledge and agree that Linden Lab may transfer and process Virtual Reality Project, Creator Preview Program and such other information (including your Personal Information) to the United States or other countries and may share such information with our licensees and agents in connection with the Creator Preview Program, the Creator Preview Software and the Virtual Reality Project.
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Term. Your participation in the Creator Preview Program, and the grant of license herein, may be terminated by Linden Lab at any time, for any reason or for no reason, in our sole and absolute discretion, by providing written, electronic or e-mailed notice to you. You may, at any time and for any reason or for no reason, terminate your participation in the Creator Preview Program by providing written or e-mailed notice to Linden Lab. The Creator Preview Program will be terminated upon the earlier of (a) our written, electronic or e-mailed notice to you, or (b) the commercial release of the Virtual Reality Project. The termination of your participation in the Creator Preview Program and/or the termination of the Creator Preview Program, however, shall not modify or supersede the survival provision in Section 8.1 below.
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Confidentiality.
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Confidential Information Defined.
"Confidential Information"
shall mean (a) any and all information relating to or contained in the Creator Preview Software, Creator Preview Program and/or the Virtual Reality Project, including, without limitation, screen shots and information relating to: (i) the performance, capabilities, bugs and content of the Creator Preview Software, (ii) your feedback and comments, (iii) any other Creator Preview Program participant’s feedback and comments, and (iv) any feedback and comments from our employees; and (b) any and all information relating to the future or proposed games, projects, services or business operations of Linden Lab.
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Confidentiality Obligation. Except as set forth immediately below, you shall keep the Confidential Information in confidence and shall not publish, disclose, or otherwise make available, directly or indirectly, any Confidential Information to any third party. Notwithstanding the preceding sentence, you may disclose the Confidential Information in accordance with a judicial or governmental order; provided, however, that you will give Linden Lab reasonable written notice prior to disclosure and will comply with any applicable protective order or equivalent.
ONCE LINDEN LAB HAS RELEASED THE COMMERCIAL VERSION OF THE VIRTUAL REALITY PROJECT TO THE PUBLIC, YOUR CONFIDENTIALITY OBLIGATION SHALL CONTINUE ONLY WITH RESPECT TO INFORMATION CONCERNING THIS CREATOR PREVIEW PROGRAM AND ALL FEEDBACK AND COMMENTS (WHETHER FROM YOU, ANY OTHER PARTICIPANT, OR OUR EMPLOYEES).
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Ownership.
Except for the revocable, limited license expressly granted hereunder, Linden Lab retains all rights, title and interests in and to the Creator Preview Software and all copies thereof, and all data in connection therewith. The Creator Preview Software is copyrighted and is protected by United States copyright laws and international treaty provisions. You acknowledge that Linden Lab and/or its licensors own all intellectual property rights in and to the Creator Preview Software, including, without limitation, all patent rights, copyrights, inventions, trade secret rights, trade dress rights, trademark rights and intellectual property rights therein and thereto, and that the Creator Preview Software contains our valuable trade secrets. You may not remove the copyright and other proprietary rights notices from the Creator Preview Software. You agree that this Agreement shall be retained with all documentation constituting the Creator Preview Software. You agree to prevent any unauthorized copying or distribution of the Creator Preview Software. Except for the license as expressly provided herein, we do not grant you any express or implied right in any patents, copyrights, trademarks, or trade secret information of Linden Lab and/or its licensors. In accordance with Section 1.4, you agree that Linden Lab and/or its licensors own all rights, title and interests in any and all of your feedback and comments, without any remuneration, compensation or credit to you. To the extent that any of the rights assigned herein cannot presently be assigned under applicable law, you agree to assign such rights at such time as the rights are capable of being assigned, and, until such time, grant to Linden Lab an irrevocable, exclusive, perpetual, royalty free, fully-paid license, throughout the universe, to such nontransferable rights including, but not limited to, the unfettered right to modify, copy, distribute, perform, display, synchronize, compose, record and commercialize any and all of such feedback and comments. At our request, you agree to execute such further documents and to do such further acts as may be necessary or desirable to document, perfect, register or enforce Linden Lab’s and/or our licensors’ ownership of any of the rights, title and/or interests hereunder, in whole or in part including, without limitation, execution of a copyright assignment in a form provided by Linden Lab in its sole discretion. If you fail or refuse to execute any such documents, you hereby appoint us as your attorney(s) in fact, which appointment(s) are coupled with an interest and are irrevocable, to act on your behalf and to execute, deliver, record and file such documents. The rights granted, assigned and/or to be assigned by you hereunder are granted for the entire universe and shall inure in perpetuity and, as set forth above, no further consideration shall be payable to you at any time. You will acquire no right to use, and will not use without our prior, written consent, the names, characters, artwork, design, tradenames, copyrighted materials, trademarks or service marks of Linden Lab or its affiliated entities, and their officers, employees, directors, shareholders, assigns, successors or licensees: (a) in any advertising, publicity or promotion; or (b) in any manner other than in accordance with this Agreement.
