Standard Terms, Version 1.0 (September 2026)
TORE BRAND LICENSE
These Standard Terms (the "Terms") apply to every TORE Brand License Order Form that references them. The Order Form names the parties, describes what is licensed, records the options chosen, and is signed; these Terms supply everything else. The Order Form and these Terms together are the "Agreement." "Developer" means TIMMYG Studios LLC, a Georgia limited liability company. "Brand Owner" means the party named as Brand Owner in the Order Form. "Schedule A," "Schedule B," and "Schedule C" mean Parts A, B, and C of the Order Form. Developer and Brand Owner are each a "Party" and together the "Parties."
Developer may publish new versions of these Terms. An Order Form is governed by the version it names, and a later version does not change a signed Order Form unless both Parties agree in writing.
1. Background
Developer is developing and publishing Tornado Emergency, a commercial storm chasing video game in which players drive and equip chase vehicles, deploy weather instruments, and intercept tornadoes. Brand Owner owns or controls the trademarks, logos, and related artwork listed in Schedule A. Brand Owner is willing to let its Marks appear in the Game and its promotion, and Developer is willing to show them, on the terms below. In consideration of the mutual promises in this Agreement and the exposure each Party receives from it, the Parties agree as follows.
2. Definitions
2.1 "Game". means the video game currently titled Tornado Emergency, under that or any later title, in any version, including early access, full release, updates, patches, downloadable content (DLC), demos, betas, playtests, and versions for other platforms. "Game" does not include sequels or separate new games unless Schedule A says otherwise.
2.2 "Marks". means only the trademarks, names, logos, and logo artwork listed in Schedule A, in the forms provided or approved by Brand Owner, and versions of them made under Section 3.3. "Marks" does not include other variations, sub-brands, or new logos unless Brand Owner approves them in writing. Where a Mark includes artwork, this license covers the copyright in that artwork as well as the trademark.
2.3 "Marketing Materials". means trailers, screenshots, gameplay footage, store pages, key art, press kits, devlogs, social media posts, websites, and other promotional material for the Game.
2.4 "Distribution Partners". means digital storefronts, platform holders, and publishers that sell, host, distribute, or promote the Game, such as Valve Corporation (Steam).
2.5 "Contractors". means freelancers, artists, and service providers working on the Game for Developer under written agreements.
2.6 "Player Content". means videos, streams, screenshots, mods, custom vehicle designs, and other content made by players or creators, and not by Developer.
2.7 "Business Day". means a weekday that is not a U.S. federal holiday. Deadlines measured in days end at 11:59 p.m. U.S. Eastern Time on the last day.
3. License
3.1 In-game use. Brand Owner grants Developer a non-exclusive, worldwide license during the Term to reproduce and display the Marks anywhere in the Game, on any vehicle, part, equipment, hardware, building, sign, screen, menu, or other in-game object, in any existing or future area, mode, or feature of the Game, subject only to the content standards in Section 5.2, the uses requiring approval in Section 5.6, and any exclusions listed in Schedule A. Developer does not need to list or get approval for each individual placement. If Schedule A says so, the license also covers showing Brand Owner's real products, including their shape, design, and appearance, as 3D models in the Game.
3.2 Marketing use. The license also covers use of the Marks in Marketing Materials, as long as the Marks appear as they do in the Game or as otherwise approved under Section 5.
3.3 Adapting the Marks. Developer may make the following changes to the Marks without approval, as long as the design of the Marks is not otherwise changed:
- (a) technical changes needed to show the Marks in a 3D game, such as resizing, wrapping onto surfaces, lighting, shading, weathering, dirt, wear, damage, burn and fire effects, and lower-resolution versions;
- (b) single-color, reversed (knockout), black, white, and grayscale versions, so the Marks read on different vehicle and surface colors;
- (c) if Brand Owner does not provide one, a version with a transparent background, made by removing the background and any surrounding box or border that is not part of the logo itself;
- (d) if Brand Owner does not provide a usable high-resolution or vector file, a clean high-resolution or vector recreation that matches the original logo as closely as reasonably possible.
