CocosCyberpunk/licenses/Cocos Cyberpunnk Content License Agreement.md

COCOS CYBERPUNK CONTENT LICENSE AGREEMENT

Published Date: 17/02/2023

This Cocos Cyberpunk Content License Agreement (" this Agreement") governs your use of certain digital content provided to you by Cocos (the "Licensed Content"). All Licensed Content that you download or use is governed by this Agreement.

When we say, “you,” “your,” or “yourself,” we mean you as an individual or the legal entity exercising rights under this Agreement through you. When we say “Content Licensor,” “we” or “us,” we are referring to Xiamen Yaji Software Ltd. Co. (“Cocos” or "Yaji Software"), unless a party other than Cocos is identified as the Content Licensor when you access Licensed Content.

This Agreement is a legal document detailing your rights and obligations related to using Licensed Content. By downloading, installing, reproducing, modifying and using the Licensed Content, you agree to be bound by the terms of this Agreement. You enter into this Agreement with each Licensor from whom you download or use the Licensed Content. If you do not or cannot agree to the terms of this Agreement, do not download, copy, modify or use the Licensed Content. Your download, installation, reproduction, modification, use of the Licensed Content constitutes acknowledgement and acceptance of the terms of this Agreement. If you download, install, reproduce or otherwise use the Licensed Content for or for the benefit of an employer or a third party, you hereby agree to enter into this Agreement on behalf of the Employer or the third party. You represent and warrant that you have full legal rights to be bound by this Agreement on your behalf. If you do not have such full legal rights, you may not accept this Agreement and may not download, install, reproduce, modify or use the Licensed Content for the benefit of the Employer or other entities. By agreeing to the terms of this Agreement, you also agree to terms and conditions that limit certain legal rights that you may have, including disclaimers of warranties, exclusion of certain types of damages, and limitations on liability.

This Agreement governs your behavior with Licensed Content along with the Cocos User Agreement and the Cocos Store Platform Rules. In the event of any conflict among these Agreements, this Agreement shall prevail. The relevant agreements, copyright notices, business rules, and announcement guidelines (collectively, "Special Rules") that may be issued by Company from time to time are part of this Agreement.

1. CONTENT LICENSED

1.1 Licensed Content (or "Licensed Content") Licensed Content includes any Content that is provided to You by the Licensees pursuant to the terms of this Agreement. The Licensed Content available to the Cocos community under this license is the Cocos Cyberpunk gaming software (or "Cocos Cyberpunk") which Cocos owns the entire intellectual property right, together with relevant source code, art assets, scenes, models, animation, textures, materials, UI, documentation, etc.

1.2 HOW YOU MAY USE THE LICENSED CONTENT We grant to you a non-exclusive, non-transferable, non-sublicensable license to download, install, copy, and modify the Licensed Content for the purposes of conducting personal study and research ONLY in accordance with the terms of this Agreement. You may add plug-ins, server frameworks, new developed functions, and the like based on the Licensed Content. You may reproduce and display the Licensed Content to create educational materials (articles, courseware, videos, e-books, etc.) that introducing or explaining Cocos products, in which case you are permitted to use the Licensed Content for commercial purposes.

1.3 SCOPE OF YOUR USE OF THE LICENSED CONTENT If You develop a project that combines the Licensed Content with any other software or content, regardless of how much of the Licensed Content is used (collectively, "Project"), You may use and share the Licensed Content only to the extent expressly permitted by this Agreement. You may display and share the Licensed Content to the Cocos community, i.e., Cocos operated official websites, forums, public accounts, Store stores, etc., for the purpose of giving back to the Cocos community and ecology.

1.4 RESTRICTIONS ON YOUR USE OF THE LICENSED CONTENT (1) COCOS ONLY CONTENT "Cocos Only Content" means Licensed Content that is designated for use only with Cocos Creator and Cocos -based Products. You may not combine, distribute, or otherwise use in any manner the Cocos Only Content with software or content that is developed for products that compete with Cocos Creator.