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Content License.
In connection with content you upload, publish, or submit to any part of the Creator Preview Program and/or Creator Preview Software (the
"User Content"),
you affirm, represent, and warrant that you own or have all necessary rights, title, interests, licenses, consents, and permissions, and authorize Linden Lab and participants of the Creator Preview Program, to use the User Content in the manner contemplated by the Creator Preview Program and this Agreement. Subject to the rights, licenses, and other terms of this Agreement (including Section 3) and any underlying rights of other Creator Preview Program participants or Linden Lab in content you use or modify, you retain any and all rights, title, and interest in your User Content that you already hold under applicable law. Except as prohibited by law, you hereby waive, and you agree to waive, any moral rights (including attribution and integrity) that you may have in any User Content, even if it is altered or changed in a manner not agreeable to you. To the extent not waivable, you agree not to exercise such rights (if any) in a manner that interferes with any exercise of the granted rights. You understand that you will not receive any fees, sums, consideration or remuneration for any of the rights granted in this Section. You hereby grant to Linden Lab, and you agree to grant to us, the non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, and cost-free right and license to use, copy, record, distribute, reproduce, disclose, modify, display, publicly perform, transmit, publish, broadcast, translate, make derivative works of, and sell, re-sell, or sublicense (through multiple levels)(with respect to the Creator Preview Program and Creator Preview Software as permitted by you through your interactions with the Creator Preview Program and Creator Preview Software), and otherwise exploit in any manner whatsoever, all or any portion of your User Content (and derivative works thereof), for any purpose whatsoever in all formats, on or through any media, software, formula, or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same.
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Virtual Property.
The Creator Preview Software and/or Creator Preview Program may allow you to accumulate virtual,digital items in the Virtual Reality Project
("Virtual Goods").
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Except for a limited, revocable, non-transferable license to use the Virtual Goods in the Virtual Reality Project and/or Creator Preview Software, you have no ownership right in or title to such Virtual Goods. We make no guarantee as to the nature, quality or value of the features of the Virtual Reality Project, Creator Preview Software and/or Creator Preview Program that will be accessible through the use of the Virtual Goods.
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You are solely responsible for verifying that Virtual Goods have been added to or deducted from your Account during any given transaction. Please notify Linden Lab immediately if you believe that a mistake has been made with respect to your Virtual Goods.
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Buying, selling and/or otherwise transferring Virtual Goods outside of the Virtual Reality Project, Creator Preview Software and/or Creator Preview Program is strictly prohibited. Virtual Goods may have an expiration date. Free and/or promotional Virtual Goods offered by Linden Lab may be expired in our sole and absolute discretion at any time. YOU ACKNOWLEDGE AND AGREE THAT THE VIRTUAL GOODS YOU ACQUIRE HAVE NO MONETARY VALUE AND CANNOT BE REDEEMED FOR MONEY, GOODS, OR OTHER ITEMS OF MONETARY VALUE. NO REFUNDS WILL BE MADE FOR THE PURCHASE OF VIRTUAL GOODS. YOU AGREE THAT LINDEN LAB IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY BACK FOR VIRTUAL GOODS WHEN AN ACCOUNT IS CLOSED, WHETHER VOLUNTARILY OR INVOLUNTARILY.
