Effective Date:  June 4, 2025

These MapleStory Universe Open API Terms of Service ("MSU API Terms") constitute a binding agreement between Nexpace and all of its subsidiaries and affiliates (collectively, the "Company", "we", "our" or "us") and you and any entity on whose behalf you (you and any such entity, "You" or "Your", as applicable) accept these MSU API Terms.

YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THESE MSU API TERMS AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CLICKING "I ACCEPT" OR "I AGREE" (OR ANY SIMILAR DERIVATION OF ASSENT, ACCEPTANCE OR AGREEMENT) OR BY OTHERWISE ACCESSING, USING AND/OR CONTINUING TO USE ANY MSU API SERVICES (AS DEFINED BELOW), YOU (A) EXPRESSLY CONSENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THESE MSU API TERMS AND GRANT TO THE COMPANY THE RIGHTS AND LICENSES SET FORTH HEREIN,(B) AFFIRM THAT YOU ARE AT LEAST NINETEEN (19) YEARS OF AGE, OR THE AGE OF LEGAL MAJORITY IN YOUR JURISDICTION, WHICHEVER IS HIGHER, AND (C) REPRESENT THAT YOU HAVE LEGAL AUTHORITY TO ENTER INTO A BINDING CONTRACT. IF YOU ARE AN INDIVIDUAL ACCESSING ANY OF THE MSU API SERVICES ON BEHALF OF AN ENTITY, YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE THE AUTHORITY TO ACCEPT THESE MSU API TERMS ON BEHALF OF SUCH ENTITY.

IF YOU DISAGREE WITH OR DO NOT ACCEPT ANY OF THESE MSU API TERMS, YOU MAY NOT ACCESS OR USE ANY OF THE MSU API SERVICES, AND THE COMPANY DOES NOT GRANT YOU A LICENSE TO ACCESS OR USE ANY OF THE MSU API SERVICES OR ANY OTHER INFORMATION, TECHNOLOGY OR MATERIALS OWNED OR CONTROLLED BY THE COMPANY OR ANY OF ITS AFFILIATES.

1. Definitions.

For purposes of these MSU API Terms, the following terms have the following meanings:

1.1. "Application" means a software application and/or website owned, controlled or made available by You that incorporates, accesses or uses any MSU API Services, including any MSU Game Data.

1.2. "MSU API" means any application programming interface(s) and other related information (which may consist of software, data, functions, features, code, instructions and/or other technology) made available to You by or on behalf of the Company from time to time in its sole discretion pursuant to these MSU API Terms.

1.3. "MSU API Services" means individually and collectively, the MSU API, the MSU Game Data, MSU Guides, Developer Identifiers (e.g., API keys) and any related materials made available by or on behalf of the Company to You pursuant to these MSU API Terms or otherwise in connection with the MSU API.

1.4. "MSU Brands/Marks" means all trade names, trademarks, service marks and associated slogans, logos, look and feel and other indicia of origin of the Company and its affiliates, including those that appear on or in connection with any MSU API Services.

1.5. "MSU Game Data" means certain data, metadata and other information relating to the MapleStory N or other game operated by the Company via MapleStory Universe, the MSU API Services, the Services and/or any corresponding players/users and other individuals, including profiles, handles, screen names, gameplay history, platform behavior, statistics, team/group information, achievements, identifiers, communications, transactions, and other information, each as may be provided by the Company through the MSU API in its sole discretion from time to time.

1.6. "MSU Guides" means (a) the code of conduct and MSU Brand Identity Guide and other similar documentation, terms and conditions related to any MSU Brands/Marks, (b) any other specifications, parameters, guides, FAQs or documentation related to the MSU API Services that the Company may make available from time to time in the Company's discretion, and (c) any software code (other than any Developer Identifiers (as defined below)) that the Company may make available specifically for the purpose of enabling an Application to access or use the MSU API Services or to permit an Application to interface with the MSU API (for example, code to be embedded in an Application to facilitate communication through or with the MSU API Services).

1.7. "Master TOS" means the "Terms of Service and End User License Agreement" You have entered into with us or one of our affiliates, or are deemed to have accepted by accessing or using our service, which includes any other agreement, code of conduct, risk disclosure statement, guideline or policy that may be incorporated therein whether by reference or otherwise, and as may be amended from time to time.

