SunnySide Alpha EULA
End User License Agreement
PLEASE READ THIS AGREEMENT BEFORE INSTALLING AND/OR RUNNING THE GAME. INSTALLATION AND/OR OPERATION OF THE GAME INDICATES YOUR ACCEPTANCE OF THIS AGREEMENT.
THIS END USER LICENSE AGREEMENT (this “Agreement”) is between you (“Tester”, “You”, and “Your”), and RainyGames LLC, a Texas limited liability company (“RainyGames”) by which you agree to participate in testing the video game (the “Test”) with the working title SunnySide (the “Game”). Any violation of this Agreement will result in the immediate termination of your Testing License to use the Game and your ability to participate in the Test.
You represent and warrant that you are an individual eighteen (18) years of age or older.
IF YOU ARE UNDER 18 YEARS OF AGE, YOUR PARENT OR LEGAL GUARDIAN MUST AGREE TO THIS AGREEMENT ON YOUR BEHALF.
You certify that (a) you are not an employee or affiliated with an organization offering a competing product to the Game, (b) you are not involved in the testing, marketing, development or production of any competing product and (c) you are not affiliated with or acting for the benefit of anyone who is involved in such activities.
The Test will continue until it is ended by RainyGames (the “Testing Period”). RainyGames may end the Testing Period at any time in its sole discretion.
Your participation in the Test is entirely voluntary. RainyGames has not and will not request or require that you dedicate a minimum number of hours to testing the Game. You may also stop participating in the Test at any time.
You agree to uninstall and delete all copies of the Game at the end of the Testing Period.
Your Obligations as a Tester
In consideration for being provided a free test copy of the Game, the Testing License, and the opportunity to participate in the Test, you agree to:
Test, evaluate, and analyze the Game and specific aspects of it as directed by RainyGames, which may include, but is not limited to the Game’s operations, features, functions, capabilities, performance, documentation, and installation, and you agree to comply with all reasonable requests made by RainyGames regarding such testing, evaluation, and analysis.
Provide feedback, analysis, suggestions, bug reports, error reports, defect reports, and comments to RainyGames throughout the test in the form specified from time to time by RainyGames (collectively, “Feedback”). RainyGames may require you to use a bug tracking program or procedure and you agree to comply with any such request.
RainyGames grants you a limited, revokable, royalty free, non-transferrable, non-sublicensable, non-exclusive right and license to install and use the Game so that you may participate in the Test (the “Testing License”). All commercial uses of the Game are strictly prohibited; you may not transfer, copy, rent, lease, or otherwise distribute the Game.
The Testing License will automatically terminate at the end of the Testing Period.
RainyGames reserves the right to revoke the Testing License at any time, and for any or no reason.
Upon the termination, expiration, or revocation of the Testing License, you may no longer use the Game.
RainyGames encourages you to publicly discuss the Game and to create streaming content on platforms such as Twitch and YouTube.
During the Testing Period, RainyGames grants you a limited, revokable, royalty free, non-transferrable, non-sublicensable, non-exclusive right and license to use, display, and publish the Game, Game materials, and associated copyrights and trademarks for the sole purpose of creating social media content related to the Game. After the conclusion of the Testing Period, you may continue to display, publish, promote, distribute, and exploit then-existing content in perpetuity.
Any social media posts will be truthful and not misleading or deceptive regarding your honest opinion, findings, beliefs, and experience with the Game.
You agree to (i) minimize profane language and avoid political, religious, and other controversial topics; (ii) not use the Game to promote the use or sale of alcohol, illegal drugs, tobacco, firearms, weapons, or the use of any of the foregoing; (iii) avoid all discriminatory, offensive, hateful, and sexual comments and images; and, (iv) display only images, video and animations, music and sounds, trademarks, logos, products, and other copyrighted materials which you have obtained the right to use.
You own your social media posts. Notwithstanding anything else in this Agreement, RainyGames acknowledges that all right, title, and interest in and to the social media posts will remain with you.
You may be required to create an account to use the Game and participate in the Test. You agree that you do not have any ownership or property interest in any such account, or in any content accessible by you as part of the Game.