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As Linden Lab deems necessary, in its sole and absolute discretion, we may limit the total amount of Virtual Goods that may be purchased at any one time, and/or limit the aggregate amount of Virtual Goods that may be held in your Account.
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While Linden Lab may transfer any Virtual Goods you accumulate during the Creator Preview Program to your Account in the commercial version of the Virtual Reality Project, Linden Lab makes no such guarantee. Notwithstanding the foregoing, Linden Lab has the absolute right to manage, regulate, control, modify, and/or eliminate and/or Virtual Goods, both in the Creator Preview Program and in the commercial version of the Virtual Reality Project, as it sees fit in its sole discretion, and, except to the extent of applicable law, we shall have no liability to you or anyone for the exercise of such rights. Accordingly, price and availability of Virtual Goods are subject to change without notice. You acknowledge that Linden Lab can and will, in its discretion, modify features, functions or abilities of any element of the Virtual Reality Project or Virtual Goods (which may, among other things, make the Virtual Goods substantially more valuable, effective or functional, or less valuable, effective or functional, more common or less common, or eliminated entirely). Linden Lab may revise the pricing for the Virtual Goods offered.
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In the event that your Account is terminated or suspended for any reason, in our sole and absolute discretion, or if we discontinue offering the Virtual Reality Project, Creator Preview Software and/or Creator Preview Program, you forfeit any and all Virtual Goods. Linden Lab has no liability for "hacking" or loss of your Virtual Goods from your Account. You promise, therefore, that you will never assert or bring any claim or suit against Linden Lab, its affiliates, directors, officers, employees, agents and representatives, which is related to or based on a claim (i) for the "value" of Virtual Goods if Linden Lab deletes them (and/or terminates your Account(s)), (ii) for the "value" of Virtual Goods that you may lose if Linden Lab does anything that it is entitled to do pursuant to any provision of this Agreement,
Terms of Use,
its
Privacy Policy
and/or Codes of Conduct, or for any malfunctions and/or "bugs" in the Virtual Reality Project, Creator Preview Software and/or Creator Preview Program, and/or (iii) that the "value" of any Virtual Goods has increased or decreased by virtue of any game modification that we have made or will make.
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Injunctive Relief.
You acknowledge and agree that a breach or threatened breach of any covenant contained in this Agreement would cause irreparable injury, that money damages would be an inadequate remedy, and that Linden Lab shall be entitled to temporary and permanent injunctive relief, without the posting of any bond or other security, to restrain you from such breach or threatened breach. Nothing in this Section shall be construed as preventing Linden Lab from pursuing any and all remedies available to it, including the recovery of money damages from you.
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No Warranty; No Liability for Damages; No Support
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No Warranty. You acknowledge that the Creator Preview Software is a pre-release version and is not a final virtual world, virtual reality experience or platform. YOU ACKNOWLEDGE THAT THE CREATOR PREVIEW SOFTWARE MAY WELL CONTAIN ERRORS AND DEFECTS. THE CREATOR PREVIEW SOFTWARE IS PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY, OR FITNESS FOR ANY PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE QUALITY OF THE CREATOR PREVIEW SOFTWARE, THE VIRTUAL REALITY PROJECT AND ALL OTHER SERVICES IS WITH YOU. Without limiting the foregoing, Linden Lab does not ensure continuous, error-free, secure or virus-free operation of the Creator Preview Software, the Virtual Reality Project, your Account or continued operation or availability of any given server. Some jurisdictions do not allow limitations as to how long an implied warranty lasts and/or exclusions or limitations of consequential damages, so the above limitations and/or exclusions of liability described herein may not apply to some Recipients. This warranty gives you specific legal rights and you may also have other legal rights in your jurisdiction.
