Imagine Majesty™ License

IMAGINE MAJESTY™ GAME LICENSE

Date Last Modified: June 8, 2020

Background

The IMAGINE MAJESTY™ game (the “Game”) includes the option or ability for players (“you” or “your”) to create and use custom game modes, narratives, scenarios, and other game elements.  This flexibility allows players to use the Game’s mechanics to create unique personal experiences and challenges, which is encouraged by Imagine Majesty Productions (“IMP,” “we,” “us,” or “our”).  

In exchange for this option, we require that certain terms be agreed to and complied with, and that you grant certain rights back to us.  By purchasing or playing IMAGINE MAJESTY you agree to the following terms of this agreement (“Our License” or the “Game License”), as well as our Fan Content Policy and Code of Conduct (collectively, “Other Agreements”), which are incorporated fully herein by reference.  Copies of these documents are included with the IMAGINE MAJESTY game, and can also be viewed on our website at www.imaginemajesty.com/legal.  If you transfer your copy of the Game to someone else you must include with it copies of the Game License and the Other Agreements, or include a written notice that these agreements can be located at www.imaginemajesty.com/legal.  We may modify the Game License or Other Agreements at any time and such modification(s) will be effective upon posting to the referenced web site.  Your continued use of the Game after changes are posted constitutes your acceptance of the Game License and Other Agreements as modified.
Please carefully review the following terms, since you are agreeing to them.

Definitions:


“Game Content” means all Available Content and Fixed Content contained in or embodied by the Game, including any later-published editions, expansion packs, or supplemental materials distributed by IMP.

“Available Content” means game modes, narratives, themes, settings, interpretations of game elements, and archetype profiles, including physical embodiments of all of the foregoing, and any additional content clearly identified by us as Available Content, other than Fixed Content.

“Fixed Content” means all content and materials provided in and comprising the Game, excluding Available Content, and including without limitation, game mechanics, logos, trademarks, trade dress, audio content, video content, artwork, plots, proper nouns, character names and abilities, the name/title of any campaign, supplemental materials or expansion packs distributed by IMP, and any other content clearly identified as Fixed Content by IMP.

“Derivative Work” means any content created, produced, or resulting from use of Game Content.

“User Content” means any Derivative Work that is based on or incorporates Available Content, and which otherwise complies with the terms of Our License and the Other Agreements.

Ownership of Intellectual Property. The copyright rights and other intellectual property rights in the Game Content are owned, controlled or licensed by IMP.  Except as stated herein, no part of the Game Content may be copied, reproduced, distributed, republished, downloaded, publicly displayed, posted or transmitted in any form or by any means, including but not limited to electronic, mechanical, photocopying, printing, recording, or other means.  Except where expressly provided otherwise herein, nothing in the Game Content or this Game License shall be construed as conferring any sale or license of, or making any offer for license or sale of, any of IMP’s or any third party’s intellectual property rights, whether by estoppel, implication, or otherwise.  You agree that you will not take any action that adversely affects IMP’s intellectual property rights in the Game Content.

Imagine Majesty, Imagine Majesty Productions, the Imagine Majesty Productions logo, and the Imagine Majesty game logo are trademarks of IMP.  Any third-party marks, logos, and symbols are trademarks of their respective owners. 

You will not remove, modify, or alter any copyright or trademark notice appearing in the Game Content or on any permanent Game packaging.

Grant of License by Us: Provided that the terms and conditions of this Game License and Other Agreements are complied with, we grant to you a perpetual, worldwide, royalty-free, non-exclusive, revocable, and not-sublicensable license to use the Game Content, and to create and use Derivative Works of any Available Content, defined above as User Content.  In addition, provided that the terms and conditions of this Game License and Other Agreements are complied with, we grant you a perpetual, worldwide, royalty-free, non-exclusive, revocable, license to review and comment on the Game, to perform the Game, and to record and display such review and commentary and/or your performance of the Game, via publicly-available, free, electronic distribution means.  Access to any User Content, and any recorded or displayed review or commentary of the Game, may not be conditioned upon payment of currency, digital equivalents of currency, purchase of any additional products or services, or exchange of any other type of consideration, other than creation of a free user account.  

For the avoidance of doubt, other than provided herein, no license is granted to prepare Derivative Works based on or incorporating any Fixed Content.  A separate written agreement with us is required to produce Derivative Works based on or incorporating any Fixed Content.  The limited license to create and use User Content is limited to personal use while playing the Game (including those individuals playing the Game with you), and to the recording and displaying of your commentary or personal playing of the game (as may be further described in the Other Agreements).  No User Content produced under this agreement may be shared, sold, published, publicly displayed, distributed, or transmitted to any third parties (outside those who are at the immediate time playing the Game with you), separate and apart from the display of your commentary or performance of the Game as a whole.  

