End User License Agreement

Updated on March 10th, 2021:

BEFORE DOWNLOADING AND USING SPACE ENGINEERS OR ANY OF ITS ASSETS, MATERIALS, OR ANY CONTENT COMPRISING OR INCLUDED WITH SPACE ENGINEERS (the “SOFTWARE”), PLEASE CAREFULLY READ THIS END USER LICENSE AGREEMENT (this “Agreement). THIS AGREEMENT GOVERNS YOUR USE OF THIS SOFTWARE AND ALL RELATED DOCUMENTATION, UPDATES, AND UPGRADES REPLACING OR SUPPLEMENTING IT, UNLESS THESE UPGRADES OR SUPPLEMENTS ARE DISTRIBUTED WITH A SEPARATE LICENSE (collectively the “Software”).

This licence agreement (Licence) is a legal agreement between you (Licensee or you) and Keen Software House (Licensor, us or we) for computer software, the data supplied with the software, and the associated media (Software) and online documents (Documents) that are necessary for the operation of the following game/s:

– Space Engineers (a Game/the Games)

We licence use of the Software and Documents to you on the basis of this Licence. We do not sell the Software or Documents to you. We remain the owners of the Software and Documents at all times. 

The PC version of the Software will be hosted by Steam, an online platform provided by Valve S.a.r.l. (in the EU) and Valve Corporation (in the US). To make use of the Software you must have a Steam account and the terms of this Licence supplement the Steam Subscriber Agreement which is located at: http://store.steampowered.com/subscriber_agreement/. 

The Xbox version of the Software will be hosted by Microsoft, an online platform provided by Microsoft Corporation with the Headquarters at Redmond, Washington, United States. To make use of the Software you must have a Xbox account and the terms of this Licence supplement the Microsoft Terms of Use which is located at  https://www.microsoft.com/en-us/legal/intellectualproperty/copyright/default .

IMPORTANT NOTICE TO ALL USERS: 

• BY CLICKING ON THE “ACCEPT” BUTTON IN THE GAME OR BY DOWNLOADING OR ACCESSING THE SOFTWARE BY ANY OTHER MEANS, YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 4.
• IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, WE WILL NOT LICENSE THE SOFTWARE AND DOCUMENTS TO YOU AND YOU MUST DISCONTINUE THE DOWNLOADING PROCESS NOW. IN THIS CASE THE DOWNLOADING PROCESS WILL TERMINATE.

You should print a copy of this Licence for future reference.

1. GRANT AND SCOPE OF LICENCE

1.1. In consideration of the payment of the Licence fee (which is part of the price you pay when you purchase a Game), we hereby grant to you a non-exclusive, non-transferable licence to use the Software and the Documents for your personal, non-commercial use (except where commercial use has been expressly permitted by us) on the terms of this Licence.

1.2. You may:

1.2.1. Download, install and use the Software for your personal purposes only and only for the purpose of the operation of the Game/s;

1.2.2. Provided you comply with the provisions in condition 2, copy the Software for back-up purposes only;

1.2.3. Receive and use any free supplementary software code or update of the Software as may be provided by us from time to time; and

1.2.4. Use any Documents in support of the use permitted under condition.  

1.3. The Software may include access to various third party/Licencor tools that can be used to create content within a Game, edit the content of a Game and generally make modifications to the Software (Development Tools).

1.3.1. You acknowledge that the game is using the Epic Online Services (EOS) third party interactive video game software developed by Epic Games. This software is provided for the peer-to-peer connectivity, that means EOS platform provides an abstraction layer to external identity providers and allows players to associate different accounts together across identity providers and a networking service that enables you to set up and manage peer-to-peer connections between network clients. Connections may be routed through a proxy back-end for better connectivity.

1.4. The Software is made available to you on an “open source” basis and therefore you may use the Development Tools to modify the Software and you may use, reproduce, publish, perform, display and distribute any modified Software you create in source or object form (subject to clauses 1.5 and 1.6 below) but solely on a non-commercial basis (except where commercial use has been expressly permitted by us) and solely in relation to the Game/s.

1.5. You must not misrepresent modified Software as the original Software and you agree to use all reasonable endeavours to credit us as the owners of the Software and modified Software as part of any modified Software created and distributed by you. Without prejudice to the generality of the foregoing, you must ensure all modified Software carries a prominent notice stating that you have modified the Software.

1.6. YOU UNCONDITIONALLY UNDERTAKE NOT TO SELL, LOAN, LEASE OR SUB-LICENCE MODIFIED SOFTWARE TO ANY THIRD PARTY USER AND YOU UNDERTAKE NOT TO TRANSFER TO, SHARE WITH OR IN ANY WAY DISTRIBUTE MODIFIED SOFTWARE TO ANY THIRD PARTY USER WHO HAS NOT ALREADY LICENSED THE SOFTWARE FROM US AND WHO IS NOT ALREADY AGREED TO THE TERMS OF THIS LICENCE. 

1.7. Without prejudice to clause 3.2 of this Licence, you grant to us a non-exclusive, irrevocable right to use, reproduce, modify, create derivative works from, distribute, transmit, broadcast or otherwise communicate your modified Software in connection with the promotion and operation of the Game.

