Second Life vs. Metaplace – A Tale of Two TOS

by Alphaville Herald on 06/03/09 at 8:19 am

Alphaville Herald opens Metaplace offices

by Pixeleen Mistral, National Affairs desk

Within five minutes of my first visit to Metaplace – the latest virtual world from Raph Koster – I understood why Google had given it's Lively web browser-based virtual world the chop. Someone at Google saw the Metaplace beta and realized that they had been hopelessly outclassed. Since that first visit I've been spending a lot of time in Metaplace, talking to players and watching the world evolve while building an Alphaville Herald office space – complete with flying saucers.

So while some publications are doing drive-by reviews of the still-in-beta world, look for the Herald to provide a much more immersive view as Metaplace becomes an ongoing part of the Herald beat. We will start at the beginning with the Terms of Service agreement – a sort of shrink-wrap license that few players bother to read – but which defines your rights in the virtual realm.

Compare the Metaplace TOS with the Second Life TOS below. Where would you rather live?

Metaplace Terms of Service

Unlessthe fabric of the virtual space is threatened and so long as worldcreators and users are not in violation of the EULA or relevantnational or local law, we will endeavor to provide our world creatorsand users with the following rights.  Metaplace also encourages thatworld creators and users meet certain responsibilities as set forthbelow.

Rights of world creators

  1. Freedom of speech.
  2. Peacefully represent their religious beliefs, but not to the exclusion or disparagement of others.
  3. Reasonable processes to resolve grievances with Metaplace.
  4. Own their intellectual property.
  5. Create and destroy their own world at their discretion with no liability to Metaplace or users.
  6. Tobe the sovereign power of their created worlds and subject to rightsreserved by others to have full power and authority in their createdworlds.
  7. Earn and extract economic value from created worlds.
  8. Tobe secure in their created worlds so that communications, designatedprivate spaces, and effects, are protected against unreasonablesnooping, eavesdropping, searching and seizures.  Any such activitywill only be undertaken with good reason, such as investigating theviolation of the EULA, these Terms of Service, or applicable laws.
  9. The enumeration in this document of rights shall not be construed to deny or disparage others retained by world creators.
  10. Setup worlds with their own rule sets that may differ from the rules here,so long as they make that rule set available to world users and do notviolate the EULA.  Any Terms of Service that deviates from the standardTerms of Service must be displayed for world users.

Responsibilities of world creators

  1. Not to harm minors in any way or simulate harm to minors.
  2. Know,understand, and follow applicable laws, including but not limited tothe laws of the United States, as well as the EULA and this Terms ofService.

The Terms of Service below is the default for all worlds unless you have created your own Terms of Service.

Rights of Users

  1. Freedom of speech.
  2. Freedom of assembly.
  3. Peacefully represent their religious beliefs, but not to the exclusion or disparagement of others.
  4. Reasonable processes to resolve grievances with Metaplace and world creators.
  5. Own intellectual property they create in a world.
  6. Freely depart worlds as they desire.
  7. To be treated equally and not discriminated against on the basis of sex, race, or national origin.
  8. To be innocent of any violation until proven guilty.
  9. Tobe secure in their persons so that communications, designated privatespaces, and effects, are protected against unreasonable snooping,eavesdropping, searching and seizures.  Any such activity will only beundertaken with good reason, such as investigating the violation of theEULA, these Terms of Service, or applicable laws.
  10. The enumeration in this document of rights shall not be construed to deny or disparage others retained by users.

Responsibilities of Users

  1. Not to harm minors in any way or simulate harm to minors.
  2. Know, understand, and follow applicable laws as well as the EULA and this Terms of Service.
Last updated July 7, 2008

Second Life Terms of Service

Welcome to Second Life! The following agreement (this "Agreement" orthe "Terms of Service") describes the terms on which Linden Research,Inc. ("Linden Lab") offers you access to its services.This offer is conditioned on your agreement to all of the terms andconditions contained in the Terms of Service, including your compliancewith the policies and terms linked to (by way of the provided URLs)from this Agreement. By using Second Life, you agree to these Terms ofService. If you do not so agree, you should decline this agreement, inwhich case you are prohibited from accessing or using Second Life.Linden Lab may amend this Agreement at any time in its sole discretion,effective upon posting the amended Agreement at the domain orsubdomains of http://secondlife.com where the prior version of thisAgreement was posted, or by communicating these changes through anywritten contact method we have established with you.

