TERMS OF SERVICE

Effective Date: 22^th of February, 2024

The terms of this agreement govern the relationship between users and UGI STUDIO Cyprus LLC, regarding the users’s use of UGI STUDIO’s services is governed by this agreement and other relevant UGI STUDIO’s polices

Before accessing or using the Services you must agree to these Term of Services and the Privacy Policy.

By registering for an Account or otherwise using the Service, you represent that you are age 13 or older.

IF THE USER INSTALLS, USES OR ENTERS THE SERVICE OTHERWISE, IT MEANS THAT THE USER ACCEPTS THE TERMS OF SERVICES. OTHERWISE THE USER MUST NOT INSTALL, USE OR ENTER THE SERVICE IN ANY OTHER WAY.

UGI STUDIO reserve the right to change, modify, add or remove portions o these Terms of Services, its Privacy Policy and other UGI STUDIO policies as necessary. Any changes will be notified by posting the updated terms on the Services. Your ongoing use of the Service implies acceptance of these modification. If you disagree with any part of the current version of our Terms of Service, Privacy Policy, or any other regulations regarding your Service usage, your access to the Services will be promptly terminated, and you must stop usage immediately.

Upon this Agreement and other relevant UGI STUDIO policies, UGI STUDIO grants the User a non-exclusive, non-transferable, non-sublicensable, revocable and limited license to access and use the Service for the User’s own non-commercial, entertainment purposes. The User must not use the Service for any other purpose.

Any use of the Service in violation of these License Limitations is strictly prohibited, can result in the immediate revocation of user limited license and may subject you to liability for violations of law.

Under no circumstances the User shall not:

UGI STUDIO is owner and shall have all rights, title, computer code, themes, objects, characters, character names, stories, dialogue, catch phrases, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, documentation, in-game chat transcripts, character profile information, recordings of games played using a UGI STUDIO game client, and the UGI STUDIO game clients and server software. UGI STUDIO reserves all rights, including without limitation, all intellectual property rights or other proprietary rights, in connection with it games and service

3.1. Submission of User Content

“User Content” means any communications, images, sounds, and all the material, data, and information that you share or send through a UGI STUDIO game client or the Service, as well as content shared or sent by other users, including chat messages. By sharing or submitting any User Content while using the Service, you confirm, assert, and guarantee that such sharing or submission:

(a) Is accurate and not confidential or deceptive;

(b) Does not violate any laws, contracts, or the rights of third parties, and that you have obtained permission from any third party whose personal information or intellectual property is included in the User Content;

(c) Is free from viruses, adware, spyware, worms, or any other harmful code; and

(d) You understand and agree that any of your personal information contained in such content will always be handled by UGI STUDIO in accordance with its Privacy Policy.

3.1.1 Content Screening

UGI STUDIO does not take responsibility for the behavior of any user who submits User Content, nor does it monitor the Service for inappropriate content or conduct. We do not have the ability to pre-screen or monitor all User Content. Your use of the Service carries inherent risks. By using the Service, you may encounter User Content that is offensive, inappropriate, or contrary to your expectations. You assume all risks associated with using any User Content available through the Service. At our discretion, our representatives or technology may monitor and/or record your interactions with the Service or communications (including chat messages) while you are using the Service.

By agreeing to these Terms of Service, you provide your unconditional consent to such monitoring and recording. You acknowledge and agree that you have no expectation of privacy regarding the transmission of any User Content, including chat messages or voice communications.

UGI STUDIO reserves the right, at its sole discretion, to review, monitor, restrict, edit, delete, disable access to, or otherwise make unavailable any User Content (including your own) without prior notice, for any reason or no reason at any time. Should UGI STUDIO choose to monitor the Service at any time, it assumes no liability for User Content and is not obligated to modify or remove any inappropriate User Content. We have the right, but not the obligation, at our sole discretion, to edit, decline to publish, or remove any User Content.

3.1.2 License to User Content

User hereby grants UGI STUDIO an irrevocable, perpetual, transferable, fully paid-up, royalty-free, worldwide license (including the right to sublicense and assign to third party) to the User Content. The said license entitles UGI STUDIO to use the User Content for any purpose, including marketing and promotion of the Service.

UGI STUDIO may in particular copy, reproduce, fix, adapt, modify, create derivative works from, manufacture, commercialize, publish, distribute, sell, license, sublicense, transfer, lease, transmit, publicly display, publicly perform, or provide access to electronically, broadcast, communicate to the public by telecommunication, display, perform, enter into computer memory, and use and practice, in any way, the User Content and all modified works and works which derive from the User Content

Upon this Agreement the User grants UGI STUDIO the right to use and exploit the User’s name, likeness and any other information or material included in any User Content and in connection with any User Content, within the scope regulated by the Privacy Policy.

User hereby waives or undertakes not to perform any rights of attribution and/or any moral rights the User may have in the User Content, regardless of whether the User Content is altered or changed in any manner unless it is prohibited by by applicable law.

UGI STUDIO does not claim any ownership rights in the User Content and nothing in this Agreement is intended to restrict any rights that the User may have to use and exploit the User Content.

3.1.3. Responsible For Your Own Content

You are solely responsibility for the information you share or post through our Service and any information you provide to others. UGI STUDIO reserves the right to decline, refuse to publish, or remove any User Content at our discretion, including content that we believe violates our Terms of Services, without needing to provide a specific reason.