3.4 Limits on adapting. Developer will not otherwise redesign, restyle, or add to the Marks unless Brand Owner approves it. If Brand Owner's guidelines prohibit a specific version listed in Section 3.3(b), Developer will not use that version in new content. On request, Developer will send Brand Owner copies of any versions made under Section 3.3(c) or (d).
3.5 Sublicenses. Developer may sublicense its rights only (a) to Distribution Partners, so they can sell, distribute, host, and promote the Game, (b) to Contractors, only as needed to work on the Game for Developer, and (c) to players, only to use and play the Game as distributed. Developer is responsible for its Contractors' use of the Marks. No other sublicensing is allowed without Brand Owner's written consent.
3.6 Non-exclusive. This license is non-exclusive. Brand Owner may license the Marks to others, including other game developers, and Developer may include other brands in the Game, including competing brands.
3.7 No obligation to use. Developer is not required to include the Marks in the Game or keep them in it. Developer may remove the Marks at any time at its discretion.
3.8 Excluded uses. This license does not cover (a) physical or digital merchandise (such as apparel, stickers, or posters) sold separately from the Game, or (b) selling the Marks as a separately priced item, such as a paid decal pack or paid branded cosmetic, unless Brand Owner approves it in writing. Including the Marks in the Game itself, its updates, and DLC that is not built around the Marks is not a separately priced item.
3.9 Reserved rights. All rights not expressly granted in this Agreement are reserved by Brand Owner.
4. Player Content and Mods
4.1 Gameplay videos and streams. Brand Owner agrees not to bring any claim against Developer, Distribution Partners, players, streamers, video creators, or press based solely on the Marks appearing, as they appear in any version of the Game distributed while this Agreement was in effect, in gameplay videos, streams, screenshots, reviews, or articles. Because copies of the Game already sold will still contain the Marks, this applies no matter when the content is made, including after this Agreement ends. The people and companies described in this Section 4.1 are intended third-party beneficiaries of this Section.
4.2 Player customization. If the Game lets players customize vehicles or equipment, Developer may offer the Marks as options players can apply. Developer will only offer the Marks through options Developer provides, and Developer is not responsible for how individual players combine or place those options.
4.3 Mods and user-made content. Developer is not responsible for Player Content it did not create, including mods or custom designs that use or alter the Marks. If Brand Owner notifies Developer of Player Content that misuses the Marks and is hosted on a service Developer controls, Developer will take reasonable steps to remove it.
5. Quality Control and Approvals
5.1 Brand guidelines. Developer will follow any written logo or brand guidelines Brand Owner provides before the Effective Date or with its first approval. If Brand Owner changes its guidelines later, the changes apply only to new content Developer creates more than 30 days after receiving them, and existing content does not need to be updated. Guidelines cannot limit uses this Agreement expressly allows, including those in Sections 3.1, 3.3, and 5.3. Brand Owner will provide logo files, vector format preferred, for Developer's use.
5.2 Content standards. Developer will not place the Marks on, or use them to promote, sexual content, illegal drug use, hate speech, or political or religious messaging, and will not use the Marks in a way intended to mock or ridicule Brand Owner. Developer is not responsible for what players say or do in multiplayer, chat, voice, or Player Content, but will take reasonable steps under its normal moderation practices if Brand Owner reports specific misuse of the Marks. Developer will not release a version of the Game containing the Marks that is rated Adults Only (AO) or an equivalent adults-only rating. A breach of this Section 5.2 that is not fixed under Section 5.8 is a material breach.
5.3 Gameplay depiction. Brand Owner understands that the Game is a disaster and severe weather simulation that will change and grow over time. Brand Owner agrees that none of the following is a misuse, disparagement, or tarnishment of the Marks, and none requires approval:
- (a) Vehicles, parts, equipment, buildings, signs, and other objects showing the Marks being damaged, dirty, worn, broken, flipped, thrown, burned, flooded, struck by lightning, crushed, exploded, or destroyed by weather, fire, debris, crashes, collisions, or any other in-game cause.