THE SERVICES AND CONTENT OF SECOND LIFE

1.1 Basic description of the service: Second Life, a multi-user environment, including software and websites.

"Second Life" is the multi-user online service offered by LindenLab, including the software provided to you by Linden Lab(collectively, the "Linden Software") and the online environments thatsupport the service, including without limitation: the servercomputation, software access, messaging and protocols that simulate theSecond Life environment (the "Servers"), the software that is providedby Linden Lab and installed on the local computer or other device youuse to access the Servers and thereby view or otherwise access theSecond Life environment (the "Viewer"), application program interfacesprovided by Linden Lab to you for use with Second Life (the "APIs"),and access to the websites and services available from the domain andsubdomains of http://secondlife.com (the "Websites"). The Servers,Viewer, APIs, Websites and any other Linden Software collectivelyconstitute the "Service" as used in this Agreement.

1.2 Linden Lab is a service provider, which means, among otherthings, that Linden Lab does not control various aspects of theService.

You acknowledge that Linden Lab is a service provider that mayallow people to interact online regarding topics and content chosen byusers of the service, and that users can alter the service environmenton a real-time basis. Linden Lab generally does not regulate thecontent of communications between users or users' interactions with theService. As a result, Linden Lab has very limited control, if any, overthe quality, safety, morality, legality, truthfulness or accuracy ofvarious aspects of the Service.

1.3 Content available in the Service may be provided by usersof the Service, rather than by Linden Lab. Linden Lab and other partieshave rights in their respective content, which you agree to respect.

You acknowledge that: (i) by using the Service you may haveaccess to graphics, sound effects, music, video, audio, computerprograms, animation, text and other creative output (collectively,"Content"), and (ii) Content may be provided under license byindependent content providers, including contributions from other usersof the Service (all such independent content providers, "ContentProviders"). Linden Lab does not pre-screen Content.

You acknowledge that Linden Lab and other Content Providershave rights in their respective Content under copyright and otherapplicable laws and treaty provisions, and that except as described inthis Agreement, such rights are not licensed or otherwise transferredby mere use of the Service. You accept full responsibility andliability for your use of any Content in violation of any such rights.You agree that your creation of Content is not in any way based uponany expectation of compensation from Linden Lab.

Certain of the fonts in the Meta family of copyrightedtypefaces are used in Second Life under license from FSI FontShopInternational. You acknowledge that you may not copy any Meta font thatis included in the Viewer and that you may use any such Meta fontsolely to the extent necessary to use the Linden Software in SecondLife and that you will not use such Meta fonts for any other purposewhatsoever.

1.4 Second Life "currency" is a limited license right availablefor purchase or free distribution at Linden Lab's discretion, and isnot redeemable for monetary value from Linden Lab.

You acknowledge that the Service presently includes a componentof in-world fictional currency ("Currency" or "Linden Dollars" or"L$"), which constitutes a limited license right to use a feature ofour product when, as, and if allowed by Linden Lab. Linden Lab maycharge fees for the right to use Linden Dollars, or may distributeLinden Dollars without charge, in its sole discretion. Regardless ofterminology used, Linden Dollars represent a limited license rightgoverned solely under the terms of this Agreement, and are notredeemable for any sum of money or monetary value from Linden Lab atany time. You agree that Linden Lab has the absolute right to manage,regulate, control, modify and/or eliminate such Currency as it sees fitin its sole discretion, in any general or specific case, and thatLinden Lab will have no liability to you based on its exercise of suchright.

1.5 Second Life offers an exchange, called LindeX, for thetrading of Linden Dollars, which uses the terms "buy" and "sell" toindicate the transfer of license rights to use Linden Dollars. Use andregulation of LindeX is at Linden Lab's sole discretion.