2. Agreement; Additional Terms.

These MSU API Terms constitute "Additional Terms" (as defined in the Master TOS). In the event of an irreconcilable conflict between the terms and conditions of these MSU API Terms, on the one hand, and the terms and conditions of the Master TOS, the Guidelines and/or any other applicable legal document, on the other hand, then the terms and conditions of these MSU API Terms shall govern with respect to the subject matter herein. For purposes of clarity, the term "Platform" as used in the Master TOS shall include the MSU API Services.

3. Compliance; Accepting on Behalf of Others.

By using the MSU API Services, You represent and warrant that You, Your Application and use of any MSU API Services does not and shall not violate any applicable law, rule or regulation, and You and Your Application(s) will (a) comply with all applicable laws, rules and regulations and these MSU API Terms at all times, including when accessing or using the MSU API Services; and (b) only access (or attempt to access) the MSU API Services to develop and operate Your Application(s) by the means and in the manner described in these MSU API Terms, including in accordance with the MSU Guides and other documentation for the specific MSU API Services You access. If You are using the MSU API Services on behalf of someone else (such as Your employer), You represent and warrant that You have authority to bind that person or entity to the MSU API Terms and by accepting these MSU API Terms, You are doing so on behalf of that person or entity (and all references to "You" in the these MSU API Terms refers to that person or entity).

4. Modifications.

We may modify these MSU API Terms at any time, for any reason, in our sole discretion. If we modify these MSU API Terms, we will provide notice on or as part of MSU API Services, by posting the changes on the relevant webpage(s)/URL(s) (or any successor webpage(s)/URL(s)), emailing the email address associated with the credentials assigned to you or your Application(s), or otherwise notifying You, as we determine in our sole discretion. You are solely responsible for providing us with a current and accurate email address. In certain circumstances, we may require You to provide additional consent before any further use of MSU API Services is permitted. If You do not agree with any such modifications or changes, or to any of the terms in these MSU API Terms, Your only remedy is to discontinue using the MSU API Services. We recommend that You check back frequently and review these MSU API Terms regularly so You are aware of the most current rights and obligations that apply to You.

5. Account Requirements; Developer Identifiers.

5.1 In order to access and use any MSU API Services, You must first contact us or register for an account at https://msu.io/builder ("Developer Account"), and provide certain required information. You represent and warrant that all information You submit via email or registration is truthful and accurate in connection with such registration process and any subsequent use of your Developer Account and other information related to or in connection with the MSU API Services (e.g., any Applications, etc.) and that You shall maintain and promptly update the accuracy of such information. You may only have one Developer Account, and are responsible for maintaining the strict confidentiality of Your Developer Account and any unique identifiers, credentials or codes (including any and all API keys and other similar codes, passwords, credentials, etc. related to use of the MSU API Services) (collectively, "Developer Identifiers"). You are responsible for any access to, or use of, MSU API Services by You or any person or entity using Your Developer Identifiers or the device You use to access and use any of the MSU API Services, whether or not such access or use has been authorized by You or on your behalf, and whether or not such person or entity is Your employee or agent. It is therefore critical that You do not share any of Your Developer Identifiers with anyone. You agree to immediately notify the Company in writing of any unauthorized use of any of Your Developer Identifiers, or any other breach of security or unauthorized activity. It is Your responsibility to (a) control the dissemination and use of Your Developer Identifiers; (b) update, maintain, and control access to Your Developer Identifiers; and (c) cancel Your Developer Account or any use of or conduct related to the API Services (including Applications, etc.). We reserve the right to deny data, access, use, registration and any other privileges to anyone if we believe there is a question about the use of, conduct associated with or the identity of the person trying to access any account related to, used in connection with or any other element of MSU API Services, including Developer Identifiers and Applications.

5.2 NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE MSU API TERMS, YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL HAVE NO OWNERSHIP OR OTHER PROPERTY INTEREST IN YOUR DEVELOPER ACCOUNT OR DEVELOPER IDENTIFIERS, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT ALL RIGHTS IN AND TO THE YOUR DEVELOPER ACCOUNT AND DEVELOPER IDENTIFIERS ARE AND SHALL FOREVER BE OWNED BY AND INURE TO THE BENEFIT OF THE COMPANY. We do not recognize or allow the transfer of accounts between persons or entities. You may not, and may not offer to, purchase, sell, gift or trade any account. Any such attempt shall be null and void (ab initio) and may result in the termination and forfeiture of the Developer Account.

