This UNIGINE SDK Browser End User License Agreement ("Agreement") is a legal contract between you, either an individual or legal entity acting through its duly authorized representative (“Developer”), and UNIGINE HOLDING S.à r.l. (“UNIGINE”).
UNIGINE GRANTS YOU A LICENSE TO USE THE UNIGINE SDK BROWSER (“SOFTWARE” or “BROWSER”) UNDER THE TERMS AND CONDITIONS SET OUT IN THIS AGREEMENT.
READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE INSTALLING, COPYING OR USING THIS SOFTWARE AND RELATED DOCUMENTATION (THE “DOCUMENTATION”). UNIGINE AND/OR ITS AFFILIATES OWN ALL INTELLECTUAL PROPERTY RIGHTS IN THE SOFTWARE. THE SOFTWARE IS COPYRIGHTED AND LICENSED TO YOU UNDER THIS AGREEMENT, NOT SOLD TO YOU.
IN ANY CASE, WHATSOEVER UNIGINE SHALL BE DULY AUTHORIZED TO ENTER INTO THIS AGREEMENT.
BY INSTALLING, COPYING OR OTHERWISE USING THIS SOFTWARE WHATSOEVER YOU ACCEPT ALL TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT WANT TO BE BOUND BY ITS TERMS, DO NOT INSTALL, COPY OR USE THIS SOFTWARE, CEASE USING THIS SOFTWARE AND REMOVE ALL INSTALLED COPIES AS WELL AS ALL INSTALLATION PACKAGES AND FILES.
You may use the Software with the following ways:
- register your account on UNIGINE’s Website or integrate with your existing account on UNIGINE’s Website;
- download, install, activate and launch a software development kit (SDK) for creation Final products, its updates and content;
- create projects for development Final products;
- access to SDK Add-ons library and Knowledge database with documentation and maintenance services; browse through various Samples, including UnigineScript, C++ API, C# API, 3rd party.
For more details about SDK see UNIGINE SDK End User License agreement here: https://unigine.com/company/legal/.
UNIGINE’s Website shall mean the website of the unigine.com domain, as well as other subdomains of the unigine.com domain.
1. License
1.1. Grant of license.
1.1.1. UNIGINE hereby grants to you, and you accept, a non-exclusive, non-transferable, non-sublicensable, license to use the Software in executable, machine-readable, object code form only, as an installation package intended for the purposes of the Software use provided above, on a single workstation, to the extent, and using methods, permitted by this Agreement. All rights not expressly granted to you by this Agreement are reserved by UNIGINE. The Software shall not be used except as expressly granted or permitted by this Agreement.
1.1.2. The Software under this Agreement can and is permitted to be used only in the online mode (i.e. constant Internet access is required).
1.1.3. The aspects of providing Internet access, as well as data transfer and telematic services to you are not governed by the terms and conditions contained herein. You are solely responsible for maintaining continuous Internet access.
1.1.4. Transfer of rights to use the Software is performed by granting access according to the following procedure: sending account credentials (login, password) and/or network address, providing access to the Software, to your email address, your first and last names, your nickname, password, provided by you when filling in an Application form while registering your Personal Account at UNIGINE’s Website or at Browser. You may also gain access to a download link to an installation package (setup file) of the Software in machine-readable form (object code only).
1.1.5. At the moment of granting access UNIGINE grants, and the Developer accepts the right to use the Software, even in case if the Software was not actually used afterward in any form whatsoever during the term of the Agreement.
1.1.6. The Software under this agreement also means all updates, upgrades, improvements, enhancements, modifications, bug fixes, amendments to the Software made by UNIGINE and made available to you as a Developer via electronic communication channels (including, but not limited to UNIGINE’s Website).
1.2. Scope of use and restrictions.
1.2.1. You may use 1 (one) copy of the Software on a single workstation during the term of this Agreement within the license territory.
1.2.2. Under this Agreement the use of the Software means granting you the rights to:
a. register your account on UNIGINE’s Website http://developer.unigine.com or integrate with your existing account on http://developer.unigine.com;
b. download, install, activate and launch a software development kit (SDK) for creation Final products, its updates and content;
c. create projects for development Final products;
d. access to SDK Add-ons library and Knowledge database with documentation and maintenance services; browse through various Samples, including UnigineScript, C++ API, C# API, 3rd party.
1.2.3. Under this Agreement, you are prohibited from:
a. distribution of the Software (or its part) in any form whatsoever, including the transfer of your account credentials to a third party;
b. complete or partial sublicensing of the Software in any form whatsoever (except as it is permitted by this Agreement);
c. reverse engineering and other actions with the Software aimed at obtaining information about the implementation of algorithms used in it, creating derivatives or modifications using or based on the Software except for the cases of the legal use of parts of the Software under the terms and conditions of this Agreement;
d. performing activities aimed at complete or partial copying of the Software (emulation, decompiling, disassembly, decoding, modification and other similar actions with the Software, except as expressly permitted under this Agreement);
e. leasing or renting your rights regarding the Software under this Agreement;
f. publication of the Software in the public domain including the transmission of a copy of the Software or any of its components over the Internet, granting access (including terminal access) to the Software to several users simultaneously;
g. performing any actions which present or may present a threat to the normal operation of UNIGINE’s website.