The Service currently includes a component called"Currency Exchange" or "LindeX," which refers to an aspect of theService through which Linden Lab administers transactions among usersfor the purchase and sale of the licensed right to use Currency.Notwithstanding any other language or context to the contrary, as usedin this Agreement and throughout the Service in the context of Currencytransfer: (a) the term "sell" means "to transfer for consideration toanother user the licensed right to use Currency in accordance with theTerms of Service," (b) the term "buy" means "to receive forconsideration from another user the licensed right to use Currency inaccordance with the Terms of Service," (c) the terms "buyer," "seller","sale" and "purchase" and similar terms have corresponding meanings tothe root terms "buy" and "sell," (d) "sell order" and similar termsmean a request from a user to Linden Lab to list Currency for sale onthe Currency Exchange at a requested sale price, and (e) "buy order"and similar terms mean a request from a user for Linden Lab to matchopen sale listings with a requested purchase price and facilitatecompletion of the sale of Currency.

You agree and acknowledge that Linden Lab may deny any sellorder or buy order individually or with respect to general volume orprice limitations set by Linden Lab for any reason. Linden Lab maylimit sellers or buyers to any group of users at any time. Linden Labmay halt, suspend, discontinue, or reverse any Currency Exchangetransaction (whether proposed, pending or past) in cases of actual orsuspected fraud, violations of other laws or regulations, or deliberatedisruptions to or interference with the Service.

1.6 Second Life is subject to scheduled and unscheduled serviceinterruptions. All aspects of the Service are subject to change orelimination at Linden Lab's sole discretion.

Linden Lab reserves the right to interrupt the Service with orwithout prior notice for any reason or no reason. You agree that LindenLab will not be liable for any interruption of the Service, delay orfailure to perform, and you understand that except as otherwisespecifically provided in Linden Lab's billing policies posted athttp://secondlife.com/corporate/billing.php, you shall not be entitledto any refunds of fees for interruption of service or failure toperform. Linden Lab has the right at any time for any reason or noreason to change and/or eliminate any aspect(s) of the Service as itsees fit in its sole discretion.

1.7 In the event you choose to use paid aspects of the Service,you agree to the posted pricing and billing policies on the Websites.

Certain aspects of the Service are provided for a fee or othercharge. These fees and charges are described on the Websites, and inthe event you elect to use paid aspects of the Service, you agree tothe pricing, payment and billing policies applicable to such fees andcharges, posted or linked athttp://secondlife.com/corporate/billing.php. Linden Lab may add newservices for additional fees and charges, or proactively amend fees andcharges for existing services, at any time in its sole discretion.

ACCOUNT REGISTRATION AND REQUIREMENTS

2.1 You must establish an account to use Second Life, using true and accurate registration information.

You must establish an account with Linden Lab (your "Account")to use the Service, except for those portions of the Websites to whichLinden Lab allows access without registration. You agree to providetrue, accurate, current and complete information about yourself asprompted by the registration form ("Registration Data") and maintainand promptly update the Registration Data to keep it true, accurate,current and complete. You may establish an Account with RegistrationData provided to Linden Lab by a third party through the use of an API,in which case you may have a separate, additional account relationshipwith such third party. You authorize Linden Lab, directly or throughthird parties, to make any inquiries we consider necessary to validateyour Registration Data. Linden Lab reserves all rights to vigorouslypursue legal action against all persons who misrepresent personalinformation or are otherwise untruthful about their identity, and tosuspend or cancel Accounts registered with inaccurate or incompleteinformation. Notwithstanding the foregoing, you acknowledge that LindenLab cannot guarantee the accuracy of any information submitted by anyuser of the Service, nor any identity information about any user.

2.2 You must be 13 years of age or older to access Second Life;minors over the age of 13 are only permitted in a separate area, whichadults are generally prohibited from using. Linden Lab cannotabsolutely control whether minors or adults gain unauthorized access tothe Service.

You must be at least 13 years of age to participate in theService. Users under the age of 18 are prohibited from accessing theService other than in the area designated by Linden Lab for use byusers from 13 through 17 years of age (the "Teen Area"). Users age 18and older are prohibited from accessing the Teen Area. Any user age 18and older who gains unauthorized access to the Teen Area is in breachof this Agreement and may face immediate termination of any or allAccounts held by such user for any area of the Service. If you residein a jurisdiction where the age of majority is greater than 18 yearsold, you are prohibited from accessing the Service until you havereached such age of majority.

