CITY OF HEROES: HOMECOMING

USER AGREEMENT MAY 28TH 2019

You must read, understand, and accept the provisions of this agreement before clicking “ACCEPT” below. If you do not, you must click “REJECT” below.

1. DEFINITIONS

(a) Homecoming - Homecoming Servers LLC, a Delaware Limited Liability Company (filing number 7407345).

(b) Game - City of Heroes.

(c) Game Account - An account used to access the Game, Your characters, and the City of Heroes: Homecoming forum.

(d) You / Your - A person who may click “ACCEPT” according to Section 5 below.

(e) Privacy Policy - Homecoming policy regarding privacy. The current version is found at https://homecomingservers.com/privacy-policy.

(e) Code of Conduct - Homecoming policy regarding user conduct. The current version is found at https://homecomingservers.com/code-of-conduct.

2. DURATION

(a) Duration - Unless modified or amended by Homecoming, this agreement and its provisions shall remain in effect. Termination of any license granted by Homecoming under this agreement does not affect any other provisions of this agreement.

(b) Account Termination for Cause - Homecoming may delete Your Game Account, as well as any other Game Account associated with You, at any time and without warning. Any termination under this Section 2(b), as well as the timing thereof, shall be conclusively determined in the sole and absolute discretion of Homecoming. Termination of an Account under this provision does not affect any other provisions of this agreement.

3. PRIVACY

(a) It is Your responsibility to read, understand and accept the Privacy Policy in effect each and every time You use the Service. You acknowledge that Homecoming may make changes to the Privacy Policy at any time. You also acknowledge that each and every time You click "ACCEPT" You warrant and represent that You did read, understand and accept the most recent version of the Privacy Policy in effect at that time.

4. CONDUCT

(a) It is Your responsibility to read, understand and accept the Code of Conduct in effect each and every time You use the Service. You acknowledge that Homecoming may make changes to the Code of Conduct at any time. You also acknowledge that each and every time You click "ACCEPT" You warrant and represent that You did read, understand and accept the most recent version of the Code of Conduct in effect at that time.

(b) If You violate the Code of Conduct then Homecoming may, in its sole and absolute discretion, terminate Your Account under Section 2(b).

(c) If You help another user of the Game violate the Code of Conduct then Homecoming may, in its sole and absolute discretion, terminate Your Account under Section 2(b).

5. ACCOUNT ACCESS AND PERMISSIBLE ASSIGNMENT

(a) By clicking "ACCEPT" You warrant and represent that you:

• (1) are at least 18 years of age and otherwise legally competent to read, understand and accept the provisions of this agreement on behalf of yourself;
• (2) are at least 18 years of age and otherwise legally competent to read, understand and accept the provisions of this agreement on behalf of yourself and a minor age 13-17 for whom you are legally permitted to allow access to the Game; or
• (3) are a minor age 13-17 that has been authorized to click "ACCEPT" under the provisions of Section 5(b) below. YOU ARE HEREBY FOREWARNED THAT HOMECOMING MAY, IN ITS SOLE AND ABSOLUTE DISCRETION, EXERCISE ITS SECTION 2(b) RIGHT TO TERMINATE BASED ON FAILURE TO COMPLY WITH THE CRITERIA ABOVE.

(b) If you are at least 18 years of age and otherwise legally competent to read, understand and accept the provisions of this agreement on behalf of yourself and a minor age 13-17 for whom you are legally permitted to allow access to the Game, you can choose to allow use of your Game Account by that minor subject to the following provisions:

• (i) You acknowledge, and further agree, that each and every time that minor clicks "ACCEPT" they are entering into an agreement with your consent;
• (ii) You acknowledge, and further agree, that each and every time that minor clicks "ACCEPT" they are entering into an agreement on your behalf;
• (iii) You acknowledge, and further agree, that each and every time that minor clicks "ACCEPT" you are responsible for all the provisions they have agreed to on your behalf;
• (iv) You acknowledge, and further agree, that each and every time that minor clicks "ACCEPT" you are legally responsible for all actions of that minor, including but not limited to any damages and/or liabilities related to the actions of that minor;
• (v) It is acknowledged and further agreed by the adult that both the adult and the minor are bound by all provisions of any agreement for which that minor clicks "ACCEPT" and that the adult has explained the provisions of this Section 9 to the minor, including the fact that both the adult and the minor are jointly and severally responsible under all the provisions of this agreement. In addition, the adult hereby waives all rights to any and all notices under this agreement that may be provided to the minor, and agrees to pay any and all costs, interests or attorney's fees Homecoming may be entitled to obtain under this agreement. Accordingly, it is acknowledged and further agreed that the definition of "You" under this agreement includes both the adult at least 18 years of age and otherwise legally competent to read, understand and accept the provisions of this agreement on behalf of themselves, as well as the minor age 13-17 for whom the adult is legally permitted to allow access to the Game;
• (vi) In consideration for Homecoming allowing access to the Game by a minor, and in addition to the provisions of Section 13 below, the foregoing adult hereby guarantees and agrees to pay for any and all liabilities of any nature whatsoever incurred under this agreement and to defend, indemnify and hold harmless Homecoming with respect thereto;and
• (vii) The foregoing adult acknowledges and understands that this guarantee is a continuing, unconditional, and irrevocable guarantee to pay for and to defend, indemnify and hold harmless Homecoming with respect to any claim related to such liabilities. All rights, remedies, and recourses afforded Homecoming by reason of this guarantee or otherwise are separate, cumulative, and non-exclusive. Such rights, remedies, and recourses may be pursued separately, successively, or concurrently, and any action taken by Homecoming with respect to such rights, remedies, and recourses shall in no way limit or prejudice any other legal or equitable right, remedy, or recourse which Homecoming may have.

(c) You acknowledge that the Game is not intended for minors under age 13, and You will not allow access to the Game, or the viewing of any display thereof, by any minor under age 13.

6. INDEMNITY

(a) In addition to the provisions of Sections 3(b) and 5(b)(vi), You agree to defend, indemnify and hold harmless Homecoming, any third-parties under agreement with Homecoming, any parent, subsidiary or affiliate of Homecoming, and any employee, agent, supplier, licensee, customer, distributor, shareholder, director or officer of any of the foregoing, as well as any person using the Game and any person or entity that becomes aware of Your use of the Game at any time, with respect to any and all claims, liabilities, injuries, damages, losses or expenses (including but not limited to attorney's fees and costs) that arise under, from or in any way, directly or indirectly, relate to:

• (i) Your failure to comply with any provision of this agreement; and
• (ii) Your use of the Game, including but not limited to economic, physical, emotional, psychological or privacy related considerations.
• (b) You acknowledge, and further agree, that Homecoming has no obligation to defend, indemnify or hold harmless You in any way related to this agreement including, but not limited to, Your use of the Game, use of the Game by any person, or any connection between the foregoing and any other person or entity that becomes aware of Your use of the Game at any time.

7. GENERAL PROVISIONS

(a) Governing Law and Venue - This agreement and any controversy related to this agreement shall be interpreted in accordance with and governed by the laws of the state of Delaware, or, as appropriate, by federal law as applied by a federal court sitting in Delaware, both without regard to Delaware choice of law rules. You and Homecoming expressly agree that the United Nations Convention on Contracts for the International Sale of Goods do not apply to this agreement or to transactions processed under the agreement. To the extent not otherwise precluded by any other provision of this agreement, any and all Dispute(s) and litigation(s) arising out of or related to this agreement, including without limitation matters connected with its performance, shall be subject to the exclusive jurisdiction of the courts of Delaware, and/or the Federal courts sitting therein. You and Homecoming hereby irrevocably submit to the personal jurisdiction of such courts and irrevocably waive all objections to such venue.