6. MSU Brands/Marks.

6.1 Limited License.

Subject to Your compliance with these MSU API Terms and the Master TOS, the Company grants You a personal, non-transferable, non-assignable, non-sublicensable, non-exclusive, revocable and limited license to display certain of the MSU Brands/Marks that are specified in the MSU Guides on or through Your Application(s) solely in accordance with the MSU Guides and these MSU API Terms.

6.2 Restrictions and Attribution.

(a) All use of the MSU Brands/Marks (including any associated goodwill) will inure to the Company’s benefit. You irrevocably assign and will assign to the Company any right, title, and interest that You obtain in any of the MSU Brands/Marks. You will not, at any time, challenge or assist others to challenge the validity of the MSU Brands/Marks or their registration (except to the extent You cannot give up that right by law) and You will not attempt to register any trade names, trademarks, service marks, logos or domain names confusingly similar to the MSU Brands/Marks.

(b) All Applications must provide proper attribution in accordance with the MSU Guides and Master TOS and others pursuant to these MSU API Terms (where applicable) when using the MSU Brands/Marks. the Company reserves the right to determine whether Your attribution(s) and display of the MSU Brands/Marks comply with the MS Branding Guidelines and these MSU API Terms. You must not alter, delete, or conceal any copyright, trademark, service mark or other notices contained on or made available in connection with the MSU API Services, including notices on any of the Company games, properties, applications, websites or other platforms. Except as expressly authorized by the Company or as set forth in these MSU API Terms, You shall not, nor shall You allow any third-party (whether or not for Your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including on or via a third-party website or platform), or otherwise use, the MSU API Services without the express, prior written consent of the Company (or its owner, if the Company is not the owner). Without limiting any other rights or remedies of the Company, the Company reserves the right, in whole in part to terminate Your license to display or use the MSU Brands/Marks at any time.

7. Restrictions and Requirements.

7.1 General.

You are solely responsible for Your conduct in connection with the MSU API Services. We want to keep the MSU API Services safe and enjoyable for everyone and the use of the MSU API Services for unlawful or harmful activities is not allowed. Any access to or use of any of the MSU API Services is expressly conditioned upon and subject to these MSU API Terms (including the Master TOS, MSU Guides and the MapleStory Universe Open API Developer Privacy Policy) together with, among other things, the following restrictions, terms and conditions (including those in Section 8) and Your compliance at all times therewith.

7.2 Restrictions.

In connection with Your access to and use of the API Services, You agree that You will not, and You will cause each Application not to, directly or indirectly, violate any applicable laws, rules or regulations, the rights of others, or the operational and security mechanisms of the API Services. Examples of such prohibited behavior include, but are not limited to, directly or indirectly (intentionally or unintentionally):

(a) Using the API Services (or otherwise making available on, through, or in connection therewith any data, material or service) in a manner that: (i) is, illegal, harmful, threatening, defamatory, deceptive, fraudulent, invasive of another’s privacy or publicity rights, harassing, explicit, graphic, or promotes discrimination, hatred or harm of any kind against any group or individual, or that is intended to annoy, abuse, endanger, threaten or harass any other person; (ii) makes available private information, or creates a security or privacy risk for any other person or entity; (iii) designed to monitor, distort, delete, disable, damage or disassemble any MSU API Services (including any Services (e.g., games, offerings, products and services) (or their ability to communicate and function with other computers), including through the use of any software virus, worm, spyware, Trojan horse or other computer code, file or program designed to interrupt, impair, destroy or limit the functionality of any property; (iv) displays or implies any kind of product or political endorsement, whether by the Company, any game player/user or otherwise, (v) that adversely impacts the behavior of other applications or websites using the MSU API Services; (vi) would violate any applicable law or rule, give rise to civil liability, or violate or infringe upon any intellectual property, proprietary, privacy, moral, publicity or other rights of ours or of any other person or entity; (vii) modifies, disrupts, impairs, alters or interferes with the use, features, function, operation or maintenance of the MSU API Services or the rights or use or enjoyment of the Services by any other user; or (viii) is contrary to the spirit of the Services, compromises the integrity of any of the Company game or service, or creates an unfair advantage for players or conflicts with tour values (in each instance above, as determined by the Company in its sole and absolute discretion).