By accepting this agreement in connection with an Accountoutside the Teen Area, you represent that you are an adult 18 years ofage or older. By accepting this agreement in connection with an Accountfor use in the Teen Area, you represent that (i) you are at least 13years of age and less than 18 years of age; (ii) you have read andaccept this Agreement; (iii) your parent or legal guardian hasconsented to you having an Account for use of the Teen Area andparticipating in the Service, and to providing your personalinformation for your Account; and (iv) your parent or legal guardianhas read and accepted this Agreement.

Linden Lab cannot absolutely control whether minors gain accessto the Service other than the Teen Area, and makes no representationthat users outside the Teen Area are not minors. Linden Lab cannotabsolutely control whether adults gain access to the Teen Area of theService, and makes no representation that users inside the Teen Areaare not adults. Adult employees, contractors and partners of Linden Labregularly conduct their work in the Teen Area. Linden Lab cannot ensurethat other users or any non-employee of Linden Lab will not provideContent or access to Content that parents or guardians may findinappropriate or that any user may find objectionable.

2.3 You need to use an account name in Second Life which is notmisleading, offensive or infringing. You must select and keep secureyour account password.

You must choose an account name to identify yourself to LindenLab staff (your "Account Name"), which will also serve as the name forthe graphical representation of your body in the Service (suchrepresentation, an "Avatar"). You may not select as your Account Namethe name of another person to the extent that could cause deception orconfusion; a name which violates any trademark right, copyright, orother proprietary right; a name which may mislead other users tobelieve you to be an employee of Linden Lab; or a name which Linden Labdeems in its discretion to be vulgar or otherwise offensive. Linden Labreserves the right to delete or change any Account Name for any reasonor no reason. You are fully responsible for all activities conductedthrough your Account or under your Account Name.

At the time your Account is opened, you must select a password.You are responsible for maintaining the confidentiality of yourpassword and are responsible for any harm resulting from yourdisclosure, or authorizing the disclosure of, your password or from useby any person of your password to gain access to your Account orAccount Name. At no time should you respond to an online request for apassword other than in connection with the log-on process to theService. Your disclosure of your password to any other person isentirely at your own risk.

2.4 Account registrations are limited per unique person. Transfers of accounts are generally not permitted.

Linden Lab may require you to submit an indication of uniqueidentity in the account registration process; e.g. credit card or otherpayment information, or SMS message code or other information requestedby Linden Lab. When an account is created, the information given forthe account must match the address, phone number, and/or other uniqueidentifier information associated with the identification method. Youmay register multiple accounts per identification method only at LindenLab's sole discretion. A single account may be used by a single legalentity at Linden Lab's sole discretion and subject to Linden Lab'srequirements. Additional accounts beyond the first account per uniqueuser may be subject to fees upon account creation. You may not transferyour Account to any third party without the prior written consent ofLinden Lab; notwithstanding the foregoing, Linden Lab will notunreasonably withhold consent to the transfer of an Account in goodstanding by operation of valid written will to a single natural person,provided that proper notice and documentation are delivered asrequested by Linden Lab.

2.5 You may cancel your account at any time; however, there are no refunds for cancellation.

Accounts may be cancelled by you at any time. Upon your electionto cancel, your account will be cancelled within 24 hours, but if youhave paid for a period in advance you will be allowed to use theremaining time according to these Terms of Service unless your accountor this Agreement is suspended or terminated based on our belief thatyou have violated this Agreement. There will be no refunds for anyunused time on a subscription or any prepaid fees for any portion ofthe Service.

2.6 Linden Lab may suspend or terminate your account at any time, without refund or obligation to you.

Linden Lab has the right at any time for any reason or no reasonto suspend or terminate your Account, terminate this Agreement, and/orrefuse any and all current or future use of the Service without noticeor liability to you. In the event that Linden Lab suspends orterminates your Account or this Agreement, you understand and agreethat you shall receive no refund or exchange for any unused time on asubscription, any license or subscription fees, any content or dataassociated with your Account, or for anything else.

2.7 Accounts affiliated with delinquent accounts are subject to remedial actions related to the delinquent account.

In the event an Account is suspended or terminated for yourbreach of this Agreement or your payment delinquency (in each case asdetermined in Linden Lab's sole discretion), Linden Lab may suspend orterminate the Account associated with such breach and any or all otherAccounts held by you or your affiliates, and your breach shall bedeemed to apply to all such Accounts.