- (b) Player characters or non-player characters being injured, killed, or rescued as a result of weather, fire, accidents, crashes, or other hazards, in or near objects showing the Marks.
- (c) In-game stats, prices, currency costs, performance, speed, durability, reliability, wear, malfunctions, breakdowns, and failures of items showing the Marks, and how those items compare to other items in the Game. These are fictional game mechanics that Developer may change at any time, and they are not statements about Brand Owner's real products. Developer will not intentionally use stats or descriptions to portray Brand Owner's products as inferior, and will not give an item carrying a Brand Owner product name a failure, malfunction, or safety mechanic that similar items in the Game do not also have. Fictional stats will be presented as game stats. Any text in the Game that states a real-world specification, rating, or capability of Brand Owner's products as fact will be taken from Brand Owner's own materials or approved by Brand Owner in writing.
- (d) Developer adding, changing, or removing vehicles, parts, equipment, features, modes, maps, hazards, and other content, in updates or otherwise.
5.4 Approval process. Before the Marks first appear publicly, Developer will send Brand Owner screenshots, renders, or video showing how the Marks are used (an "Approval Request"). "Publicly" means shown or made available to anyone other than Developer, its Contractors, and testers who have agreed to keep the Game confidential. Approval Requests go to Brand Owner's approval contact in Schedule C, and the timing rules for email notices in Section 14.5 apply to Approval Requests and reminders. The following applies to every Approval Request:
- (a) Brand Owner will approve or reject the request in writing within 10 Business Days. A rejection must list every change needed. If Developer resubmits with those changes made, Brand Owner may reject again only for a problem that those changes created or that it could not reasonably have seen the first time, and the resubmission is otherwise considered approved.
- (b) Brand Owner will not unreasonably withhold approval for uses allowed by this Agreement.
- (c) If Brand Owner does not respond within 10 Business Days, Developer will send a written reminder to both the approval contact and Brand Owner's notice email. The reminder must reference this Section 5.4(c) and state that the request will be considered approved, and Brand Owner's right to back out under Section 10.2(a) will end, if there is no response. If Brand Owner does not respond within 5 Business Days after the reminder, the request is considered approved.
- (d) If Brand Owner asks for more information, the response deadline is extended by 5 Business Days after Developer provides it. This extension can happen only once per Approval Request.
5.5 One-time approval. The approval in Section 5.4 is a one-time approval of how the Marks look in the Game, not of each placement. Once Brand Owner has approved an Approval Request, or it is considered approved, Developer does not need further approval to use the Marks anywhere allowed by Section 3.1, including on new or changed vehicles, parts, equipment, buildings, and features added later, or in Marketing Materials.
5.6 Uses that need approval. Developer must get Brand Owner's written approval (the deemed-approval rule in Section 5.4(c) does not apply) before (a) using the Marks in the Game's title or logo, on the main capsule images of the Game's store pages, or on physical or digital box or cover art; (b) selling the Marks as a separately priced item under Section 3.8; or (c) using a redesigned version of the Marks not allowed by Section 3.3. Trailers, video thumbnails, screenshots, and social posts that show the Marks as they appear in the Game do not need approval, but Developer will send Brand Owner a copy of any trailer in which the Marks are clearly visible, at or before its release, so Brand Owner can share it.
5.7 Review access. On request, Developer will give Brand Owner one free key or build of the Game so Brand Owner can review how the Marks are used.
5.8 Corrections. If a use of the Marks does not follow this Agreement, Brand Owner may notify Developer in writing, describing the specific use and the provision it does not follow. Developer will, at its choice, fix the use or remove the Marks from it in the next update of the Game, and in any case within 60 days, and will stop using any non-conforming Marketing Materials that Developer controls. If the use violates Section 5.2, the deadlines are 14 days for Marketing Materials and 30 days for the Game. If Schedule A allows 3D models of Brand Owner's products, Brand Owner may also ask Developer to fix or remove a model that materially misrepresents the product's design, and Developer will do so within the same period. A use that Developer fixes or removes within this period is not a breach of this Agreement. This Section is the only remedy for a non-conforming use, except that three or more non-conforming uses corrected under this Section within any 12 months is a material breach under Section 10.3.