Limitations and Restrictions
In addition to the other obligations set forth in this Agreement:
You agree to not disclose the results of any study, review, or benchmark tests of the Game to any third party without RainyGames’ prior written approval.
You agree to not circumvent any technical limitations or any copying or usage restriction mechanisms in the Game.
You agree to not reverse engineer, disassemble, de-encrypt, decompile, or otherwise derive the design, logic, or structure of any prototypes, software, or other tangible or intangible objects which embody the Game.
You agree to not copy the Game, in whole or in part, or otherwise create derivative works of the Game.
The Testing License is your sole and complete consideration. RainyGames will not pay you for your participation in the Test, your Feedback, or any social media posts you make regarding the Game, and you acknowledge that RainyGames has not made any other promises, whether express or implied, regarding any other form of consideration. Your participation in the Test does not grant you a right to a license to use the Game at any time after the conclusion of the Test Period, but you may continue to publish then-existing social media content in perpetuity.
Code of Conduct
RainyGames wants you and other users to have a great experience testing the Game. When playing the Game and communicating with RainyGames and other Test participants on platforms provided or controlled by RainyGames, you agree to comply with the following code of conduct:
- Exhibit common courtesy to all RainyGames personnel and other users. Do not behave in any way that is threatening, intimidating, lewd, demeaning, derogatory, invasive of privacy, or abusive. RainyGames has a zero-tolerance policy towards bullying, hate speech, sexual harassment, or making demeaning or threatening statements toward any person or group.
- Vulgar expressions, language, abusive behavior, and verbal harassment of RainyGames personnel and other users will not be tolerated and are grounds for the immediate revocation of the Testing License.
- Personal information that you communicate within the Game or in connection with the test or its reporting features may be seen and used by others and result in unsolicited communications. RainyGames strongly advises you to not disclose any personal information about yourself in your public communications within the Game or any Game test environment.
- RainyGames is not responsible for information that you choose to communicate to other users within the Game or the Game test, or for the actions of other users.
- All communications via public communications platforms such as Facebook, Twitter, and Discord with other Game testers or with RainyGames during the Testing Period are public communications, and you have no expectation of privacy in such communications which means that RainyGames has the right to monitor any such communications.
- Do not share your personal information or your account information with anyone and do not attempt to gain access to someone else's personal information. RainyGames will never ask you for passwords to your accounts and you should never give them out.
As part of your participation in the Test, RainyGames may reveal Confidential Information to you regarding its business, operations, and product plans. You agree to only use Confidential Information for the purpose of participating in the Test and evaluating the Game. Further, you agree to:
- Take all reasonable steps to prevent disclosure of Confidential Information.
- Not disclose, publish, or disseminate the Confidential Information.
- Not copy or reproduce any Confidential Information.
- Not reverse engineer, disassemble, de-encrypt, decompile, or otherwise derive the design, logic, or structure of any prototypes, software, or other tangible or intangible objects which embody Confidential Information.
- Promptly notify RainyGames of any misuse or misappropriation of Confidential Information.
For the purposes of this Agreement, “Confidential Information” includes, but is not limited to the following:
- Any information regarding RainyGames personnel, including their names, titles, and contact information.
- Any passwords, access, and information provided to you for message boards, private testing software access, and reporting programs and systems.
- Any private communications between you and RainyGames personnel.
- Any information or discussions or postings from private boards or forums for the Game, whether made by you or others.
- Any information that would allow people who are not Test participants to obtain access to it or to the Game.
- Any other information provided to you by RainyGames regarding its business plans, operations, finances, or other non-public information.
- You acknowledge and agree that unauthorized disclosure or use of the Game or Confidential Information could cause RainyGames irreparable harm and significant injury that may be difficult to ascertain and for which RainyGames would not have an adequate remedy of monetary damages, and that accordingly, RainyGames will be entitled to seek injunctive relief to curtail such disclosure or use.