2.8 You are responsible for your own Internet access.

Linden Lab does not provide Internet access, and you are responsible for all fees associated with your Internet connection.

LICENSE TERMS AND OTHER INTELLECTUAL PROPERTY TERMS

3.1 You have a nonexclusive, limited, revocable license to useSecond Life while you are in compliance with the terms of service.

Subject to the terms of this Agreement, Linden Lab grants to youa non-exclusive, limited, fully revocable license to use the LindenSoftware and the rest of the Service during the time you are in fullcompliance with the Terms of Service. Additional terms may apply to useof the APIs or other separate elements of the Service (i.e. elementsthat are not required to use the Viewer or the Servers); these termsare available where such separate elements are available for downloadfrom the Websites. Nothing in this Agreement, or on Linden Lab'swebsites, shall be construed as granting you any other rights orprivileges of any kind with respect to the Service or to any Content.You acknowledge that your participation in the Service, including yourcreation or uploading of Content in the Service, does not make you aLinden Lab employee and that you do not expect to be, and will not be,compensated by Linden Lab for such activities.

3.2 You retain copyright and other intellectual property rightswith respect to Content you create in Second Life, to the extent thatyou have such rights under applicable law. However, you must makecertain representations and warranties, and provide certain licenserights, forbearances and indemnification, to Linden Lab and to otherusers of Second Life.

Users of the Service can create Content on Linden Lab's serversin various forms. Linden Lab acknowledges and agrees that, subject tothe terms and conditions of this Agreement, you will retain any and allapplicable copyright and other intellectual property rights withrespect to any Content you create using the Service, to the extent youhave such rights under applicable law.

Notwithstanding the foregoing, you understand and agree that bysubmitting your Content to any area of the service, you automaticallygrant (and you represent and warrant that you have the right to grant)to Linden Lab: (a) a royalty-free, worldwide, fully paid-up, perpetual,irrevocable, non-exclusive right and license to (i) use, reproduce anddistribute your Content within the Service as permitted by you throughyour interactions on the Service, and (ii) use and reproduce (and toauthorize third parties to use and reproduce) any of your Content inany or all media for marketing and/or promotional purposes inconnection with the Service, provided that in the event that yourContent appears publicly in material under the control of Linden Lab,and you provide written notice to Linden Lab of your desire todiscontinue the distribution of such Content in such material (withsufficient specificity to allow Linden Lab, in its sole discretion, toidentify the relevant Content and materials), Linden Lab will makecommercially reasonable efforts to cease its distribution of suchContent following the receipt of such notice, although Linden Labcannot provide any assurances regarding materials produced ordistributed prior to the receipt of such notice; (b) the perpetual andirrevocable right to delete any or all of your Content from LindenLab's servers and from the Service, whether intentionally orunintentionally, and for any reason or no reason, without any liabilityof any kind to you or any other party; and (c) a royalty- free, fullypaid-up, perpetual, irrevocable, non-exclusive right and license tocopy, analyze and use any of your Content as Linden Lab may deemnecessary or desirable for purposes of debugging, testing and/orproviding support services in connection with the Service. Further, youagree to grant to Linden Lab a royalty-free, worldwide, fully paid-up,perpetual, irrevocable, non-exclusive, sublicensable right and licenseto exercise the copyright, publicity, and database rights you have inyour account information, including any data or other informationgenerated by your account activity, in any media now known or notcurrently known, in accordance with our privacy policy as set forthbelow, including the incorporation by reference of terms posted athttp://secondlife.com/corporate/privacy.php.

You also understand and agree that by submitting your Contentto any area of the Service, you automatically grant (or you warrantthat the owner of such Content has expressly granted) to Linden Lab andto all other users of the Service a non-exclusive, worldwide, fullypaid-up, transferable, irrevocable, royalty-free and perpetual License,under any and all patent rights you may have or obtain with respect toyour Content, to use your Content for all purposes within the Service.You further agree that you will not make any claims against Linden Labor against other users of the Service based on any allegations that anyactivities by either of the foregoing within the Service infringe your(or anyone else's) patent rights.

