Licensing Agreement

7418 Words Nov 22nd, 2015 30 Pages
EXCLUSIVE RAGNAROK
LICENSE AND DISTRIBUTION AGREEMENT

This Exclusive License and Distribution Agreement (“Agreement”) is made and entered into as of the 1st day of
December, 2015 (“Effective Date”), by and between Gravity Co., Ltd., a corporation duly organized and existing under the laws of the Republic of Korea (“Korea”) and having its principle office at 15F, Nuritkum Square Business Tower, 1605, Sangam-Dong, Mapo-Gu, Seoul, Korea (“Licensor”), and Riot Games, Inc., operates as a subsidiary of Tencent Holdings Limited, and a Delaware corporation with its principal office at 2450 Broadway Street, Suite 100, Santa Monica, CA 90404 (“Licensee”).
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RECITALS

WHEREAS, Licensor has developed, and owns all rights in massively
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“Intellectual Property” shall mean all patents, designs, utility models, copyrights, know-how, trade secrets, trademarks, service mark, trade dress and any other intellectual property rights, whether registered or not, in or related to the Game or Technical Information. “Local Language” shall mean English as used in the Territory. “Local Version” shall mean the Game provided in the Local Language. “Parties” and “Party” shall mean Licensor and Licensee, collectively and individually, respectively. “Prepaid Cards” shall mean the tangible or intangible card containing a unique code or other unique identifying information purchased by End Users to access the Game, as generated by Licensee in its sole and exclusive discretion. “Servers” shall mean the servers established, installed and operated by Licensee within the Territory only for the service of the Game to End Users in the Territory. “Sublicensing” shall mean a license granting a portion or all of the rights, to a third party by Licensee, which has been granted to Licensee under this Agreement. When used as a verb, “Sublicense” means to engage in Sublicensing. “Technical Information” shall mean the software, know-how, data, test result, layouts, artwork, processes, scripts, concepts and other technical information on or in relation to the Game and the installation, operation, maintenance,