5.9 Scope of Brand Owner's control. Brand Owner's approval and correction rights cover only how the Marks themselves look and are used. They do not give Brand Owner any control over the Game's design, features, content, difficulty, quality, pricing, updates, release timing, or other business decisions.
5.10 Logo updates. If Brand Owner changes or retires a Mark, Developer may keep using the version already in the Game. Developer may, but is not required to, switch to the new version, which will be treated as a Mark once Brand Owner provides it. If Brand Owner must stop using a Mark for legal reasons (for example, a court order or loss of rights), Developer will switch to the replacement Mark or remove the old one in its next update and within 90 days after notice.
5.11 No ads or platform conflicts. Nothing in this Agreement requires Developer to add advertising, links, QR codes, promotional pop-ups, or rewards for engaging with the Marks, or to do anything that conflicts with a Distribution Partner's policies. The Marks will appear as part of the Game's world, not as advertising.
6. Credit and No Endorsement
6.1 Credit. Once the Game has a credits screen or legal notices, Developer will credit Brand Owner there, using the notice in Schedule A or a similar notice such as "[Mark] is a trademark of [Brand Owner], used with permission."
6.2 No endorsement. Developer will not state or suggest that Brand Owner sponsors, endorses, or is responsible for the Game, other than accurately describing this license. Developer may accurately state, including in Marketing Materials and press, that the Game includes the Marks with Brand Owner's permission. Before the first approval under Section 5.4, Developer may mention Brand Owner by name in dev updates, posts, and press only with Brand Owner's email OK, and will not show the logo publicly until approval. After approval, Developer may mention Brand Owner by name freely, subject to this Section. If Brand Owner backs out under Section 10.2(a), Developer will stop new mentions and, on request, will edit or remove its own earlier posts that named Brand Owner within 14 days. Brand Owner is not responsible for the Game's content, performance, pricing, or support.
6.3 Brand Owner promotion. While this Agreement is in effect, Brand Owner may tell the public that its Marks appear in the Game, and may use the Game's name and screenshots or footage provided or approved by Developer for that purpose. Brand Owner will not state or suggest that Developer endorses Brand Owner's products beyond accurately describing this license.
6.4 Optional extras for Brand Owner. While this Agreement is in effect, Brand Owner may ask for any of the following, and Developer will provide them at no charge: (a) up to ten screenshots and three short video clips per calendar year showing the Marks in the Game, taken from Developer's existing captures or simple new captures, for Brand Owner's own promotional use under Section 6.3 (Developer chooses the content and angles, and is not required to produce custom or edited video); (b) up to five free keys for the Game for Brand Owner's staff or giveaways, once keys are available to the public; (c) a mention of Brand Owner by name in a launch post, dev update, or social media post when the Game is first released with the Marks; and (d) a listing on any partners or featured brands section that Developer maintains in the Game or on the Game's website. These are optional for Brand Owner and are not required for this Agreement to be valid.
7. Ownership
7.1 Marks. Brand Owner owns the Marks. All use of the Marks under this Agreement, and all goodwill from that use, benefits Brand Owner. Developer will not challenge Brand Owner's ownership of the Marks, and will not register or try to register the Marks, or anything confusingly similar, as its own trademark, domain name, or social media handle.
7.2 Game. Developer owns the Game and all of its content other than the Marks, including all vehicles, 3D models, textures, code, audio, designs, and characters. Brand Owner gets no rights in the Game. After the Marks are removed, Developer may keep using its own vehicle designs and assets without the Marks. Nothing in this Section gives Developer any rights in the design of Brand Owner's real products beyond what Schedule A allows.