You further understand and agree that: (i) you are solelyresponsible for understanding all copyright, patent, trademark, tradesecret and other intellectual property or other laws that may apply toyour Content hereunder; (ii) you are solely responsible for, and LindenLab will have no liability in connection with, the legal consequencesof any actions or failures to act on your part while using the Service,including without limitation any legal consequences relating to yourintellectual property rights; and (iii) Linden Lab's acknowledgementhereunder of your intellectual property rights in your Content does notconstitute a legal opinion or legal advice, but is intended solely asan expression of Linden Lab's intention not to require users of theService to forego certain intellectual property rights with respect toContent they create using the Service, subject to the terms of thisAgreement.

3.3 Linden Lab retains ownership of the account and relateddata, regardless of intellectual property rights you may have incontent you create or otherwise own.

You agree that even though you may retain certain copyright orother intellectual property rights with respect to Content you createwhile using the Service, you do not own the account you use to accessthe Service, nor do you own any data Linden Lab stores on Linden Labservers (including without limitation any data representing orembodying any or all of your Content). Your intellectual propertyrights do not confer any rights of access to the Service or any rightsto data stored by or on behalf of Linden Lab.

3.4 Linden Lab licenses its textures and environmental content to you for your use in creating content in-world.

During any period in which your Account is active and in goodstanding, Linden Lab gives you permission to create still and/or movingmedia, for use only within the virtual world environment of the Service("in-world"), which use or include the "textures" and/or "environmentalcontent" that are both (a) created or owned by Linden Lab and (b)displayed by Linden Lab in-world.

CONDUCT BY USERS OF SECOND LIFE

4.1 You agree to abide by certain rules of conduct, includingthe Community Standards and other rules prohibiting illegal and otherpractices that Linden Lab deems harmful.

You agree to read and comply with the Community Standards postedon the Websites, (for users 18 years of age and older, athttp://secondlife.com/corporate/cs.php; and for users of the Teen Area,at http://teen.secondlife.com/footer/cs

In addition to abiding at all times by the Community Standards,you agree that you shall not: (i) take any action or upload, post,e-mail or otherwise transmit Content that infringes or violates anythird party rights; (ii) impersonate any person or entity without theirconsent, including, but not limited to, a Linden Lab employee, orfalsely state or otherwise misrepresent your affiliation with a personor entity; (iii) take any action or upload, post, e-mail or otherwisetransmit Content that violates any law or regulation; (iv) take anyaction or upload, post, e-mail or otherwise transmit Content asdetermined by Linden Lab at its sole discretion that is harmful,threatening, abusive, harassing, causes tort, defamatory, vulgar,obscene, libelous, invasive of another's privacy, hateful, or racially,ethnically or otherwise objectionable; (v) take any actions or upload,post, e-mail or otherwise transmit Content that contains any viruses,Trojan horses, worms, spyware, time bombs, cancelbots or other computerprogramming routines that are intended to damage, detrimentallyinterfere with, surreptitiously intercept or expropriate any system,data or personal information; (vi) take any action or upload, post,email or otherwise transmit any Content that would violate any right orduty under any law or under contractual or fiduciary relationships(such as inside information, proprietary and confidential informationlearned or disclosed as part of employment relationships or undernondisclosure agreements); (vii) upload, post, email or otherwisetransmit any unsolicited or unauthorized advertising, or promotionalmaterials, that are in the nature of "junk mail," "spam," "chainletters," "pyramid schemes," or any other form of solicitation thatLinden Lab considers in its sole discretion to be of such nature;(viii) interfere with or disrupt the Service or servers or networksconnected to the Service, or disobey any requirements, procedures,policies or regulations of networks connected to the Service; (ix)attempt to gain access to any other user's Account or password; or (x)"stalk", abuse or attempt to abuse, or otherwise harass another user.Any violation by you of the terms of the foregoing sentence may resultin immediate and permanent suspension or cancellation of your Account.You agree that Linden Lab may take whatever steps it deems necessary toabridge, or prevent behavior of any sort on the Service in its solediscretion, without notice to you.

4.2 You agree to use Second Life as provided, withoutunauthorized software or other means of access or use. You will notmake unauthorized works from or conduct unauthorized distribution ofthe Linden Software.