(b) Using the MSU API Services to collect any additional information about the Services or users that is not provided through MSU Game Data or expressly permitted by the MSU API.

(c) Sending messages to or communicating with (or attempting to do the foregoing) other users of the Services through MSU Game Data obtained from the MSU API.

(d) Distributing, selling, transferring, encumbering, sublicensing, renting, loaning, lending or leasing the MSU API, any component thereof, and/or access thereto to any third party.

(e) Attempting to reverse engineer, decompile, disassemble or otherwise attempt to discover or directly access the source code of the MSU API, Service and/or any component thereof, or otherwise attempt to derive source code, trade secrets, or know-how in any MSU API Services; or interfere with, modify, disrupt or disable features or functionality of any MSU API Services, including without limitation any means used to circumvent any software protection or monitoring mechanisms of the MSU API Services.

(f) Impersonating any person or entity, including the Company, any of the Company’s official, or falsely state or otherwise represent your affiliation with a person or entity, transmit or otherwise make available on, through or in connection with the MSU API Services false or misleading indications of origin, information or statements of fact;

(g) Use the MSU API Services in a country that is subject to a U.S. Government embargo or subject to United Nations Security Council Sanctions, or that has been designated by the U.S. Government as a "terrorist supporting" country; or Use the services if you are on any U.S. Government list of prohibited or restricted parties.

8. Additional Terms and Conditions; Data Protection & Transfer.

8.1 The Company and You agree that You are a "Service Provider." Your collection, use and disclosure of the MSU Game Data is restricted to developing Applications that benefit the Company player community and You agree not to distribute MSU Game Data outside of Your authorized Applications and not do anything that would change Your status from being a "Service Provider" to being a "Purchaser" of the MSU Game Data.

8.2 You may not use the MSU APIs, MSU Game Data or other MSU API Services to market or promote Your or a third party’s products or services. You may not display, distribute, or otherwise disclose the MSU Game Data in any advertising or promotion or use the MSU Game Data to target any advertising or promotion. You may not sell, license or otherwise transfer any MSU Game Data (including anonymous, aggregate or derived data) to any ad network, data broker or other advertising or monetization-related service.

8.3 The MSU Game Data is for Your personal use to enhance the experience of the players of the Company's games and you are not allowed to sell, license or otherwise transfer the MSU Game Data to any third party.

8.4 You shall clearly and conspicuously identify the Company in Your Application as the source of the MSU Game Data, and You shall do it in such a way which makes it not appear that theCompany is endorsing or affiliated with Your Application. Additionally, Your Application shall not contain any of MSU Brands/Marks as a part of its title or URL.

8.5 You must use appropriate technical and organizational security measures to prevent unauthorized access, collection, use, disclosure, copying, modification or disposal of the MSU Game Data. If You determine or have reason to believe that the MSU Game Data has been accessed, disclosed or otherwise leaked to any unauthorized party, You must immediately notify the Company within 24 hours of all circumstances related to the unauthorized access disclosure, or leak, and cooperate fully with the Company in rectifying the breach. You shall further inform the relevant authorities and/or individuals of the data breach, as required under the applicable privacy or data protection laws on your own volition or otherwise instructed by the Company.

8.6 Without limiting the generality of any data or privacy related terms and conditions herein (or otherwise related to the MSU API Services), (a) you must comply with all applicable privacy laws and regulations, including those applying to personal data and personal information (as such terms are interpreted under applicable law); (b) you must at all times post a privacy policy governing the use of the MSU Game Data, which shall be consistent with the Company’s privacy policy (which can be found here: the MapleStory Universe Open API Developer Privacy Policy; (c) you must ensure that each Application posts such privacy policy and adheres to such published privacy policy; and (d) each such published privacy policy must clearly and accurately describe to its users what user information You and Your Application access, collect and store, and how and why You and Your Application use, process, disclose and share such information (including for advertising) with us and other third parties. Without limiting the generality of the foregoing, or any other terms and conditions herein, (i) the privacy policy shall provide that the MSU Game Data is provided to players on an "as is" basis consistent with the disclaimers in these MSU API Terms and the Master TOS; (ii) you shall not collect, use, store or disclose any player’s personal information or personal data in any manner that violates applicable laws, rules or regulations, and if You do collect, use or store any player’s personal information, You must inform them of such use and that it is subject to Your privacy policy; (iii) You shall not collect, store or otherwise intercept a player’s or user’s the Company or the Company’s platform related password, login or other credentials; and (iv) You will strictly abide by Your privacy policy in handling the MSU Game Data.