The nondisclosure and confidentiality provisions of this Agreement shall survive the termination of this Agreement and the duty to hold such information in confidence shall remain in effect for five (5) years, or if the Confidential Information is a trade secret, until the Confidential Information no longer qualifies as a trade secret, whichever is longer.
Intellectual Property Rights
- All Feedback is entirely voluntary, and RainyGames will be free to use such Feedback as it sees fit and without any obligation to you. All Feedback is the sole and exclusive property of RainyGames. You hereby assign all you right, title and interest in Feedback, including all intellectual property rights related thereto to RainyGames. Under no circumstances will RainyGames be liable for any payment to you for any Feedback you provide.
- The Game is protected by copyright, trademark, and other laws of the United States and other countries. Nothing in this Agreement gives you the right to use RainyGames’ name, the Game name, or any of RainyGames’ copyrights, trademarks, logos, or other distinctive brand features.
- This Agreement does not convey to you any ownership right in or to the Game or any of RainyGames’ copyrights, trademarks, or other intellectual property.
You may be required to provide RainyGames, as a condition of participating in the Test, certain personally identifiable information such as your name, date of birth, contact information, computer hardware specifications and computer software specifications (collectively, "Personal Information"). RainyGames’ retention and use of Personal Information is subject its available at, which may be updated by from time to time.
The Game may contain an automatic update, automated reporting, or other features that periodically report to RainyGames regarding your use of the Game, your configuration settings, and any errors you encounter during the Test. This functionality may continue to function after the end of the Testing Period but can be disabled by uninstalling the Game. As a participant in the Test, you acknowledge and agree to this automated reporting by RainyGames.
Your Relationship to RAINYGAMES
- Nothing in this Agreement is intended to constitute or create an express or implied partnership, joint venture, employee, contractor, agency, or other legal relationship between you and RainyGames and your participation in the Test does not constitute an offer of employment.
- Do not represent yourself as an officer, employee, contractor, or agent of RainyGames.
- Your participation in the Test is at your own risk, the Game has not been fully tested and may contain material defects or deficiencies.
- THE GAME IS PROVIDED AS-IS AND RAINYGAMES MAKES NO EXPRESS OR IMPLIED WARRANTY REGARDING THE GAME INCLUDING ITS FITNESS FOR A PARTICULAR PURPOSE OR SYSTEM INTEGRATION, WARRANTY OF MERCHANTABILITY, WARRANTY OF ACCURACY, WARRANTY OF NON-INFRINGEMENT, WARRANTY OF QUIET ENJOYMENT, OR WARRANTY OF TITLE. NO EFFORTS BY RAINYGAMES TO MODIFY THE GAME SHALL BE DEEMED A WAIVER OF THESE LIMITATIONS.
- While RainyGames intends to introduce a commercial version of the Game, you acknowledge that the Test and your participation in it does not create an obligation by RainyGames to release the Game or any similar product.
Limitation of Liability
- YOU AGREE THAT THE LIABILITY OF RAINYGAMES, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, ATTORNEYS, AND LICENSORS IS LIMITED TO THE MAXIMUM EXTENT PERMISSIBLE IN YOUR JURISDICTION.
- RainyGames shall not be liable for cumulative damages under this Agreement in excess of $250.00.
You agree that in the event of a dispute between you and RainyGames or RainyGames’ affiliates, third-party developers, or partners, you will make a good faith attempt to resolve the dispute informally for at least sixty (60) days before initiating arbitration (as provided below). This informal, good faith negotiation will commence upon receipt of written notice from you, provided also that your notice includes your full name and address (as the complaining party); the nature and basis of your claim or dispute sufficiently detailed; and the specific relief you seek.
To facilitate dispute resolution and minimize related costs, in the event good faith negotiations fail after the expiration of the 60-day period, as provided in the prior paragraph, you agree that any disputes or claims that you may have against RainyGames or RainyGames’ affiliates, third-party developers, or partners will be (except as stated below) finally and exclusively resolved by binding arbitration. Specifically, the parties each agree that all claims arising out of or relating to this Agreement (including its interpretation, formation, performance, and breach), the parties' relationship with each other and/or your use of the Product shall be finally settled by binding arbitration administered by JAMS in accordance with the provisions of its Comprehensive Arbitration Rules or Streamlined Arbitrations Rules, as appropriate, excluding any rules or procedures governing or permitting class actions.