Linden Lab has designed the Service to be experienced only asoffered by Linden Lab at the Websites or partner websites. Linden Labis not responsible for any aspect of the Service that is accessed orexperienced using software or other means that are not provided byLinden Lab. You agree not to create or provide any server emulators orother software or other means that provide access to or use of theServers without the express written authorization of Linden Lab.Notwithstanding the foregoing, you may use and create software thatprovides access to the Servers for substantially similar function (orsubset thereof) as the Viewer; provided that such software is not usedfor and does not enable any violation of these Terms of Service. LindenLab is not obligated to allow access to the Servers by any softwarethat is not provided by Linden Lab, and you agree to cease using,creating, distributing or providing any such software at the request ofLinden Lab. You are prohibited from taking any action that imposes anunreasonable or disproportionately large load on Linden Lab'sinfrastructure.

You may not charge any third party for using the LindenSoftware to access and/or use the Service, and you may not modify,adapt, reverse engineer (except as otherwise permitted by applicablelaw), decompile or attempt to discover the source code of the LindenSoftware, or create any derivative works of the Linden Software or theService, or otherwise use the Linden Software except as expresslyprovided in this Agreement. You may not copy or distribute any of thewritten materials associated with the Service. Notwithstanding theforegoing, you may copy the Viewer that Linden Lab provides to you, forbackup purposes and may give copies of the Viewer to others free ofcharge. Further, you may use and modify the source code for the Vieweras permitted by any open source license agreement under which LindenLab distributes such Viewer source code.

4.3 You will comply with the processes of the DigitalMillennium Copyright Act regarding copyright infringement claimscovered under such Act.

Our policy is to respond to notices of alleged infringement thatcomply with the Digital Millennium Copyright Act ("DMCA").Copyright-infringing materials found within the world of Second Lifecan be identified and removed via Linden Lab's DMCA compliance processlisted at http://secondlife.com/corporate/dmca.php, and you agree tocomply with such process in the event you are involved in any claim ofcopyright infringement to which the DMCA may be applicable.

4.4 Without a written license agreement, Linden Lab does not authorize you to make any use of its trademarks.

You agree to review and adhere to the guidelines on using"Second Life," "SL," "Linden," the Eye-in-Hand logo, and Linden Lab'sother trademarks, service marks, trade names, logos, domain names,taglines, and trade dress (collectively, the "Linden Lab Marks") athttp://secondlife.com/corporate/brand and its subpages, which may beupdated from time to time. Except for the licenses expressly grantedthere or in a separate written agreement signed by you and Linden Lab,Linden Lab reserves all right, title, and interest in the Linden LabMarks and does not authorize you to display or use any Linden Lab Markin any manner whatsoever. If you have a written license agreement withLinden Lab to use a Linden Lab Mark, your use shall comply strictlywith that agreement's terms and conditions and use guidelines.

RELEASES, DISCLAIMERS OF WARRANTY, LIMITATION OF LIABILITY, AND INDEMNIFICATION

5.1 You release Linden Lab from your claims relating to otherusers of Second Life. Linden Lab has the right but not the obligationto resolve disputes between users of Second Life.

As a condition of access to the Service, you release Linden Lab(and Linden Lab's shareholders, partners, affiliates, directors,officers, subsidiaries, employees, agents, suppliers, licensees,distributors) from claims, demands and damages (actual andconsequential) of every kind and nature, known and unknown, suspectedand unsuspected, disclosed and undisclosed, arising out of or in anyway connected with any dispute you have or claim to have with one ormore users of the Service. You further understand and agree that: (a)Linden Lab will have the right but not the obligation to resolvedisputes between users relating to the Service, and Linden Lab'sresolution of any particular dispute does not create an obligation toresolve any other dispute; (b) to the extent Linden Lab elects toresolve such disputes, it will do so in good faith based solely on thegeneral rules and standards of the Service and will not make judgmentsregarding legal issues or claims; (c) Linden Lab's resolution of suchdisputes will be final with respect to the virtual world of the Servicebut will have no bearing on any real-world legal disputes in whichusers of the Service may become involved; and (d) you hereby releaseLinden Lab (and Linden Lab's shareholders, partners, affiliates,directors, officers, subsidiaries, employees, agents, suppliers,licensees, distributors) from claims, demands and damages (actual andconsequential) of every kind and nature, known and unknown, suspectedand unsuspected, disclosed and undisclosed, arising out of or in anyway connected with Linden Lab's resolution of disputes relating to theService.

5.2 Other service or product providers may form contractualrelationships with you. Linden Lab is not a party to your relationshipwith such other providers.

