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LICENSE
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================ STEAMWORKS SDK license ===================
VALVE, Corp.
SDK LICENSE
This SDK License (the "Agreement") is made by and between you (the "Licensee")
and Valve Corporation, a Washington corporation,(“Valve”) with offices located
at 10400 NE 4th Street, Suite 1400, Bellevue, WA 98004, USA.
THIS DOCUMENT DESCRIBES A CONTRACT BETWEEN YOU AND VALVE. PLEASE READ IT BEFORE
DOWNLOADING OR USING THE STEAMWORKS SOFTWARE DEVELOPMENT KIT (THE “SDK”). BY
DOWNLOADING AND/OR USING THE SDK YOU INDICATE YOUR ACCEPTANCE OF THIS
AGREEMENT. IF YOU DO NOT AGREE, DO NOT DOWNLOAD AND/OR USE THE SDK.
Whereas, Valve is the developer of an online platform titled "Steam" that
provides online distribution services as well as a number of additional online
services designed to be embedded in computer games and application software,
including, but not limited to, user authentication, in-app purchasing and
trading, leaderboards, matchmaking, stats and achievements (the “Steamworks
Services”) and the SDK;
Whereas, Licensee wishes to develop a game or application software designed to
take advantage of the Steamworks Services (the "Licensee Software"); and
Whereas, Licensee wishes to receive, and Valve wishes to disclose to Licensee,
the SDK, and other information as deemed appropriate by Valve, all on the
terms set forth herein;
Now, therefore, in consideration of the mutual promises made herein, the
parties agree as follows:
1. License.
1.1 License Grant. Valve hereby grants Licensee a nonexclusive, royalty-free,
terminable, worldwide, nontransferable license to:
(a) use and locally reproduce the SDK in source code form, solely to develop
the Licensee Software; and
(b) reproduce and distribute the part of the SDK provided inside the folder
named redistributable_bin (the "SDK Redistributables") along with the Licensee
Software in object code form.
1.2 Updates. Valve may from time to time, in its sole discretion, provide
updates, error corrections, and future versions of the SDK to Licensee. Upon
delivery, such updates, error corrections and future versions shall be deemed
part of the SDK, as applicable, under this Agreement.
1.3 Reservation of Rights. Valve reserves all rights not explicitly granted
herein.
2. Ancillary Obligations.
2.1 No obligation to provide services. Nothing herein shall be construed as
establishing an obligation to Valve to provide Steamworks Services or accept
Licensee Software for distribution via Steam.
2.2 Indemnity. Licensee hereby agrees that it is solely responsible for any
and all Licensee Software and Licensee's creation, distribution, and promotion
thereof. Licensee shall defend, indemnify, and hold harmless Valve, its
officers, directors, employees and agents against any and all claims, damages
(including reasonable attorneys’ fees and costs), losses, or liabilities
whatsoever arising out of Licensee's creation, distribution, or promotion of
the Licensee Software.
2.3 Trademarks. Licensee acknowledges and agrees that this Agreement does not
grant Licensee any right to use any trademarks or trade names of Valve or its
licensors. All such marks shall remain the property of the respective owner.
Licensee will refrain from any action or communication that can be incorrectly
interpreted as a cooperation or partnership between Valve and Licensee.
2.4 No reverse engineering. Licensee will not take any steps to reverse
engineer the functionality of the SDK or develop software to replace the SDK's
functionality. If Licensee develops software to interact with the Steamworks
Services, such software shall not communicate with the Steamworks Services
directly but always through the application programming interface (API)
provided by the SDK Redistributables.
3. Term.
3.1 Term. This Agreement shall become effective as of the date Licensee
downloads or installs the SDK. It will continue to apply until terminated by
either Valve or Licensee as set out below.
3.2 Termination. Valve may terminate this Agreement immediately upon written
(including email) notice to Licensee. Licensee may terminate this Agreement at
any time by ceasing Licensees use of the SDK and ending Licensee's
distribution of Licensee Software created using the SDK. Furthermore, the
Agreement will terminate automatically upon Licensee's breach of any term of
this Agreement.
3.3 Survival. Sections 1.3, 2, 3.2, 3.3, and 4-6 shall survive any expiration
or termination of this Agreement.
4. Disclaimer of Warranties; Limitation of Liability
4.1 NO WARRANTIES. THE SDK AND ANY OTHER MATERIAL DOWNLOADED BY LICENSEE IS
PROVIDED “AS IS”. VALVE AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES WITH RESPECT
TO THE SDK, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED
WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE AND FITNESS FOR A
PARTICULAR PURPOSE.
4.2 LIMITATION OF LIABILITY. IN NO EVENT SHALL VALVE OR ITS SUPPLIERS BE
LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES
WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS
PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER
PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE ENGINE
AND/OR THE SDK, EVEN IF VALVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.
5. No Exclusivity.
Neither this Agreement nor the disclosure or receipt of Information shall
constitute or imply any promise to or intention to make any purchase of
products or services by either party or its affiliated companies or any
commitment by either party or its affiliated companies with respect to the
present or future marketing of any product or service or any commitment to
enter into any other business relationship. Except for the license and use
restrictions expressly set forth herein, each party will be free (1) to
pursue, negotiate, and enter into similar relationships with third parties and
(2) to develop, market, and make available similar products and services.
Neither party will be obligated to enter into any other agreement with the
other party by virtue of this Agreement.
6. General.
6.1 Modification. No amendment or modification of this Agreement shall be
valid or binding on the parties unless made in writing and signed on behalf of
both of the parties by their respective duly authorized officers or
representatives.
6.2 Assignment. Licensee may not assign this agreement without the prior
written consent of Valve. Subject to the limitations set forth in this
Agreement, this Agreement will inure to the benefit of and be binding upon the
parties, their successors and assigns.
6.3 Severability. If any provision of this Agreement shall be held by a court
of competent jurisdiction to be illegal, invalid or unenforceable, the
remaining provisions shall remain in full force and effect.
6.4 Governing Law, Jurisdiction and Venue. This Agreement shall be governed by
the laws of the State of Washington. For any claims of any kind arising out of
this Agreement or use of the SDK, each of the parties hereto submits to
exclusive jurisdiction and venue in the state and federal courts sitting in
King County, Washington.
6.5 Entire Agreement. This Agreement constitutes the entire understanding
between the parties hereto and supersedes all previous communications,
representations and understandings, oral or written, between the parties, with
respect to the subject matter of this Agreement.