(2) NON-COMPATIBLE LICENSES You may not, and may not permit others to, combine, Distribute, or otherwise use Licensed Content with any code or other content which is covered by a license that would directly or indirectly require that all or part of any Licensed Content be governed under any terms other than those of this Agreement (those licenses, the “Non-Compatible Licenses”). This means, for example, that you may not combine Licensed Content with code or content that is licensed under any of the following licenses: GNU General Public License (GPL), Lesser GPL (LGPL) (unless you are merely dynamically linking a shared library), or Creative Commons Attribution-Share Alike License.

(3) NO SECONDARY DISTRIBUTION "Distribution" means, with respect to a Project, to make copies of the Project available for the public or to any other individuals or entities. You shall not distribute the Project in any manner, including but not limited to copying, modifying or further developing the Licensed Content and then operating the Game on public platforms and channels. The license of the Content hereunder, insofar as it involves artworks (including, without limitation, original models, Creator scenes and presets, textures, and materials), is strictly restricted from distribution and commercial use in any manner (other than as permitted under the terms hereof).

(4) GENERAL RESYTICTIONS. (You may not take any of the following actions:) A. Bypass or avoid any technical protections associated with the Software; B. Apply for the copyright, patent, trademark and other rights for the Software and any part contained therein to register the same; C. Use the Licensed Content in violation of any applicable law; D. Use the Licensed Content in any manner that infringes the rights of a third party; E. Remove, disable, circumvent or modify any ownership or intellectual property rights notices or notices contained in the Licensed Content; F. Use any part of the Software for the creation, secondary development and distribution of products of the same type; and G. Use the Licensed Content to conduct any activities of unfair competition with us (including without limitation using the Licensed Content to communicate by reference to competing products of the Cocos Engine).

2. ACCESS TO LICENSED CONTENT

2.1 You will be required to register a Cocos account. Identity information may be required by the applicable laws and regulations. If the information provided by the user is incomplete or inaccurate, the Licensed Content may not be available. You have a Cocos account and agree to access the Licensed Content on the basis of providing services to them. In the meantime, you agree to register and use a Cocos account to download and access the Licensed Content, subject to the Cocos Privacy Policy and the Cocos User Agreement. 2.2 The Cocos account shall be entitled to the ownership of Cocos. The Company reserves the right to register or change any account and account name. Users will only have the right to use the account after completing the registration. 2.3 If you have a Cocos account, when you download and access the Licensed Content from the Cocos Store, you are required to follow the instructions to supplement the necessary information and materials in order to obtain account certification and access to the Cocos Store service.

3. LICENSE FEE

3.1 If you download and access the Licensed Content, you are required to read the Copyright Notice and the transaction amount carefully. If the transaction amount is 0 RMB, then you are not required to pay any fees. The Copyright Notice clearly limits the scope and manner of free use. If you need to use the Licensed Content for commercial purose, then you are required to contact us and obtain our written permission. 3.2 Any unauthorized use, use beyond the scope of authorization or bypassing the Company's verification and authorization measures by technical means constitutes a violation of the laws and this Agreement. The Company reserves the right to terminate this license and claim against you for liabilities for breach of contract and compensation for losses. 3.3 No matter whether you are a corporate user or an individual user, you are required to note that our Fee Policy and Content License Agreement may be updated by us from time to time. The licensed content, software, plug-in tools, functional modules and the like provided by the Company may be updated by us from time to time. Your rights and obligations may change accordingly. We reserve the right for final explanation of any updates to this Agreement in the future. 3.4 If the License Fee is substantially adjusted during the term of license, if this Agreement requires us to give a notice, including a written notice, we may provide a notice to you via the Cocos Service or at any e-mail address that you have provided to Cocos. Our notice when given to you via the Cocos Service will be effective when you access the Cocos Service and when sent if delivered by e-mail.

