NOMNIVORE GAMES INC. END USER LICENSE AGREEMENT

The purpose of this agreement and the terms below is to enable us to keep working on making great content for our players and help protect Nomnivore Games Inc. (“Nom”). This license is a legal agreement between you and Nom and describes the terms and conditions for downloading and using materials from the Nom website. If you break these rules, we may have to revoke the privilege to use any of the downloadable documents found on our website (eBooks, pdfs, maps, character sheets, art assets, characters, rulebooks, etc., are collectively known as “Game Materials”). In addition, if we think it is necessary, we reserve the right to work with our lawyers to enforce this Agreement.

If you buy, download, or use any of the Game Materials described below, you are agreeing to follow the rules of this end user license agreement (“EULA”). If you do not agree to follow these rules, then you must not buy, download, or use any of the Game Materials. This EULA is a contract; you are granted the below rights in consideration of your acceptance of the rules below, and Nom grants you the below rights in consideration of the benefits that Nom receives from making the Game Materials available under the below rules.

The Golden Rule

Our golden rule is that you must not distribute anything we’ve made, including the Game Materials, unless we specifically agree to it. By “distribute anything we’ve made” what we mean is:

  • give copies of our Game Materials to anyone else;
  • make commercial use of anything we’ve made;
  • try to make money from anything we’ve made; or
  • let other people get access to anything we’ve made in a way that is unfair or unreasonable;

unless we specifically agree to it.

To be clear, the “Game Materials” or “anything we’ve made” includes, but is not limited to, the following digital materials provided by Nom, or any physical copies you make of: support kits, development kits, campaigns, maps, character sheets, music, artwork, or any other Nom product.

This is important to us because we are a small, indie game studio, and everyone needs to eat. Everyone here at Nom wants to keep making cool stuff, but to do that we need to support ourselves and our families. Other than distributing unauthorized copies, we are very chill about what you can do with our Game Materials. We really encourage you to do creative and awesome stuff, but please don’t break our golden rule.

If you have a really neat idea but are unsure if it would constitute unauthorized distribution, please reach out to us at legal@nomnivoregames.com.

USING GAME MATERIALS

You have been granted a license to the Game Materials so you can play our games using our Game Materials, yourself.

Here at Nom, we love introducing our friends to new games, and we understand that when you sit down at the table to start an adventure, not everyone will have purchased a copy of the necessary Game Materials (an “Unlicensed Player”). As such, this license further covers use of the Game Materials with Unlicensed Players during a game session, within reason. When we say “within reason,” we mean please keep it to no more than 5 Unlicensed Players per licensed player (we find when playing with 6 or more people at the table, its generally easier to play with at least two sets of Game Materials). Further, if you provide any Game Materials to an Unlicensed Player during a game session, you agree to be held accountable for any unlicensed distribution that they may perform.

The license and permission we give you to use and play our Game Materials can be revoked if you, or any Unlicensed Player that you gave Game Materials to, breaks any of the terms of this EULA.

OWNERSHIP OF GAME MATERIALS

Although we license you permission to download and print our Game Materials, we are still the owners of them. We are also the owners of our brands and any content contained in the Game Materials. Therefore, when you pay for, or download free copies of our Game Materials, you are acquiring a license to play / use our Game Materials in accordance with this EULA – you are not buying the Game Materials themselves. The only permissions you have in connection with the Game Materials are the permissions set out in this EULA.

CREATING YOUR OWN STORIES

We want our players to be able to create their own stories using our Game Materials. For example, we think that player created campaigns and artwork based on our rules, systems, and characters are awesome. However, we put a lot of work into what we have created. To that end, we want the framework below to enable our players to tell their own stories while protecting our Game Materials.

In agreeing to this EULA, you accept the following:

  • that you may create derivative works based on the Game Materials, subject to the limits on use and distribution in the EULA;
  • that this limited license does not convey any ownership over the Game Materials or any Nom intellectual property (including trademarks, copyrights, or patents) to you;
  • that you are under an obligation to, and do in fact grant Nom an irrevocable, royalty-free, sublicensable, non-exclusive, worldwide License to reproduce, prepare derivative works of, distribute, perform, and display, without restriction, any content that you create based on our Game Materials that you distribute to others;
  • that you CAN distribute content that you create based on our Game Materials for profit so long as the total yearly profits do not exceed $1000 USD;
  • that you CANNOT distribute your content for profit if your total yearly profits exceed $1000 USD without prior written authorization from Nom (if you have an interest in selling something that you’ve created over this limit, please shoot us an email and we may be interested collaborating and / or providing official support!);
  • that you cannot distribute your content based on our Game Materials in a way that would distribute our Game Materials as defined above with respect to our golden rule;
  • when you distribute content that you create based on our Game Materials you will notify users of this EULA and bind them to this EULA with respect to the Game Materials;
  • content you create based on our Game Materials cannot infringe on any other 3rd party rights; and
  • the content you create based on our Game Materials cannot be illegal, and / or otherwise damaging to Nom’s reputation or the reputation of any other 3rd

For the purposes of this EULA, “content that you create based on our Game Materials” is any work that is derivative of Nom’s Game Materials, including, but not limited to, art assets depicting Nom-created characters, campaigns utilizing Nom rule sets, universes, home-brews, hacks, and/or any other Nom-based asset.

