LAST UPDATED: NOVEMBER 01, 2024

 

LOGIC DRIVER GITHUB REPOSITORY PERSONAL ACCESS AGREEMENT

 

PLEASE READ THESE TERMS AND CONDITIONS (THE "TERMS") CAREFULLY AS THEY DESCRIBE THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE GITHUB REPOSITORY ASSOCIATED WITH THE LOGIC DRIVER UNREAL ENGINE PLUGIN (HEREINAFTER “GITHUB REPOSITORY”) MADE AVAILABLE AND/OR PROVIDED BY RECURSOFT LLC, AN ARIZONA LIMITED LIABILITY COMPANY (THE "LICENSOR").

Licensor offers a software solution for game development, specializing in tools that streamline visual state machines, logic workflows, and various gameplay systems such as narrative, questing, combat, and AI systems within Unreal Engine projects. The Logic Driver platform enables developers to create, manage, and visualize complex logic structures, providing an efficient solution for small indie developers and studios. The platform integrates seamlessly with existing Unreal Engine workflows and supports various use cases in game development.  Licensor is allowing access to the Logic Driver plugin via the GitHub Repository.

Accessing, using, or visiting the GitHub Repository constitutes your electronic signature on this agreement (the “Agreement”) and your consent to execute this Agreement electronically. By visiting the GitHub Repository: (1) you acknowledge that you have read, understand, and agree to be bound by this Agreement, (2) you represent that you are eighteen (18) years of age or older, and (3) you represent that you have the authority to enter into this Agreement, personally or if you have named a company, on behalf of that company (you or any such company, the “Licensee”, “you”, or “Customer”), and to bind Licensee to the terms of this Agreement. If you do not agree to all terms and conditions of this Agreement, or if you do not have such authority, you must not accept this Agreement or access the GitHub Repository.

 

To the extent there is a conflict between this Agreement and any additional agreement you have signed with Licensor (an “Additional Agreement” or “Additional Terms”), this Agreement will control unless the Additional Agreement expressly states otherwise.

 

Throughout these Terms, You and Company may be referred to individually as the “Party”, or collectively, the “Parties”.

 

1.      Eligibility for GitHub Repository Access

 

1.1              Valid License Requirement

GitHub Repository access is contingent upon holding a valid, active license for the Logic Driver software. Upon termination or expiration of the Logic Driver license, access to the GitHub Repository will automatically be revoked without further notice. Licensor reserves the right to request documentation to verify Licensee’s compliance with this requirement.

 

1.2              Commercial Revenue Limit

Licensee’s annual gross revenue from commercial activity in the digital content industry must not exceed five hundred thousand and 00/100 ($500,000.00) United States Dollars. For the purposes of this calculation, revenue includes any other entities under common control with licensee and any advances received or other funds raised. If Licensee surpasses this threshold at any point, Licensee is required to notify Licensor within thirty (30) days and may face access revocation or transition to a different licensing plan.

 

1.3              Project Ownership Clause

GitHub Repository access is limited to projects that are at least fifty-one percent (51%) owned by individuals or small companies that meet the eligibility criteria set forth in this Agreement. Licensee agrees that the project using the licensed software found in the GitHub Repository must not be controlled or owned by a larger company exceeding the defined limits of commercial revenue.

 

2.      Scope of GitHub Access

 

2.1     Single-User Access

GitHub Repository access is granted solely to a single individual or entity authorized by Licensor. This access is non-transferable and is only valid for the Licensee. Access by additional individuals within Licensee’s organization is permitted only if explicitly approved by Licensor in writing, and such individuals must be designated "Approved Users”.

 

2.2     Ownership of GitHub Access Account

 

The GitHub account receiving access to the GitHub Repository must be either (a) directly owned by the Licensee or (b) designated by the Licensee for access to the GitHub Repository. If the account is not directly owned by the Licensee (e.g., bot account owned by a small studio), the Licensee must retain full responsibility for any activity carried out by the designated account. Licensor reserves the right to revoke access if it is determined that the designated GitHub account is being used by a third party or entity that does not meet the eligibility criteria or access conditions set forth in this Agreement. 

 

2.3     Courtesy Nature of Access

Access to the GitHub Repository is granted as a courtesy and is not part of any Epic Games Marketplace license. Licensor reserves the right to revoke or suspend GitHub Repository access at its discretion, including but not limited to situations where Licensee no longer meets eligibility criteria or for violations of this Agreement.

 

3.      Conditions for GitHub Access

 

3.1     Compliance with GitHub Terms

 

Licensee is required to comply with GitHub’s terms of service, policies, and acceptable use requirements, as in effect at the time of access, which are available at https://docs.github.com/site-policy/github-terms/github-terms-of-service. Any failure to comply with these terms may result in the immediate revocation of Licensee’s access to the GitHub Repository at Licensor’s sole discretion.