4. INTELLECTUAL PROPERTY RIGHTS

4.1 Cocos is the owner of the intellectual property rights of the Licensed Content. All copyrights, trademark rights, patent rights, trade secrets and all information and content in connection with this License (including but not limited to texts, pictures, audio, video, program codes, interface designs, layout frames, relevant data or electronic documents) are protected by the laws and regulations of the People's Republic of China and relevant international treaties. Cocos has the above intellectual property rights according to law. 4.2 Without the written consent of Cocos or the relevant right owner, you shall not or permit any third party to practice, utilize or transfer the above intellectual property rights for any commercial or non-commercial purpose. 4.3 The ownership and intellectual property rights to the developments/works/products you create based on the Licensed Content will belong to you. However, the use of such developments/works/products shall strictly comply with the scope and manner of Licensed Use as agreed under this Agreement. 4.5 You undertake and warrant that you will not remove, conceal or alter any indication of intellectual property rights (including but not limited to copyright and trademark indications) connected with or embodied in the Licensed Content, unless otherwise provided under this Agreement. 4.6 If the Licensed Content contains any products and services of any third party, Cocos may provide the relevant agreements or other documents of such products or service as attachments (in a specific folder in the software installation package), and they may be expressed in the form of "Software Licensing Agreement", "Authorization Agreement", "Open Source Code License" or other forms. Such agreements or documents shall constitute a part of this Agreement and shall have the same legal effect as this Agreement. You shall comply with those agreements and documents. If you fail to comply with these requirements, the third party or governmental authority may bring a lawsuit, impose fines or take other sanctions against you, and may require assistance from Cocos. You shall bear sole legal responsibility. 4.7 You agree to be identified as a "customer" of Cocos, and that Cocos is licensed to use or mentioned the name, trademark of the developments/works/products you generated by using the Licensed Content. Cocos may include a brief description of your use of the Licensed Content in marketing materials. With respect to the developments generated by you using the Licensed Content, you agree to license Cocos to advertise and publicize the developments and relevant materials worldwide, including but not limited to publish on official websites, public accounts, PR materials, salon, offline displays and other activities. The scope of the licensed materials shall include but not be limited to the name, trademark, logo, project name, project logo, project materials (including screenshots and screen recordings of the project) and other project-related contents. Your licensing hereunder will not change your ownership and intellectual property right to responding secondary developments/works/products. 4.8 You agree to retain the copyright notice, trademark notice and other ownership notices and disclaimers for Cocos in any products developed by you. The statement shall be provided in the following form: "[Product name] uses Cocos Cyberpunk. Cocos is a trademark or registered trademark of Xiamen Yaji Software Co., Ltd. in the People's Republic of China and elsewhere" ("【产品名称】使用了Cocos Cyberpunk。Cocos 是厦门雅基软件有限公司在中国和其他国家或地区的商标或注册商标”") "[Cocos], Copyright – [year], Xiamen Yaji Software Co., Ltd. All rights reserved." (使用了【Cocos】，版权所有–[年份], 厦门雅基软件有限公司保留所有权利。)

5. Privacy

Your privacy is important to Cocos. Please review our privacy policy [https://download.cocos.com/CocosUdc/agreement/Cocos_Privacy_Policy_en_20200904.html]. It describes how Cocos collects, uses and shares information when you use the Content.

6. Disclaimer

Nothing in this Agreement will prejudice any statutory rights that you have that may not be waived. Some countries, states, provinces or other jurisdictions do not allow the exclusion of certain warranties or the limitation of liability as stated in this and the next sections, so the below terms may not fully apply to you. In those jurisdictions, the exclusions and limitations below apply only to the extent permitted by the applicable laws of such jurisdictions.

THE LICENSED CONTENT IS PROVIDED BY THE CONTENT LICENSOR ON AN “AS IS” AND “AS AVAILABLE” BASIS. NONE OF THE CONTENT LICENSOR, ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS, AND, IF COCOS IS NOT THE CONTENT LICENSOR, COCOS(“CONTENT LICENSOR PARTIES”) MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE LICENSED CONTENT. YOUR USE OF THE LICENSED CONTENT IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, THE CONTENT LICENSOR PARTIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT. THE CONTENT LICENSOR PARTIES DO NOT WARRANT THAT THE LICENSED CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE FOREGOING WARRANTY DISCLAIMERS WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT.

