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NON-DISCLOSURE AGREEMENT (NDA)

These terms create a legal agreement between you ("you" or "your") and King.com Limited of Aragon Business Centre Level 4, Dragonara Road, St Julians STJ3140, Malta, a company registered in Malta with registration number C42504 ("we", "us" or "our") in relation to our games that are made available to you by us either directly or via any user testing website or service (together the "Game" or "Games"). You agree that by confirming your acceptance to this agreement you are agreeing to and accepting the terms set out below.

1. DEFINITIONS

The definitions in this paragraph 1 apply in this agreement: Affiliate: any entity that, directly or indirectly, controls, is controlled by, or is under common control with that company (where control means ownership of more than 50% of the voting rights in an entity). Confidential Information: means any information that would be regarded as confidential by a reasonable person relating to our Games (including the Games themselves) and the business, affairs, customers and clients of both us and our Affiliates. Data: see paragraph 7 (Data Protection) below.

2. YOUR OBLIGATIONS

2.1 By confirming your acceptance to this Agreement you confirm that:

  • you are at least 18 years old; and
  • you do not work in the games industry and are not related to anyone who works in the games industry.

2.2 In consideration of our disclosure of our Confidential Information to you, you undertake to respect and preserve the confidentiality of our Confidential Information for a period of three (3) years after the date of such disclosure.

2.3 Without limiting the foregoing, in order to help us protect our Confidential Information you agree that you will not:

  • film, stream images of, take pictures of, or otherwise broadcast or share any footage, images or information in respect of the Games that we make available to you in connection with the Games;
  • make any comment or post in connection with the Games on any blog, website or any other form of social media (such as Facebook, Twitter or messaging services);
  • attempt to decompile, reverse engineer, disassemble or hack any of our Games, or to defeat or overcome any of our encryption technologies or security measures or data transmitted, processed or stored by us.

2.4 You agree that you will not use our Games in violation of any applicable law or regulation.

2.5 You agree that we shall own all rights (including all intellectual property rights) in all oral and written feedback that you provide to us in connection with this agreement. Notwithstanding the foregoing, if requested by us and at our expense, you agree to execute all documents and provide us with all assistance that we may reasonably require from you in order to: (i) vest such rights in either us or one of our Affiliates; and/or (ii) register such rights in our name or the name of one of our Affiliates; and/or (iii) assist us against any allegation of infringement by a third party.

3. RESERVATION OF RIGHTS AND ACKNOWLEDGEMENT

We own all of our Confidential Information and all related documentation. You acknowledge that any disclosure pursuant to this agreement shall not give you any intellectual property or other rights in relation to our Confidential Information.

4. GUARANTEE AND COMPENSATION

4.1 We guarantee that we have the right to disclose our Confidential Information to you and to authorise you to use our Confidential Information to play, and provide feedback with respect to, the Games. We reserve the right to suspend or terminate your access to our Games (including by deleting your account) if we reasonably believe that you are in material breach of these terms (including by repeated minor breaches). Without limitation, any breach of paragraph 2 is likely to be considered a material breach. You agree to compensate us, according to law, for all losses, harm, claims and expenses that may arise from any breach of these terms by you.

4.2 You agree that, in addition to all other legal remedies which we may be entitled to, we shall also be entitled to seek an injunction to prevent the disclosure of any of our Confidential Information provided to you in connection with this agreement.

5. DISCLAIMER AND RELEASE

5.1 We accept liability for death or personal injury resulting from our negligence or that of our employees or agents, and for losses or harm caused by fraud by us or our agents, or any other liability which may not by law be excluded.

5.2 For any losses or harm (other than those mentioned in paragraph 5.1), in any period of twelve months, we will only be responsible for losses or harm which are a reasonably foreseeable consequence of our negligence or breach of these terms and conditions up to the greater of: (i) fifty US Dollars or (ii) the value of the amount that we have paid to you in the 100 day period ending on the date of your claim. Losses and harm are foreseeable where they could be contemplated by you and us at the time of you agreeing to this agreement.

5.3 We are not responsible for:

  • losses or harm not caused by our breach of these terms or negligence; or
  • losses or harm which are not reasonably foreseeable by you and us at the time of you agreeing to this agreement including those losses which happen as a side effect of foreseeable losses. This could include loss of data, loss of opportunity or financial loss; or
  • any increase in loss or damage resulting from breach by you of this agreement.

5.4. Any additional legal rights which you may have shall remain unaffected by the terms of this agreement.

6. RETURN OF CONFIDENTIAL INFORMATION

Upon our request and in any case upon termination of this agreement, you shall (i) stop using our Confidential Information and (ii) return our Confidential Information to us or destroy all copies, notes or extracts thereof or information derived there from within seven (7) days after receipt of the request.

7. DATA PROTECTION

7.1 The data controller for all personally identifiable information or personal data that we collect about you through or in relation to our Games is King.com Limited. King.com Limited and its Affiliates collect, process, use and share your personal information in accordance with our Privacy Policy. If you do not agree to our Privacy Policy, you should not access our Games.

8. GENERAL

When you confirm your acceptance to this Agreement, you accept the conditions set out this agreement. If any amendments to this agreement are required, they must be confirmed in writing. Writing or written includes faxes and electronic document exchange but not e-mail. These terms set out the entire agreement between you and us concerning our Games and they replace all earlier agreements and understandings between you and us. If any part of these terms is held to be invalid or unenforceable under any applicable local laws or by an applicable court, that part shall be interpreted in a manner consistent with applicable law to reflect as nearly as possible our original intentions and the remainder of these terms shall remain valid and enforceable. Our failure to exercise or enforce any of our rights under these terms does not waive our right to enforce such right. Any waiver of such rights shall only be effective if it is in writing and signed by us.

This agreement is governed by and interpreted in accordance with the laws of England. Any dispute arising in connection with this agreement will be subject to the exclusive jurisdiction of the courts of England unless you choose the courts of your home country.