8. No Payment
Neither Party will pay the other any money, royalty, fee, or other compensation under this Agreement. The license is royalty-free, and the optional extras in Section 6.4 are not payment. Each Party is entering into this Agreement for the mutual promises in it and the exposure its brand or Game receives. Each Party pays its own costs of performing this Agreement and is responsible for its own taxes.
9. Confidentiality
Each Party will keep confidential any non-public information the other Party marks or identifies as confidential. Approval Requests, review builds, and other unreleased Game content are confidential whether or not marked. Confidential information includes unreleased Game content, builds, release dates, and the terms of this Agreement. The Marks, and anything this Agreement allows to be used publicly, are not confidential. This does not apply to information that is or becomes public through no fault of the receiving Party, that the receiving Party already had or independently develops, or that must be disclosed by law. Either Party may disclose that this Agreement exists and describe it generally. Each Party may share this Agreement with its lawyers, accountants, and potential investors or acquirers under a duty of confidentiality. Developer may also share this Agreement with Distribution Partners, publishers, rating boards, and insurers to show that it has the rights to use the Marks.
10. Term and Termination
10.1 Term. This Agreement starts on the Effective Date and continues until ended under this Section.
10.2 Termination for convenience. Either Party may end this Agreement without giving a reason, as follows:
- (a) Before the first Approval Request is approved or considered approved, Brand Owner may end this Agreement at any time by written notice, effective immediately. Developer will then not use the Marks publicly, and nothing needs to be removed.
- (b) After that, Brand Owner may end this Agreement by written notice. The Agreement ends 90 days after the notice, or, if later, on the earlier of (1) 6 months after the Game is first released publicly with the Marks in it, or (2) 18 months after the Effective Date.
- (c) Brand Owner may also end this Agreement on 30 days' written notice, without waiting for the periods in (b), if Developer or its owner is convicted of a felony, if a Distribution Partner removes the Game from sale for violating its content policies and the Game is not restored within 60 days, or if Brand Owner issues a public safety recall of a product that carries the Marks.
- (d) Developer may end this Agreement at any time with written notice.
10.3 Termination for breach. Either Party may end this Agreement by written notice if the other Party materially breaches it and does not cure the breach within 30 days after receiving written notice describing it.
10.4 Effect of termination. However this Agreement ends, including for breach:
- (a) Developer will remove the Marks from the Game by the end date if it releases an update before then, and otherwise in its first update after the end date and no later than 30 days after it, or will instead stop offering the Game for sale within that time.
- (b) Developer will stop creating new Marketing Materials that show the Marks as of the end date, and within 30 days after it will replace store page screenshots and trailers on active storefronts that show the Marks.
- (c) Developer does not have to recall, disable, or change copies of the Game that were sold, downloaded, or distributed before the removal update, and players may keep playing those copies.
- (d) Except as stated in (b), Developer does not have to delete Marketing Materials published before the end date, such as past trailers, videos, and social posts, and is not responsible for copies made or kept by others.
- (e) Section 4.1 continues to apply.
10.5 Continuing rights after termination. Brand Owner grants Developer and its Distribution Partners a non-exclusive, royalty-free license, which cannot be revoked and lasts as long as the affected copies and materials exist, to use the Marks only as needed for the continuing uses allowed in Section 10.4, including (a) using the Marks in the Game and on store pages until the removal deadlines in Section 10.4, (b) copies of the Game already sold or distributed, including earlier builds that platforms keep available for download, rollback, or refunds, and (c) Marketing Materials published before the end date.
10.6 Survival. Sections 3.3, 3.4, 4, 5.3, 5.9, 6.1 (for builds already released), 6.2, 7, 9, 10.4, 10.5, 10.6, 10.7, 11.4, 12, 13, and 14 survive after this Agreement ends, and continue to apply to all copies of the Game and Marketing Materials covered by Section 10.5.