1.3. Term and Territory.
1.3.1. The Agreement is effective from the Effective Date of License (the right to use the corresponding UNIGINE SDK) unless otherwise provided herein. The license term of UNIGINE SDK use is provided by UNIGINE SDK End User License agreement.
1.3.2. In case you breach any of the restrictions or other requirements regarding the use of the Software and/or UNIGINE SDK UNIGINE reserves the right to restrict your use of the Software along with UNIGINE SDK, UNIGINE shall send a notification to the Developer's address provided in the Application form or informs the Developer in any other form deemed suitable by UNIGINE. If the breach is not cured within 10 (ten) days upon sending such notification, the Agreement shall be deemed terminated, immediately upon sending such notification, and you shall immediately remove all copies of the Software and desist from using it in any form whatsoever.
1.3.3. You may terminate this Agreement at any time by uninstalling and removing the Software from your computer/device and/or by ceasing to use your account(s) as well as by sending a corresponding letter to the following email address: support@unigine.com (in any form). UNIGINE reserves the right to terminate this Agreement without notice to you in case you breach or fail to comply with any of the terms and conditions described herein.
1.3.4. UNIGINE shall not be financially liable as well as it shall not be liable for any loss of profit or direct damages due to the termination of the License and shall not refund any fees (either in part or in full) already paid for use of the Software. UNIGINE shall not be liable for any damages or expenses incurred due to the expiration of the license term. UNIGINE shall not be liable for any damages or harm the Developer as well as third parties have incurred or may incur due to misinterpretation of or a failure to understand the terms and conditions of this Agreement and/or documentation governing the use of the Software.
1.3.5. There are no territory restrictions regarding the use of the Software, except for the restrictions provided for in clause 6.6 of this Agreement.
1.4. Updates, replacement, other conditions.
1.4.1. Under this Agreement, you shall have the right to update the Software if and when they are released for a period of this Agreement.
1.4.2. You agree that some updates of the Software provided by UNIGINE are obligatory. UNIGINE may inform you about available updates via notifications in the Personal Account or by email. In case of failure to install any such updates, when downloading and installing the Software is required, the Software may function improperly or cease to function completely. In this case, UNIGINE sends a reminder about the obligatory character of such updates to your email address or informs you in any other form at the discretion of UNIGINE.
2. Intellectual property, personal data and confidentiality.
2.1. Use Reporting, License Violations, and Remedies.
UNIGINE reserves the right to gather data on IP addresses and other information deemed relevant, to ensure that the Software is being used under the terms of this Agreement. Any unauthorized use shall be considered by UNIGINE to be a fundamental breach of this Agreement and will result in immediate termination thereof. UNIGINE also reserves the right to gather Software crash reports. Such reports shall not contain any personal data.
2.2. Proprietary Rights to Software and Trademarks.
You acknowledge that the Software is proprietary to UNIGINE and is protected under the applicable laws and international copyright and other treaties. You also acknowledge and agree that, as between you and UNIGINE, UNIGINE owns and shall continue to own all exclusive (including possession, use, and disposal) right, title, and interest in and to the Software, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant you any exclusive property rights to the Software, but only a limited right of use that is revocable under the terms of this Agreement. Any and all trademarks or service marks used by UNIGINE in connection with the Software are marks owned by UNIGINE. This Agreement does not grant you any right, license, or interest in such marks, and you shall not assert any right, license, or interest in such marks or any words or designs that are confusingly similar to such marks.
2.3. Confidentiality and data collection.
2.3.1. You shall cooperate with and assist UNIGINE in identifying and preventing any unauthorized use, copying, or disclosure of the Software or any part thereof.
2.3.2. The Developer hereby expressly grants UNIGINE the right to transfer, collect in UNIGINE’s database, keep, or otherwise process the following personal data and information: first name, last name, nick name and ID of a user account at developer.unigine.com, position, name of company, e-mail address, password, website, IP-address, release number and Edition of the Software, hardware configuration, operating system version for better use of the Software within the period of the License term. This data and information will not be transferred by UNIGINE to any third party in any form.
3. Indemnification.
3.1. The responsibility for violation of this Agreement, the legislation of the user's jurisdiction and international legislation in terms of the rules for using, owning and disposing of the Software lies with the user.
3.2. You will, at your own expense, indemnify and hold UNIGINE, and its subsidiaries and affiliates, and all officers, directors, and employees thereof, harmless from and against any and all claims, actions, liabilities, losses, damages, judgments, grants, costs, and expenses, including reasonable legal fees (collectively, “Claims”), arising out of any use of the Software by you, any party related to you, or any party acting upon your authorization in a manner that is not expressly authorized by this Agreement.