The above arbitration provision is made pursuant to a transaction involving interstate commerce, and the Federal Arbitration Act (the "FAA") shall apply to the interpretation, applicability, enforceability, and formation of this Agreement notwithstanding any other choice of law provision contained in this Agreement. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of this Agreement, including without limitation any claim that all or any part of this Agreement is void or voidable, or whether a claim is subject to arbitration. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator's award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
The JAMS Rules governing the arbitration may be accessed at http://www.jamsadr.com/. Your arbitration fees and your share of arbitrator compensation will be governed by the JAMS Comprehensive Arbitration Rules, but will not incorporate the JAMS Class Action Procedures, and, to the extent applicable, the Consumer Minimum Standards, including the then-current limit on arbitration filing fees.
Further, you understand and agree that regardless of the country or state in which you live, arbitration will take place in Travis County, Texas, and the parties each agree to submit to the personal jurisdiction of any federal or state court in Travis County, Texas, to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
Class Action Waiver
The parties agree that any arbitration related to this Agreement will be conducted in their individual capacities only and not as a class action or other representative action, and the parties each expressly waive any right to file a class action or seek relief on a class basis. This means you can only bring a claim against RainyGames or RainyGames’ affiliates, representatives, employees, and directors in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
Notwithstanding the parties’ mutual decision to resolve all disputes through arbitration, either party may bring an action in state or federal court that only asserts claims for patent infringement or invalidity, copyright infringement, moral rights violations, trademark infringement, and/or trade secret misappropriation, but not, for clarity, claims related to the license granted to you for the Game under this Agreement. Either party may also seek relief in a small claims court for disputes or claims within the scope of that court's jurisdiction.
RainyGames agrees to provide 60-days’ notice of any changes to the arbitration provisions of this Agreement. Changes will become effective on the 60th day and will only apply prospectively to any claims arising after the 60th day.
Waiver of Jury Trial
The parties waive the right to a jury trial in any action arising out of or related to this Agreement.
This Agreement has been entered in the State of Texas and shall be construed and enforced under and is subject to applicable US federal law and the law of the State of Texas without regard to said state’s conflict of laws provisions. Choice of Forum and Consent to Personal Jurisdiction. Any disputes arising out of or relating to this Agreement which must be tried in court shall be resolved in the state and federal courts located in Travis County, Texas and the parties irrevocably consent to the personal jurisdiction and service of process of such courts.
Costs, Fees, and Expenses
Unless otherwise specified in this Agreement, in any action or proceeding by a party to enforce any of the provisions hereof, the prevailing party shall, in addition to any other award of damages or other remedy, be entitled to recover reasonable costs, fees, and expenses including attorneys' fees and costs incurred in connection with such enforcement, including any appeal.
Nothing in this Agreement shall prevent RainyGames from bringing an action for equitable or injunctive relief in a court of competent jurisdiction to compel you to comply with your obligations under this Agreement.
This Agreement constitutes the entire understanding between the parties relating to the subject matter, and this Agreement supersedes all prior representations, writings, negotiations, or understandings with respect hereto.
Changes to this Agreement
RainyGames may revise this Agreement from time to time at our sole discretion. Any such changes will not be retroactive. By continuing to participate in the Test after those changes become effective, you agree to be bound by the revised Agreement.
No waiver by RainyGames of a breach or default shall be deemed to be a waiver of any preceding, continuing, or succeeding breach of the same or any other provision.
If any provision in this Agreement is found to be invalid, illegal, or unenforceable in any respect by a court of competent jurisdiction, that provision shall be severed, and the remaining provisions shall not be affected or impaired.
If you have questions about this Agreement, please contact us at firstname.lastname@example.org. You can also contact us via postal mail at:
Attn: Sydney Stockdale
PO Box 3706
Pflugerville, TX 78691