While using the Service, the User may purchase a limited, personal, non-transferable, non-sublicensable and revocable license to „virtual currency”, in-game items (together with virtual currency, the „Virtual Items”) and other goods or services. UGI STUDIO may revise pricing for any reason and at any time. Only UGI STUDIO and its partners are authorized to sell the Virtual Items and other goods and services . UGI STUDIO and its affiliates shall not be liable for Virtual Items and other goods and/or services’ purchase from third parties.

Virtual Items and other goods or services may be modified, eliminated, manager, regulated or controlled by UGI STUDIO at any time, for any reason. No User’s rights arise from that UGI STUDIO’s activity.

Unless it is expressly authorized in the Service, the User must not transfer Virtual Items and other goods and services relating to the Services.

All purchases and redemptions of Virtual Items made thorugh the Service are final and non-refundable, except where required under applicable law.

You are responsible for covering all fees. And relevant taxes incurred by yourself or anyone using and Account registered to you. UGI STUDIO reserves the right to adjust the pricing for Virtual Items offered through the Service at any time. YOU UNDERSTAND THAT UGI STUDIO IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASONS, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR UNUSED VIRTUAL ITEMS WHEN AN ACOUNT IS CLOSED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY.

To provide the Service’s proper performance, UGI STUDIO at its sole discretion, has the right to update its Service without prior notification. To continue using of the UGI STUDIO’s Services the User must accept these updates, including updates of third parties’ software from time to time.

UGI STUDIO does not warrant that its Services will be accessable for User at the times or locations choosed by the User, are error-free or free of viruses or other harmful components, as well as UGI STUDIO does not warrant that its Services will suit the User’s purpose of use.

As far as it is permitted by law, UGI STUDIO is not liable to the User for any damages, including loss of revenues, lost profits, data, business interruption, or other unless these damages arise from UGI STUDIO’s gross negligence or willful misconduct or from death or personal injury arising from UGI STUDIO’s any negligence or fraud. This Agreement does not affect any statutory rights of the consumer. However, UGI STUDIO shall not be liable to the User for any indirect, incidental, consequential, special, punitive, or other similar damages, whether based on contract, tort, or any other legal theory, and whether or not UGI STUDIO has been advised of the possibility of such damages. To the extent not prohibited by law, UGI STUDIO shall not be liable to the User for more than the amount paid by the User to UGI STUDIO within the six (6) months immediately preceding the date on which the User first asserts a claim. The User acknowledges and agrees that if they have not paid anything to UGI STUDIO during such time period, their sole remedy (and UGI STUDIO’s exclusive liability) for any dispute with UGI STUDIO is to stop using the service and to cancel their account. Nothing in this Agreement shall affect the statutory rights of any consumer or exclude or restrict any liability resulting from UGI STUDIO’s gross negligence or willful misconduct or for death or personal injury arising from any negligence or fraud of UGI STUDIO. Furthermore, the User agrees to indemnify, defend, and hold UGI STUDIO (and its officers, directors, agents, subsidiaries, joint ventures, and employees) harmless from any claim, demand, damages, or other losses, including reasonable attorneys’ fees, asserted by any third-party resulting from or arising out of the User’s use of the service or any breach of these Terms of Service, except if the infringement of rights is not attributable to the User’s intentional or negligent behavior.

If a dispute arises between you and UGI STUDIO, we strongly encourage you to first contact us directly to seek a resolution by going to our customer support site at https://ugi-studio.com/support/ . This Agreement and any dispute arising out of it or UGI STUDIO’s privacy policy are governed in all aspects by the laws of the Cyprus. Any claim arising out of it shall be resolved exclusively by the competent court in Limassol, Cyprus.

If any provision of this Agreement or of the UGI STUDIO Privacy Policy is found illegal or unenforceable, in whole or in part by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability and no other provision will be affected.

UGI STUDIO may assign or delegate these Terms of Service and/or the UGI STUDIO Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Policy without UGI STUDIO’s prior written consent, and any unauthorized assignment and delegation by you is ineffective.

UGI STUDIO may publish additional policies related to specific services such as forums, contests or loyalty programs. Your right to use such services is subject to those specific policies and these Terms of Service.

This Agreement, together with any documents referred to in it, constitutes the entire agreement and understanding between UGI STUDIO and you and supersedes any previous agreements or understanding of the parties hereto relating to the subject matter hereof, whether electronic, oral or written or whether established by custom, practice, policy or precedent.

If UGI STUDIO fail or delays to enforce its rights under this Agreement or other policies, it shall not preclude UGI STUDIO from taking legal or other actions to enforce its rights. Any prior failure or delay shall not constitute a defense. Any waiver of UGI STUDIO to enforce its rights shall be made in writing to be valid and applies only to the certain rights, the waiver does not apply for any future claims, demands or damages, unless it is expressly stated.

We may notify you via postings on https://ugi-studio.com and via e-mail or any other communications means to contact information you provide to us. All notices given by the User or required from this Agreement or UGI STUDIO’s other policies, shall be made via UGI STUDIO’s e-mail: [email protected].

UGI STUDIO reserves the right to make changes to this Agreement, if necessary, in particular for legal reasons or in connection with changes in the services provided. In the event of such a circumstance, the User shall be informed and UGI STUIDO shall publish the current wording of the Agreement with the date of amendments on https://ugi-studio.com

UGI STUDIO shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of UGI STUDIO, including without limitation any failure to perform hereunder due to unforeseen circumstances or cause beyond UGI STUDIO’s control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.

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