10.7 If Developer stops updating the Game. Developer may notify Brand Owner that it has stopped actively updating the Game. After that notice: (a) Section 6.4 and the trailer-copy obligation in Section 5.6 no longer apply; (b) Developer has no obligation to maintain a website, partners section, or other ongoing services, but Section 4.3 still applies to any service Developer continues to operate; and (c) any removal required under Section 5.8 or 10.4 may be completed within 90 days after the applicable end date or correction notice instead of the periods stated there, by an update or by stopping sale of the Game, except that the 14-day and 30-day deadlines in Section 5.8 for uses that violate Section 5.2 are unchanged. Developer's other obligations, and Brand Owner's rights to terminate, are unchanged.
11. Representations and Warranties
11.1 Both Parties. Each Party represents that (a) it has the power and authority to enter into this Agreement, (b) the person signing for it is authorized to do so, and (c) signing and performing this Agreement does not breach any other agreement it is bound by.
11.2 Brand Owner. Brand Owner represents that (a) it owns or controls the Marks and has the right to grant this license, (b) no existing agreement, including any exclusive sponsorship or license with another person, prevents it from granting this license, and (c) to its knowledge, Developer's use of the Marks as allowed in this Agreement will not infringe anyone else's rights.
11.3 Developer. Developer represents that it will use the Marks only as allowed in this Agreement and will comply with applicable law in developing, marketing, and selling the Game.
11.4 Disclaimer. Except as stated in this Section 11, neither Party makes any other warranties, express or implied.
12. Indemnification
12.1 Claims about the Marks. Brand Owner does not indemnify Developer. If anyone claims that the Marks infringe their rights, each Party will promptly tell the other, Developer may remove the Marks immediately, and Brand Owner will respond to the claim as it concerns its own rights (this is not a duty to defend Developer). Developer's only remedy against Brand Owner for such a claim is a claim for breach of Section 11.2, subject to Section 13.
12.2 By Developer. Developer will defend Brand Owner against any third-party claim arising from the Game or Developer's breach of this Agreement, other than claims about the Marks themselves or claims caused by Brand Owner's own products, conduct, or breach, and will pay any resulting damages, settlements, and reasonable legal fees.
12.3 Process. For claims under Section 12.2, Brand Owner will promptly notify Developer of the claim, let Developer control the defense and settlement, and reasonably cooperate at Developer's expense. Developer may not settle a claim in a way that admits fault by, or imposes obligations on, Brand Owner without its written consent.
13. Limitation of Liability
Neither Party is liable to the other for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, arising out of this Agreement. This exclusion does not apply to amounts Developer must pay to third parties under Section 12. Each Party's total liability to the other under this Agreement will not exceed ten thousand U.S. dollars ($10,000). Developer's total liability under Section 12 is separately capped at twenty-five thousand U.S. dollars ($25,000). The following are instead capped at fifty thousand U.S. dollars ($50,000), and lost profits may be recovered up to that amount: Brand Owner's breach of Section 4.1 or 14.4, and a Party's use of the other Party's intellectual property outside the scope of this Agreement that continues more than 30 days after written notice. Breach of Section 9 is capped at $50,000 unless the breach was intentional.
14. General Terms
14.1 Independent parties. The Parties are independent. This Agreement does not create a partnership, joint venture, agency, or employment relationship, and neither Party can bind the other.
14.2 Governing law and venue. This Agreement is governed by the laws of the State of Georgia, USA, without regard to its conflict of law rules. Any lawsuit about this Agreement will be brought in the state or federal courts located in Georgia, and each Party consents to their jurisdiction.
14.3 Resolving disputes first. Before filing a lawsuit or any complaint with a Distribution Partner, a Party must send the other a written notice describing the dispute, and the Parties will try in good faith to resolve it for at least 30 days. This does not apply to a Party seeking an urgent court order to stop use of its intellectual property that is clearly outside the scope of this Agreement.