This EULA DOES NOT enable you to use any trademarks of Nom Game Inc., including, but not limited to, Emberwind, Nomnivore Games, or the Nomnisaur logo, without express written permission from Nom.

These rules do not make you give up your ownership rights in content that you create based on our Game Materials. However, you are giving us and others that we distribute it to permission to use it. For example, these rules allow Nom to use content that you create based on our Game Materials in our advertising and promotional materials. If you don’t want us or others to have permission to use content that you create based on our Game Materials, then you should consider not making it available to the public.

OUR LIABILITY, GOVERNING LAW, AND PLACE TO RESOLVE DISPUTES

The terms of this EULA do not affect any legal (statutory) rights that you may have under the law that applies to you for the Game Materials. You might have certain rights which the law that applies to you says cannot be excluded. Nothing we say in these terms will affect those legal rights, even if we say something which sounds like it contradicts your legal rights.

The laws of California, USA, govern this EULA and all disputes, including disputes relating to it, our Game, Game Materials or our Website, regardless of conflict of laws principles, except that the Federal Arbitration Act governs everything related to arbitration.

Rather than resolve any dispute, controversy, or claim in court, you and Nom agree to resolve all such disputes, controversies or claims via arbitration, where allowable by law. Accordingly, any disputes, controversies or claims between the parties arising out of or in connection with this Agreement shall be finally settled by arbitration in accordance with the Commercial Arbitration Rules of the International Chamber of Commerce by three (3) arbitrators, with each Party nominating an arbitrator, and the two (2) party-nominated arbitrators appointing the third arbitrator who shall be the chair of the arbitral tribunal. The arbitration will be held in Los Angeles, California, USA and shall be conducted in the English language. The award rendered by the arbitrators shall be final and binding upon both parties.

DISCLAIMER

NOM RESERVES AND SHALL RETAIN ITS ENTIRE RIGHT, TITLE AND INTEREST IN AND TO THE GAME MATERIALS AND ALL INTELLECTUAL PROPERTY RIGHTS ARISING OUT OF OR RELATING TO THE GAME MATERIALS, EXCEPT AS EXPRESSLY GRANTED TO YOU IN THIS AGREEMENT.  GAME MATERIALS ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, TITLE, ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, PRESENCE OR ABSENCE OF ERRORS (WHETHER OR NOT KNOWN OR DISCOVERABLE), COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE, OR FITNESS FOR A PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE RESULTS OR PERFORMANCE, AND THE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION OF THE GAME MATERIALS ARE ASSUMED BY YOU. IN NO EVENT WILL NOM OR ITS LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY USE, INTERRUPTION, DELAY OR INABILITY TO USE THE GAME MATERIALS, LOST REVENUES OR PROFITS, DELAYS, INTERRUPTION OR LOSS OF SERVICES, BUSINESS OR GOODWILL, FAILURE TO UPDATE OR PROVIDE CORRECT INFORMATION, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES, WHETHER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT NOM WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT WILL NOM’S AND ANY OF ITS RESPECTIVE LICENSORS’ COLLECTIVE AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, STRICT LIABILITY AND OTHERWISE, EXCEED THE TOTAL AMOUNT PAID TO NOM BY YOU PURSUANT TO THIS AGREEMENT FOR THE GAME MATERIALS, THAT IS OR ARE THE SUBJECT OF THE CLAIM.

THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY EVEN IF THE YOUR REMEDIES UNDER THIS AGREEMENT FAIL OF THEIR ESSENTIAL PURPOSE.

MISCELANEOUS

This EULA is the complete and exclusive statement regarding the subject matter of this EULA and supersedes all prior agreements, understandings and communications, oral or written, between the parties regarding the subject matter of this EULA.  No waiver of any provision of this EULA in any one or more instances, whether by conduct or otherwise, will be construed as a further or continuing waiver of any provision of this EULA. The invalidity or unenforceability of any provision of this EULA will not affect the validity or enforceability of the other provisions of this EULA, which provisions will remain in full force and effect.

This constitutes the entire agreement of you and Nom with respect to the subject matter hereof, and all prior and contemporaneous understandings or agreements, whether written or oral, between you and Nom with respect to such subject matter are hereby superseded in their entirety. In the event of a conflict between this EULA and any prior agreement, the terms of this document shall be controlling.