 

3.2     Revocation of Access

Licensor may revoke GitHub Repository access at any time, for any reason, including but not limited to:

         

(a)      Violation of these terms;

 

(b)      Non-compliance with eligibility criteria;

 

(c)      Breach of confidentiality; and

 

(d)      Any other cause, as determined by Licensor.

If access is revoked, Licensee agrees that Licensor is under no obligation to provide access to any subsequent projects or repositories.

3.3     Compliance Monitoring and Reporting

Licensee must confirm compliance with the eligibility criteria (commercial revenue) annually or whenever requested by Licensor. Failure to provide timely confirmation or evidence of compliance may result in immediate suspension or termination of GitHub Repository access.

 

3.4     No Guarantee of Service Availability

Licensor does not guarantee the availability or continued provision of the GitHub Repository. Any changes to the GitHub Repository’s access policies or service availability are at the sole discretion of Licensor.

 

4.      No Support Obligation

Licensor does not provide support services for the GitHub Repository. Licensee acknowledges that GitHub Repository access is offered without any obligation for technical or customer support from Licensor.

 

5.      Termination of Access

 

5.1     Breach of Terms

In the event of a breach of this Agreement or any associated terms, including but not limited to misuse of corporate or organizational emails for access or forking the GitHub Repository under a corporate or organizational GitHub account, Licensor may immediately revoke Licensee’s access to the GitHub Repository.

 

5.2     Data Loss upon Termination

Licensee acknowledges and agrees that termination of GitHub Repository access may result in the loss of any data, including, but not limited to, forked repositories or projects. Licensor shall not be held liable for any data loss resulting from revocation or termination of access, nor does Licensor have any obligation to assist Licensee in recovering lost data.

 

5.3     Licensee Growth Provisions

If Licensee exceeds the commercial revenue limits outlined in Section 1, Licensee must notify Licensor within thirty (30) days. Licensee may be required to transition to a different licensing model appropriate to their size and scope. Failure to provide timely notification may result in the immediate termination of Licensee’s access to the GitHub Repository.

 

6.      Modification of Terms

 

Any software, updates, features, or tools that are added to the GitHub Repository shall be subject to the terms and conditions of this Agreement. The most current version of this Agreement can be reviewed at any time at the following URL: https://logicdriver.com/terms/github-personal-access. Licensor reserves the right to modify, amend, or replace any part of these Terms by posting updates or revisions on the specified webpage or within the GitHub Repository. It is the Licensee’s responsibility to periodically review this Agreement for changes. Continued access to or use of the GitHub Repository after the posting of any changes constitutes Licensee’s explicit acceptance of the updated terms.

 

7.      Protection of Content and Confidential Information

Access to the GitHub Repository does not give you any ownership of, or any other intellectual property interest in, any content located in the GitHub Repository. Licensee agrees to treat any proprietary code, resources, or information within the GitHub repository as confidential. Licensee shall not disclose or distribute any code, data, or other confidential information from the GitHub Repository to third parties unless authorized in writing by Licensor.

 

8.      Limitation of Liability

 

8.1    Disclaimer of Warranties

Licensor makes no warranties, express or implied, regarding the GitHub Repository or any related services. The GitHub Repository is provided “as is,” and Licensor disclaims all warranties, including merchantability and fitness for a particular purpose.

 

8.2    Limitation of Liability

Licensor shall not be liable for any damages arising from the use or inability to use the GitHub Repository, including but not limited to, incidental, consequential, or punitive damages, data loss, or damages from the revocation of access.

 

9.      Governing Law and Jurisdiction

 

9.1     Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona, without regard to conflict of law principles.

 

9.2     Foreign Access of GitHub Repository

 

The GitHub Repository is operated, and administered by Licensor from our offices within the United States. If you access the GitHub Repository from a location outside the United States, you are responsible for compliance with all local laws. You agree that you will not use Licensor’s content accessed through the GitHub Repository in any country or in any manner prohibited by any applicable laws, restrictions, or regulations. Licensor makes no representation that all content available through the GitHub Repository are appropriate or available for use in locations outside the United States or all territories within the United States.  

 

BY ACCESSING OR USING THE GITHUB REPOSITORY, LICENSEE AFFIRMS THAT THEY HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF LICENSEE DOES NOT AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, LICENSEE MUST IMMEDIATELY CEASE ACCESS TO AND USE OF THE GITHUB REPOSITORY, AND ANY SUCH ACCESS OR USE WILL BE REVOKED.