4. Disclaimer.
4.1. THE SOFTWARE IS LICENSED "AS IS", AND UNIGINE DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE EXTENT AUTHORIZED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, UNIGINE EXPRESSLY DOES NOT WARRANT THAT THE SOFTWARE WILL MEET DEVELOPERS REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. DEVELOPER ASSUMES RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE RESULTS OBTAINED FROM YOUR USE OF THE SOFTWARE. YOU SHALL BEAR THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE SOFTWARE.
4.2. UNIGINE shall not be liable for any consequences resulting from the server maintenance caused by any external factors and/or acts of third persons beyond the control of UNIGINE, force majeure events, etc.
4.3. UNDER NO CIRCUMSTANCES AND NO LEGAL THEORY, WHETHER IN TORT, NEGLIGENCE, CONTRACT OR OTHERWISE, SHALL UNIGINE BE LIABLE TO YOU OR ANY AFFILIATED PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, OR EXTRA-CONTRACTUAL DAMAGES OF ANY KIND, LOSS OF GOODWILL, LOSS OF PERSONNEL SALARIES, LOST PROFITS OR REVENUE, DAMAGES DUE TO WORK STOPPAGE AND/OR COMPUTER FAILURE OR MALFUNCTION, AND/OR COSTS OF PROCURING SUBSTITUTE SOFTWARE OR SERVICES, WHETHER OR NOT FORESEEABLE, EVEN IF UNIGINE HAS BEEN ADVISED OF THE POSSIBILITY OR PROBABILITY OF SUCH DAMAGES.
4.4. By accepting this simple non-exclusive license you shall be fully liable for validity and correctness of the data about you as a Developer provided by you, including the cases when a third party gains access to the Software through your fault. UNIGINE shall not be liable whatsoever in case if a third party gains access to the Software. You must take all necessary measures to prevent the disclosure of your login and password as well as the use of the Software by any third party.
5. General terms.
5.1. Governing Law.
This Agreement shall be construed and interpreted under English law. To the extent permitted by law, the provisions of this Agreement shall supersede any provisions of the appropriate local and international laws. Any dispute, controversy or claim arising out of or relating to this Agreement, including without limitation, the breach, termination, or invalidity thereof, shall, on the written demand of either Party delivered to the other Party, be determined and settled by arbitration under the UNCITRAL Arbitration Rules in effect on the date of this Agreement.
5.2. Severability.
If any term or provision of this Agreement is declared void or unenforceable in a particular situation, by any judicial or administrative authority, this declaration shall not affect the validity of enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation.
5.3. Names and headings.
The name of this Agreement as well as headings of sections and paragraphs contained herein are incorporated for reference purposes only and shall not affect the meaning or interpretation of this Agreement.
5.4. Non-waiver.
The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.
5.5. Amendments to the Agreement.
UNIGINE reserves the right to amend this Agreement at any time as it deems appropriate. In the event of any inconsistency between this Agreement and its current version, the current version shall always prevail. The current version is permanently available to Developers on the UNIGINE website. UNIGINE will inform the Developers about amendments to this Agreement or the date of their publication on the UNIGINE website by means of an information letter posted on the official UNIGINE website or in any other way UNIGINE deems appropriate. The Developer undertakes to independently follow the changes in the Agreement and its annexes by periodically reviewing the current version, at least once a month. The User is solely responsible for any consequences resulting from failure to familiarize themselves with the Agreement and its annexes. By continuing to use Software after receiving such notification, the Developer accepts all terms and conditions of the current version of the Agreement.
5.6. Restrictions.
UNIGINE and Developers shall comply with all national and international laws and regulations applicable to the Software as well as restrictions concerning End-Users, procedures and regions of end-use including the ones regarding requirements for personal data processing.
5.7. Entire agreement.
This Agreement constitutes the complete and exclusive agreement between you and UNIGINE concerning subject matter hereof and supersedes all prior or contemporaneous oral or written communications, proposals, representations, understandings, or agreements not specifically incorporated herein.
5.8. Notifications.
All notifications under this Agreement, unless otherwise provided herein, can be sent by one party to another (1) by email a) to the email address provided by you when filling in an Application form while registering your Personal Account at UNIGINE’s Website or at Browser, and to UNIGINE’s address specified in Section 6.9 of this Agreement; 2) sending an electronic notification to the Developer via the Personal Account; 3) by post or courier delivery with delivery confirmation.
5.9. Contact information and UNIGINE details.
UNIGINE Website: https://unigine.com/
Should you have any questions, please contact us: licensing@unigine.com
© Unigine Holding S.à r.l., 2024. All rights reserved.
UNIGINE details:
UNIGINE HOLDING S.à r.l.
Legal address: 9bis rue Basse, 4963 Clemency, Luxembourg, Luxembourg.
CEO Denis Shergin
Last updated: March 11, 2024.