1.8. In line with the Steam Subscriber Agreement (valid as of February 17, 2021; https://store.steampowered.com/subscriber_agreement/) points 6B and 6D, and the point 1.6 of this EULA, if you distribute or otherwise make available your modifications or derivative works of the source code or/and art assets you represent and warrant that the Workshop Contribution was originally created by you (or, with respect to a Workshop Contribution to which others contributed besides you, by you and the other contributors, and in such case that you have the right to submit such Workshop Contribution on behalf of those other contributors). You furthermore represent and warrant that the User Generated Content, your submission of that Content, and your granting of rights in that Content does not violate any applicable contract, law or regulation.

2. RESTRICTIONS

2.1. Except as otherwise permitted in this agreement, you may not use the Software or Documents or any modified Software for any purpose other than in relation to the operation of a Game. 

2.2. Except as expressly set out in this Licence or as permitted by any local law, you undertake:

2.2.1. not to copy the Software or Documents except where such copying is incidental to normal use of the Software, or where it is necessary for the purpose of back-up or operational security;

2.2.2. not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documents;

2.2.3. not to make alterations to, or modifications of, the whole or any part of the Software, nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;

2.2.4. not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such thing with the exception of the activities which: 

2.2.4.1. is used only for the purpose of achieving interoperability of the Software with another software programs; and

2.2.4.2. is not disclosed or communicated without our prior written consent to any third party; and

2.2.4.3. is not used to create any software which is substantially similar to the Software;

2.2.5. to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;

2.2.6. to include our copyright notice on all entire and partial copies and modifications you make of the Software on any medium;

2.2.7. not to provide or otherwise make available the Software in whole or in part (including but not limited to program listings, object and source program listings, object code and source code), in any form to any person without prior written consent from us; and

2.2.8. not to use the Software via any communications network or by means of remote access.

3. INTELLECTUAL PROPERTY RIGHTS

3.1. You acknowledge that all intellectual property rights in the Software and the Documents anywhere in the world belong to us, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2. You must retain, in the source form of any modified Software that you distribute, all copyright, patent, and the trade mark notices from the source form of the original Software.

3.3. This License does not grant permission to use the trade names, trademarks, service marks, or product names of the Licensor, except as required for reasonable and customary use in describing the origin of the original software.

3.4. You acknowledge that in agreeing to the terms of this Licence, you relinquish your legal rights, including your right to bring legal proceedings, in respect of any part of the Software in which you claim to own intellectual property rights. 

4. LIMITATION OF LIABILITY

4.1. You acknowledge that the Software has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Software meet your requirements.

4.2. If you are a consumer, we only supply the Software and Documents for domestic and private use. You agree not to use the Software and Documents for any commercial, business or resale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

4.3. If you are a business customer (such as an educational establishment), we only supply the Software and the Documents for internal use by your business, and you agree not to use the Software or Documents for any resale purposes. 

4.4. You acknowledge that the Software may not be free of bugs or errors, and agree that the existence of minor errors shall not constitute a breach of this Licence. 

4.5. We do not offer any warranty or guarantee in respect of the operation of your Steam Account / Xbox account and we shall have no liability to you resulting from the operation of your Steam account /  Xbox account and the effect that has on the Software 

4.6. We shall have no liability under or in connection with this Licence whether in contract, tort (including negligence), breach of statutory duty or otherwise This does not apply to the types of loss set out in condition 4.7.

4.7. Nothing in this Licence shall limit or exclude our liability for:

4.7.1. death or personal injury resulting from our negligence;

4.7.2. fraud or fraudulent misrepresentation; or

4.7.3. any other liability that cannot be excluded or limited by Czech law.

4.8. This Licence sets out the full extent of our obligations and liabilities in respect of the supply of the Software and Documents. Except as expressly stated in this Licence, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us. Any condition, warranty, representation or other term concerning the supply of the Software and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

5. TERMINATION

5.1. We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so. 

5.2. Upon termination for any reason:

5.2.1. all rights granted to you under this Licence shall cease;

5.2.2. you must immediately cease all activities authorized by this Licence; 

5.2.3. you must immediately delete or remove the Software from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Software and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

6. COMMUNICATIONS BETWEEN US

6.1. If you wish to contact us please send us your inquiry to info@keenswh.com. We will confirm receipt of this by contacting you by email. 

6.2. If we have to contact you or give you notice, we will do so by email.

7. EVENTS OUTSIDE OUR CONTROL

7.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Licence that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in condition 7.2.

7.2. An Event Outside Our Control means any act or event beyond our reasonable control, including without limitation failure of public or private telecommunications networks.

7.3. If an Event Outside Our Control takes place that affects the performance of our obligations under this Licence:

7.3.1. our obligations under this Licence will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and

7.3.2. we will use our reasonable endeavors to find a solution by which our obligations under this Licence may be performed despite the Event Outside Our Control.

8. OTHER IMPORTANT TERMS

8.1. We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence. 

8.2. We may amend this Licence at any time at our sole discretion. You can view the Licence at any time at http://www.spaceengineersgame.com/eula/. If you do not agree to the amendments or any of the terms of this Licence, your only remedy shall be to terminate the Licence. We shall not have any obligation to refund the Licence Fee.

8.3. You may only transfer your rights or your obligations under this Licence to another person if we agree in writing.

8.4. If we fail to insist that you perform any of your obligations under this Licence, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you. 

8.5. Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect. 

8.6. Please note that this Licence, its subject matter and its formation, are governed by Czech law. You and we both agree that the courts of Czech Republic will have non-exclusive jurisdiction.

Thank you and have fun!

Keen Software House

www.keenswh.com