8.7 Data protection laws give players the right to access, correct, withdraw and/or review MSU Game Data you will be using. You must comply with players’ requests for access, correction, withdrawal and/or review of their MSU Game Data in accordance with the requirements of the applicable laws. You must implement a maximum 30-day TTL (time-to-live) policy for all MSU Game Data obtained through the MSU APIs. This means You will retain data pulled from the MSU APIs for no longer than 30 days and must delete all information associated with your Application or a particular ID and not display that information, and promptly take such other actions with respect to any MSU Game Data in accordance with any of the Company’s instructions or requests, the MSU Guides and/or the Master TOS. Moreover, the MSU Game Data should be dynamically available to the public and should not be integrated into any physical product. Doing so could prevent or hinder the deletion of the MSU Game Data, should the Company or a user so request

8.8 Applications should not be designed for nor marketed to users under the age of 13 years of age.

8.9 To the extent You and Your Application(s) are permitted to access or use data, You and Your Application(s) will, and will require those acting on Your behalf to, maintain reasonable and appropriate administrative, organizational, technical and physical controls designed to ensure the privacy, security, and confidentiality of the Company data (including MSU Game Data) and user data collected by Your Application(s) (including personal data) to protect the data from accidental or unlawful destruction or accidental loss (including the loss of any storage medium or device on which such data is stored), alteration, unauthorized collection, use, disclosure, copying, modification, or access and against all other unlawful forms of processing.

8.10 The Company may monitor, review and inspect Your Application(s), and monitor and audit Your access to and use of the MSU API Services, at any time and without further notice to You, to ensure quality, improve our products and services, and verify Your compliance with these MSU API Terms.

8.11 You grant the Company a non-exclusive, perpetual, royalty-free right and license to use the Application and to distribute and publicly display it and the MSU Game Data compiled and arranged by it. You also grant the Company the right to monitor or collect data related to Your use of the MSU API to ensure Your compliance with these MSU API Terms and to use as the Company may otherwise deem appropriate.

8.12 The Company may, in its sole discretion, limit access to and/or usage of the MSU API and/or any other MSU API Services by you and/or any Application. Without limiting the generality of the immediately preceding sentence, the Company may, in its sole discretion, limit (a) the number of network calls that any Application may make with the MSU API, (b) the maximum file size and/or the maximum MSU Game Data that may be accessed, and/or (c) your access to and/or use of the MSU Game Data and anything else contained in or obtained through the MSU API. The Company may change such usage limits at any time and without notice. Without limiting the foregoing, You shall not use the MSU API in a manner that exceeds reasonable request volume or constitutes excessive or abusive use. Without limiting any of its rights under these MSU API Terms or otherwise, the Company may use technical means to prevent over usage and/or stop usage of the MSU API if any application and/or website exceeds reasonable usage limitations as determined by the Company in its sole and absolute discretion.

8.13 Without the Company’s prior written agreement, use of the MSU API Services for commercial purposes is not permitted, whether compensated or not. Without limiting the generality of the foregoing, You may not make available "Premium" versions of Applications (or similar services) offering additional for-pay features, and players may not be charged –whether in fiat currency, digital assets, cryptocurrencies, or any item of monetary valueto download an Application, charged for services related to the Application, or otherwise be required to offer some form of monetary compensation to download or access an Application when those features use the MSU APIs, unless expressly approved in writing by the Company. Likewise, Applications may not include interstitials soliciting donations before features or functionality becomes available to the player. Also, players may not be required to watch a video advertisement before accessing a feature or function of the application.