Grant of License by You: In the event that you create User Content, you grant us a perpetual, irrevocable, transferrable, worldwide, royalty-free, exclusive (except as to you) license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display any User Content that you create (in whole or in part) in any media, and to incorporate the User Content into other works, including as Game Content, in any format or medium now known or later developed.  This license is without a right of attribution to you, and is fully sublicensable by us.

The foregoing grants include the right for us to exploit any proprietary rights in your User Content, including but not limited to, rights under copyright, trademark or patent laws under any relevant jurisdiction.  You waive any and all claims that any use by us or our licensees of your User Content violates any of your rights, including moral rights, privacy rights, rights to publicity, proprietary, attribution, or other rights, and rights to any material or ideas contained in your User Content. 

Retainer and Assignment of Rights. Although not permitted under Our License, in the event that or to the extent that any Derivative Work that you produce contains Fixed Content, IMP retains all right, title and interest in and to such Fixed Content and the resulting Derivative Works, and you hereby assign any right, title, and interest in such Derivative Works to IMP.

Your Representations and Warranties: You affirm, represent, and/or warrant that you own or have the necessary licenses, rights, consents, and permissions to use and grant the license in the User Content in Section 4 above. 

Our Representations and Warranties: We affirm, represent, and/or warrant that we have sufficient rights to grant to you the license conveyed in Section 3 above.

User Content. You understand and agree that whether or not the User Content is kept privately by you, shared with us privately or publicly, or whether it is published or unpublished (under authorization or in violation of the license granted to you herein), we do not guarantee any confidentiality in the User Content.  In addition, we may modify the Game Content from time to time, and in the event that any Game Content bears some similarity or resemblance, or contains some similar attributes as your User Content, you will not object to or interfere with such Game Content.  You acknowledge that any Game Content is either independently developed by us, or is being used under the license in User Content granted to us by you under Section 4 above.

Infringement. We do not permit copyright infringing activities or infringement of intellectual property rights through the Game, and we may, in our sole discretion, revoke your license to make or use any User Content if we are notified or it is determined that such User Content infringes on another's intellectual property rights. 

Severability: Should any portion of Our License be found illegal or unenforceable, you agree that such portion shall be severed, and the remainder of Our License shall be given full force and effect.

Inability to Comply: If you are unable to comply with any of the terms of Our License with respect to some or all of the Available Content due to statute, judicial order, or governmental regulation, then you may not use any Available Content so affected.

Notice of Infringement: You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. 

If you believe that any Game Content or User Content infringes your intellectual property rights, please contact us and provide the following information:

(A) your name, address, telephone number, and e-mail address;
(B) a description of the work that you claim has been infringed;
(C) an explanation about the nature of the infringement (e.g., whether it is a trademark, copyright or other type of infringement of your intellectual property);
(D) if the material is online, the exact URL where alleged infringing material is located;
(E) if the material is not available online,  a description of each place where alleged infringing material is located;
(F) a statement by you that you have a good faith belief that the disputed use has not been authorized by you, your agent, or the law;
(G) your electronic or physical signature or the electronic or physical signature of the person authorized to act on your behalf; and
(H) a statement by you made under penalty of perjury, that the information in your notice is accurate, that you are the intellectual property owner or authorized to act on the owner's behalf.

Name and address of agent to receive notification of claimed infringement:

Danielson Legal LLC
1 Mifflin Place, Ste. 400
Cambridge, MA 02138

E-mail: legal@imaginemajesty.com (Only use this email address to report potential infringement claims and to send questions regarding the terms of Our License and the Other Agreements.  All other email messages will be deleted without response.)

Equitable Relief:  You acknowledge that a breach by you of any of the terms or conditions of Our License will result in irrevocable harm to us and that the remedies at law for such breach may not adequately compensate us for damages suffered.  Accordingly, you agree that in the event of such breach, we shall be entitled to injunctive relief or such other equitable remedy as a court of competent jurisdiction may provide.  Nothing contained herein will be construed to limit our right to any remedies at law, including but not limited to the recovery of damages for breach of this agreement.


Choice of Law and Jurisdiction: The validity, construction, interpretation, performance, and all other matters relating to this Agreement shall be governed by the laws of the North Dakota, without reference to law pertaining to choice of laws or conflict of laws.    All disputes arising from or involving the terms of or breach of this Game License shall be heard before the state or federal courts of the state of North Dakota.  By agreeing to this Game License you consent to personal jurisdiction over you by the state and federal courts of the state of North Dakota.

Waiver. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.

Termination and Survival: This License will terminate automatically if you fail to comply with all terms herein and fail to cure such breach within 30 days of becoming aware of the breach.  Paragraphs 1, 2, 4-6, and 8- 16 will survive any termination under this paragraph.

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