7. LIMITATION OF LIABILITY

TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, THE CONTENT LICENSOR PARTIES WILL NOT BE LIABLE FOR ANY LOSS OF PROFITS OR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, THE CONTENT LICENSOR PARTIES’ AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT WILL NOT EXCEED THE GREATER OF RMB1,000 AND THE TOTAL AMOUNTS YOU HAVE PAID (IF ANY) FOR LICENSED CONTENT UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO SUCH LIABILITY. SEEKING DAMAGES AS LIMITED BY THIS SECTION 12 SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY ACT OR OMISSION OF THE CONTENT LICENSOR PARTIES. THE PARTIES ACKNOWLEDGE AND AGREE THAT THESE LIMITATIONS OF LIABILITY AND EXCLUSIONS OF POTENTIAL DAMAGES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT.

8. INDEMNIFICATION

This section only applies to the extent allowed by the applicable laws of your jurisdiction. If the applicable laws of your jurisdiction do not allow you to enter into the indemnification obligation below, then you assume, to the extent permitted by the applicable laws of your jurisdiction, all liabilities, damages, judgements, awards, losses, costs, expenses, and fees (including reasonable attorney and expert witness fees) that are the stated subject matter of the indemnification obligation below.

You agree to indemnify and hold harmless the Content Licensor Parties from and against all liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorney and expert witness fees) arising out of or in connection with any third-party claims, demands, or actions (i) that, if true, would involve a breach by you of this Agreement (including, without limitation, any distribution or sublicensing of the Licensed Content in violation of this Agreement) or (ii) related to your Project or your exercise of the License (except to the extent the third party is alleging your authorized use of unmodified Epic developed Licensed Content originally provided to you by Epic under this Agreement infringes any patent, trademark, or copyright).

9. GOVERNING LAW AND JURISDICTION

Any dispute or claim by you arising out of or in connection with this Agreement will be governed by the laws of the People's Republic of China, excluding its choice of law rules. You and Cocos agree to submit to the exclusive jurisdiction of the courts in the People's Republic of China. If any dispute or dispute arises between you and Cocos, you and Cocos shall first be resolved through friendly negotiation; if negotiation fails, you agree to submit such dispute or dispute to the people's court with competent jurisdiction located in the place where this Agreement is entered into.

10. MISCELLANEOUS PROVISIONS

10.1 No implied license or implied right is granted from Cocos under this Agreement, and all rights except the rights expressly granted hereunder are reserved to the Cocos or corresponding licensors(if any). 10.2 You agree that if Cocos fails to exercise or enforce any legal right or remedy set forth herein (or under any provision of law in favor of Cocos), it will not be deemed to be a waiver by the Cocos of such right or remedy and such right or remedy will still be exercisable by Cocos. 10.3 This Agreement is signed at Siming District, Xiamen City, Fujian Province, People's Republic of China. 10.4 The headings of the articles are only for convenience of reading and have no actual meanings themselves and shall not be taken as the basis for the interpretation or construction of this Agreement. 10.5 Where any provision of this Agreement is invalid or unenforceable due to any reason, the remaining provisions shall still be valid and be binding upon both parties. 10.6 The provisions relating to intellectual property rights, limitation of liability and indemnification, governing law and jurisdiction, and any other provisions by their nature intended to continue in existence, shall survive the termination of this Agreement. 10.7 To the maximum extent permitted by law, Cocos shall have the right to final interpret this Agreement. 10.8 If this Agreement is made in Chinese, English or other languages and there are various versions, the Chinese version shall prevail in the event of any inconsistency between the versions. 10.9 If you have any questions and comments on the content of this Agreement, you may contact us at [contact@cocos.com].