8.14 You understand and agree that the MSU API Services and MSU Game Data is being provided "as is" and "as available" basis and subject to applicable laws, the Company makes no representation, warranty or guarantee of the availability of any data, functionality or feature provided by or through the MSU API Services and is not required to provide any technical or other support services to You or any user of any Application. In addition, subject to applicable laws, the Company may at any time revoke access to the MSU API Services or disable part or all of any MSU API or MSU Game Data without any warning or notice.

8.15 Except as permitted through authorized use of the MSU APIs, you will not perform any data-mining, scraping, crawling or use any processes that sends automated queries to the Company or any of the Company’s game, service, or website, or use any other similar methods or tools to gather or extract data other information from the Company, any the Company game or service or any users or players

9. Term Termination.

9.1 You may terminate Your use of or registration for the MSU API Services at any time by closing Your Developer Account (as defined below) or by providing us with notice of termination via email at contact_builder@nexpace.io. immediately ceasing any use of the MSU API Services and deleting from your Application all MSU Game Data (together with all copies of the MSU Game Data in Your possession or under your control). If any individual requests that You cease using their data, either by making a request to you directly, making a request through the Company, or requesting that their account be de-linked from Your Application, You must immediately cease using the MSU API and MSU Game Data from Your Application, and delete all copies of the individual's data in Your possession or under Your control.

9.2 We may suspend, discontinue or terminate Your access to, use of or registration for any aspect of the MSU API Services (including Developer Identifiers assigned to You), impose additional requirements and restrictions, or terminate these MSU API Terms at any time, for any or no reason, with or without prior notice or explanation, and without liability or obligation to You or any third party, including in the event You, Your Application(s) or those acting on your behalf have breached these MSU API Terms, or if we are required to by applicable law.

10. Representations And Warranties.

Without limiting the generality of any other representations and warranties set forth in these MSU API Terms, You further represent and warrant to the Company that: (a) You have the power and authority to enter into and carry out this agreement regarding these MSU API Terms;(b) the information You provided the Company as part of Your Developer Account was true and correct and will remain true and correct as long as you possess MSU Game Data or otherwise use any of the MSU API Services; (c) Your Application does not and will not infringe upon the intellectual property, propriety or other rights of any third party; (d) You and Your Applications comply with all applicable laws, rules, and regulations; and (e) You comply with all relevant policies including, but not limited, to the MapleStory Universe Game IP Guide for Content Creators and other applicable terms, conditions, rules or guidelines provided by the Company.

11. Indemnity.

You agree to hold harmless and indemnify the Company, and its subsidiaries, affiliates, officers, agents, and employees from and against any third party claim arising from or in any way related to Your or Your users’ use of Your Application, the MSU APIs, MSU Game Data or the MSU API Services, Your breach of these MSU API Terms, including any representations or warranties, or other actions connected with the use of the MSU API Services, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorneys’ fees, of every kind and nature.

12. Ownership and Reservation of Rights.

12.1 Ownership. As between You and the Company, the Company, its affiliates, and its and their licensors and suppliers, retain all rights in, title to, interest in, and ownership of (including all intellectual property rights (e.g., all patent, trademark, copyright, trade secret, and other proprietary rights) in and to) all MSU API Services (including all MSU Game Data), MSU Brands/Marks, all Company websites, applications, products and services, all underlying technology and computer programming, and all derivative works of any of the foregoing ("Company Property"). As between You and the Company, You retain all rights in, title to, interest in and ownership of Your Application(s), excluding any Company Property.

12.2 No Other Rights. Except for the express rights contained in these MSU API Terms, the Company grants You no other rights or licenses (whether express, implied, by virtue of estoppel or exhaustion, or otherwise) to the Company Property or any of the Company’s or its affiliates’ intellectual property rights. Without limiting the generality of the foregoing, no rights or licenses are granted under any patents owned or controlled by the Company or its affiliates, and no rights or licenses are granted to reproduce or distribute content or make content available in any manner other than through the use of the MSU API Services in accordance with these MSU API Terms. All rights not expressly granted to You are reserved by the Company.