14.4 Remedies for Mark issues. Because any problem with the Marks can be fixed by correcting or removing them, Brand Owner's remedies for any issue involving the Marks are (a) correction or removal of the Marks under Sections 5.8 and 10.4, and (b) money damages subject to Section 13. Brand Owner will not seek to stop, suspend, or delay the development, sale, distribution, updating, or marketing of the Game as a whole, and will not send takedown notices or infringement complaints to Distribution Partners, video platforms, or creators about any use allowed by this Agreement, including uses during the removal periods in Section 10.4 and continuing uses under Section 10.5. If Developer fails to remove the Marks as required by Section 10.4, Brand Owner may seek an order requiring removal of the Marks only. This Section does not prevent Brand Owner from seeking urgent court relief for a use of the Marks clearly outside this Agreement, a disclosure of its confidential information, or a false statement that Brand Owner endorses the Game.
14.5 Notices. Notices under this Agreement must be in writing and may be sent by email to the addresses in the signature blocks, or by courier or certified mail to the addresses above. Email notice is effective the next Business Day after it is sent, unless the sender receives a bounce-back. Either Party may update its notice details by notice to the other.
14.6 Assignment. Either Party may assign this Agreement, with written notice to the other, to a successor to all or substantially all of its business or assets related to this Agreement. Developer may also assign it, with notice, to a publisher or acquirer of the Game. Any assignee must agree in writing to be bound by this Agreement, and Developer will not assign this Agreement to a direct competitor of Brand Owner without Brand Owner's consent. Otherwise, neither Party may assign this Agreement without the other's written consent, which will not be unreasonably withheld. This Agreement binds and benefits each Party's permitted successors and assigns. If Brand Owner sells or transfers any Mark, it will make the transfer subject to this Agreement, and this Agreement will bind the new owner of that Mark.
14.7 Bankruptcy. The Parties intend that Developer's rights under this Agreement continue if Brand Owner goes through bankruptcy or insolvency, to the fullest extent allowed by law. For the copyright in any logo artwork, this Agreement is a license of intellectual property for purposes of Section 365(n) of the U.S. Bankruptcy Code.
14.8 Force majeure. Neither Party is liable for delays caused by events beyond its reasonable control, such as natural disasters, outages, war, or government action, as long as it resumes performance as soon as reasonably possible.
14.9 Entire agreement and changes. This Agreement, including its Schedules, (the Order Form and these Terms) is the entire agreement between the Parties on this subject and replaces any earlier discussions. It can only be changed by a written document signed by both Parties, except that the Parties may add Marks to, or remove Marks from, Schedule A by an email exchange in which both Parties' notice or approval contacts confirm the change. Approvals under Section 5 may be given by email.
14.10 Waiver. A Party's failure to enforce a provision is not a waiver of its right to enforce it later.
14.11 Severability. If any provision is found unenforceable, it will be enforced to the maximum extent possible and the rest of this Agreement stays in effect.
14.12 Interpretation. Headings are for convenience only. "Including" means "including without limitation." Each Party has had the opportunity to review this Agreement with its own lawyer. No provision will be interpreted against a Party because that Party drafted it.
14.13 Order of precedence. If there is a conflict, Schedule B controls over the main body of this Agreement, and the main body controls over Schedules A and C. However, Schedule B changes Sections 4.1, 10.4, 10.5, 13, or 14.4 only if it names that Section by number.
14.14 Third-party beneficiaries. The players, streamers, video creators, press, and Distribution Partners protected by Sections 4.1 and 14.4, and Distribution Partners under Section 10.5, are intended third-party beneficiaries of those Sections and may enforce them. No one else, other than the Parties, has any rights under this Agreement.
14.15 Other agreements between the Parties. If the Parties also sign a separate agreement covering a specific real vehicle, device, or product of Brand Owner, that agreement controls how that item is depicted, and this Agreement controls other uses of the Marks. Ending one agreement does not end the other unless the notice says so.
14.16 Effective Date. If the Effective Date is left blank, it is the date of the last signature below.
14.17 Counterparts and e-signatures. This Agreement may be signed in counterparts and by electronic signature, each of which is an original and all of which together are one agreement. If Brand Owner signs first, this Agreement is an offer that becomes binding only when Developer countersigns; Developer may decline to countersign for any reason.