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No Liability for Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH LINDEN LAB, ITS AFFILIATED ENTITIES OR ITS OR THEIR EMPLOYEES, AGENTS, OFFICERS AND/OR DIRECTORS, ARISING OUT OF OR RELATING TO THIS AGREEMENT IS TO STOP USING THE VIRTUAL REALITY PROJECT AND/OR CREATOR PREVIEW SOFTWARE, AND TO CANCEL YOUR ACCOUNT. IN NO EVENT SHALL LINDEN LAB, ITS AFFILIATED ENTITIES OR ITS OR THEIR EMPLOYEES, AGENTS, OFFICERS AND/OR DIRECTORS OF ANY OF THE ABOVE, BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR OTHER DAMAGES OR LOST PROFITS, DATA OR BUSINESS) ARISING OUT OF YOUR USE OF OR INABILITY TO USE THE CREATOR PREVIEW SOFTWARE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Without limiting the generality of the foregoing, no warranty is made that the Creator Preview Software will generate computer programs with the characteristics or specifications desired by you or that the Creator Preview Software will be error-free. THESE DISCLAIMERS OF WARRANTY AND LIMITATIONS DESCRIBED IN THIS SECTION CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT.
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No Support. Linden Lab does not provide any support for the Creator Preview Software, however, we may provide an e-mail address or a password-protected board or forum for you to send any questions and/or comments regarding the Creator Preview Software. Linden Lab does not, however, make any representations or warranties as to the accuracy of any statements or advice provided in response to your e-mail(s) and/or board or forum posting(s). You acknowledge that all information and content communicated through, or contained within, any such e-mail address or password-protected board or forum shall be subject to Section 2 of this Agreement.
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Test Environment. You acknowledge that the Creator Preview Program is a test environment, that content and data will be frequently wiped or modified in our sole discretion, and that, notwithstanding any fee(s) that you may be charged for participation in the Creator Preview Program, Creator Preview Program avatars, avatar data, and/or Virtual Goods (as defined herein) may not be exported into the Virtual Reality Project once the game is commercially released, except in our sole discretion. You agree that, to the extent permitted by applicable law, Linden Lab is not liable for any loss of data, content, function or utility.
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Miscellaneous.
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Survival. The provisions of this Agreement, other than the first sentence of Section 1.1 and Sections 1.4(a), 1.4(b) and 1.4(c), shall continue in full force and effect even after (i) the Creator Preview Program has been terminated and/or completed, and/or (ii) your participation in the Creator Preview Program has been terminated.
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Governing Law; Jurisdiction. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of California excluding conflict of law rules and principles. All parties submit to personal jurisdiction in California and further agree that any cause of action relating to this Agreement shall be brought in the County of San Francisco, State of California (if under state law) or the Northern District of California (if under federal law) and such courts shall have the exclusive jurisdiction to determine the validity, construction and performance of this Agreement and the legal relations between the parties hereto. You hereby waive any claim that such venue is improper or inconvenient.
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Severability. If any provision of this Agreement shall be held invalid or unenforceable, in whole or in part, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the validity and enforceability of all other provisions of this Agreement shall not be affected.
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Entire Agreement. This Agreement constitutes the entire agreement between you and Linden Lab relating to this subject matter and supersedes all prior oral and written and all contemporaneous oral negotiations, commitments and understandings. Changes made by you to this Agreement will not be effective unless set forth in a writing describing the change and agreed to and signed by Linden Lab and you. Linden Lab reserves the right to change the terms of this Agreement at any time upon notice to you by e-mail or by electronic posting of such changes at the time you log in to the Virtual Reality Project. Such changes by Linden Lab shall be effective upon notice to you and your continued participation in the Creator Preview Program after notice of a change in terms by Linden Lab shall constitute your acknowledgement of, and agreement to, be bound by such changes.