12.3 Publicity. The Company and its affiliates may use Your company or organization name (or personal name if an individual), product names or logos in presentations, marketing materials, customer lists, financial reports, website listings of customers, research and marketing case studies, and other marketing-related activities, including producing and distributing incidental depictions such as screenshots, video, or other content from Your Application(s). You grant to the Company and its affiliates a non-exclusive, irrevocable, royalty-free, worldwide license to display Your company or organization name (or personal name if an individual), product name or logos for the above purposes. You must not make any public statements regarding Your access to, or use of, the MSU API Services that suggests partnership with, or sponsorship or endorsement by, the Company without the Company’s prior review and written approval.

13. Proprietary Rights.

The Company is the owner or licensee of all right, title, and interest in and to the MSU APIs, MSU Game Data and MSU API Services, and all features and components thereof. All rights not explicitly granted in these MSU API Terms are reserved to the Company. Without limiting the foregoing:

(a) The Company owns all right, title and interest (including all intellectual property rights) in and to the MSU APIs, including all output and executables of the MSU APIs, and including any modifications to or derivatives of the MSU APIs. You agree to abide by all applicable intellectual property laws and other laws with respect to their use. Except to the extent of any license granted herein by the Company to You, these MSU API Terms do not grant to You any right, title, or interest in any intellectual property owned or licensed by the Company, including to the MSU APIs, the MSU Game Data, the MSU API Services nor any derivatives of them.

(b) You acknowledge and agree that the Company may independently develop (directly and indirectly) other applications, platforms, games and/or websites through its use of the MSU APIs and/or MSU Game Data or otherwise which may be identical or similar to Your Applications in function, code or other characteristics. You agree that, to the extent any similarity is based upon the MSU APIs, MSU API Services, MSU Brands/Marks and/or MSU Game Data, You will have no ownership or intellectual property rights in such applications, platforms, games and/or websites, or any related tangible or intangible property rights. You further acknowledge and agree that any applications, platforms, games and/or websites developed by the Company and using the MSU APIs, MSU Game Data or MSU Brands/Marks that may be identical or similar to Your Application in function, code, appearance or other characteristics will not be deemed to violate any of Your rights in Your Application or any related proprietary rights, and that any such characteristics are coincidental in nature. In this regard, You expressly grant to the Company and its designees a limited, non-exclusive license in and to any proprietary rights You may hold in any Application for purposes of developing, using and exploiting any applications, platforms, games and/or websites developed by or on behalf of the Company using the MSU APIs, MSU API Services and/or MSU Game Data.

(c) You hereby irrevocably assign and agree to irrevocably assign, without charge, credit or other obligation, all intellectual property rights relating to oral and written comments and suggestions provided by You relating to the MSU APIs, MSU Game Data and MSU Brands/Marks ("Feedback") and You will take all actions deemed necessary by the Company in order for the Company to record, perfect and maintain its right in and to all Feedback.

14. Disclaimers; Limitation of Liability; Other Limitations.

14.1 Generally.

THE MSU API SERVICES, AND ALL CONTENT, PRODUCTS, SERVICES AND DATA MADE AVAILABLE ON, THROUGH OR IN CONNECTION THEREWITH, INCLUDING THE MSU GAME DATA, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THE MSU API SERVICES WILL BE AVAILABLE FOR USE, OR THAT ANY PRODUCTS, FEATURES, FUNCTIONS, SERVICES OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. SUBJECT TO ALL APPLICABLE LAWS, ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS RELATING TO THE MSU API SERVICES, AND ALL CONTENT, PRODUCTS, SERVICES AND DATA MADE AVAILABLE ON, THROUGH OR IN CONNECTION THEREWITH, INCLUDING THE MSU GAME DATA, ARE HEREBY DISCLAIMED. Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of Your use of the MSU API Services. You understand, acknowledge and agree that You are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the MSU API Services, including the MSU Game Data associated with Your use of MSU API Services.

14.2 Third Party Products and Services.

WE ARE NOT RESPONSIBLE AND HAVE NO LIABILITY WHATSOEVER FOR GOODS OR SERVICES YOU OBTAIN THROUGH THIRD PARTIES OR THIRD PARTY SERVICE PROVIDERS OR OTHER WEBSITES, PLATFORMS OR APPLICATIONS (EVEN IF ACCESSED OR PURCHASED WITHIN, THROUGH OR IN CONNECTION WITH THE MSU API SERVICES), AND ANY SUCH PURCHASES ARE SUBJECT TO THEIR RESPECTIVE TERMS AND CONDITIONS OF USE. YOU ACKNOWLEDGE AND AGREE THAT PRODUCT/SERVICE SPECIFICATIONS AND OTHER INFORMATION HAVE EITHER BEEN PROVIDED BY THE APPLICABLE THIRD-PARTY VENDORS OR COLLECTED FROM PUBLICLY AVAILABLE SOURCES AND WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY OR RELIABILITY OF ANY SUCH INFORMATION. ACCORDINGLY, WE ENCOURAGE YOU TO MAKE WHATEVER INVESTIGATION YOU FEEL NECESSARY OR APPROPRIATE BEFORE PROCEEDING WITH ANY TRANSACTION WITH ANY OF THESE THIRD PARTIES AS THE FOREGOING IS CONDUCTED AT YOUR SOLE RISK.

14.3 No Warranty of Timeliness or Availability.

You further understand and acknowledge the capacity of the MSU API Services, in the aggregate and for each user, is limited. Consequently, some data, messages and transmissions, including MSU Game Data, may not be processed in a timely fashion or at all, and some features or functions may be restricted or delayed or become completely inoperable. As a result, You acknowledge and agree that the Company assumes no liability, responsibility or obligation to transmit, process, store, receive or deliver transactions or MSU Game Data or for any failure or delay associated with any MSU Game Data or the MSU API Services and You are hereby expressly advised not to rely upon the timeliness or performance of the MSU API Services for any transactions of any kind. Some jurisdictions do not allow for the exclusion of certain warranties or certain limitations on damages and remedies, accordingly some of the exclusions and limitations described in these MSU API Terms may not apply to You.

14.4 Limitation of Liability.

YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY, ITS AFFILIATES, SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATORS, SERVICE PROVIDERS, ADVERTISERS AND SUPPLIERS, SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, ARISING OUT OF, BASED ON, OR RESULTING FROM THESE MSU API TERMS OR YOUR USE OF THE MSU APIS, MSU GAME DATA, OR MSU API SERVICES EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (A) BREACH OF CONTRACT, (B) BREACH OF WARRANTY, (C) NEGLIGENCE, OR (D) ANY OTHER CAUSE OF ACTION. IF YOU DO NOT AGREE WITH ANY PART OF THESE MSU API TERMS OF USE, OR YOU HAVE ANY DISPUTE OR CLAIM AGAINST THE COMPANY WITH RESPECT TO THESE MSU API TERMS, THE MSU APIS, THE MSU GAME DATA OR THE MSU API SERVICES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE MSU APIS, MSU GAME DATA AND MSU API SERVICES. SOLELY TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS PROHIBITED BY APPLICABLE LAW, AND TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY’S LIABILITY TO YOU IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO THE COMPANY DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT(S) GIVING RISE TO LIABILITY HEREUNDER; AND (B) $100 USD.

14.5 Third-Party Dispute

The Company does not and will not mediate, arbitrate, or otherwise intervene in any disputes between You and any third party, including other developers, regarding alleged infringement or ownership of any content or materials created using the MSU API Services. You are solely responsible for resolving such disputes at your own cost and risk. This does not limit or waive the Company’s rights or remedies in the event of any actual or alleged infringement of the Company’s intellectual property.

15. Notice.

Where the Company requires that You provide an email address, You are responsible for providing the Company with Your most current email address. In the event that the last email address You provided to the Company is not valid, or for any reason is not capable of delivering to You any notices required/ permitted by these MSU API Terms, the Company’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to the Company as described in the Master TOS. Such notice shall be deemed given when received by the Company on by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.

16. Miscellaneous.

These MSU API Terms, and any rights, licenses and privileges granted herein, may not be transferred or assigned by You, but may be assigned or transferred by the Company, in whole or in part, without restriction, notice or other obligation to You. If any part of these MSU API Terms is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of these MSU API Terms shall be given full force and effect. The terms "include," "includes," and "including," whether or not capitalized, mean "include, but are not limited to," "includes, but is not limited to," and "including, but not limited to," respectively and are to be construed as inclusive, not exclusive. Any provision of these MSU API Terms, which, either by its terms or to give effect to its meaning, must survive, shall survive the cancellation, expiration or termination of this Agreement.

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