Subject to the terms of this Agreement, you may view or use theenvironment simulated by the Servers through viewer software that isnot the Viewer provided by Linden Lab, and you may register for use ofSecond Life through websites that are not Websites owned and operatedby Second Life. Linden Lab is not responsible for any software usedwith or in connection with Second Life other than Linden Softwaredeveloped by Linden Lab. Linden Lab does not control and is notresponsible for any information you provide to parties other thanLinden Lab. Linden Lab is not a party to your agreement with any partythat provides software, products or services to you in connection withSecond Life.

5.3 All data on Linden Lab's servers are subject to deletion, alteration or transfer.

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33 Responses to “Second Life vs. Metaplace – A Tale of Two TOS”

  1. No question: beginning with creators’ rights shows that Metaplace is reacting to the legalistic and corporate slant that has been creeping into SL for a while now.

    Reading the LL TOS made me need to drink, and 1) I didn’t finish reading 2) It’s not even noon yet.

    Bonus for Metaplace: no body is going to take a bobble-head Gorean seriously. They won’t be missed.

  2. markbyrn

    Mar 6th, 2009

    Nice comparison of Apples to Oranges; one is in the nascent stage & still in beta, and the other is going on 7 years. Making a huge assumption that Metaplace could last a year after launch, TOS bloat is inevitable but let’s be realistic. A dressed up version of Google Lively using Adobe Flash plugin with 2D should be compared to Habbo or Small Worlds, not Second Life, Entropia, and the like.

  3. Neo Citizen

    Mar 6th, 2009

    Which ToS would I rather live under? Hmmmm. Let’s see. On the one hand, we have the Metaplace ToS which reads like a wishful list of how people should behave in a perfect world but probably won’t. On the other, we have the Second Life ToS which reads like a legal document and spells everything out for you, so that you can point out specific things people do that they should get banned for.

    And that whole “innocent until proven guilty” thing cracks me up. Proven is good, but proven to WHOM is the critical part. I can guarantee you that privacy laws will press them into exactly the same mold Linden Lab got pressed into – I can also guarantee you that they’re going to have to write a real EULA and ToS like every other service on the planet eventually. “Proof” will be whatever’s in the event logs, just like it is with Linden Lab, and it’s not going to be any different at all.

    All that aside, where’s the hook? If they’re up and running in beta already, it’s using an engine and platform they bought rather than built, so no innovation there. It’s not even 3D – it’s what the game industry used to call two-and-a-half-D, or an isometric gaming engine. Sims Online had this, and where are they now? Second Life is often derided because it uses fifteen year old game technology for its rendering engine. What chance does a service have that uses twenty year old graphics?

    There’s nothing compelling about this new platform at all, and for you to focus on the ToS as a basis for comparison between the two services, especially when it’s obvious that one of them is so half-baked and poorly thought out as to not even pass the laugh test, just makes you look like an overeducated idiot.

  4. Raph Koster

    Mar 6th, 2009

    We do have a EULA as well, so it isn’t really an apples to apples comparison, I agree.

    “All that aside, where’s the hook? If they’re up and running in beta already, it’s using an engine and platform they bought rather than built, so no innovation there.”

    No, we did not buy the platform. And it is quite a nice platform, if I say so myself; you may not have been following things we have said about it in the past. All the scriptability of Second Life, with greater ease of use. Open client protocol. Capability for games. (For example, 2d graphics is a conscious choice. It makes it far easier for laypeople to create content. The system scales to 3d graphics, but there’s just no widespread 3d plugin for the web yet).

    As a general point, it’s interesting that people keep going back to the client rendering to make comparisons. SL and Entropia have fairly little in common. And Second Life, as I have observed many times, is a lot like the text-based LambdaMOO was in very many ways including its culture. When push comes to shove, what matters is what is on the server, not the viewer. Otherwise, SL users wouldn’t be excited about text-based means to chat to SLers while not in world.

  5. Alyx Stoklitsky

    Mar 6th, 2009

    lol @ SLfags defending their e-world.

    Don’t knock it til you’ve tried it.

  6. Corona Anatine

    Mar 6th, 2009

    What the TOs show is that Linden lab have had reason to consult lawyers
    metavers have not done so as yet

    the TOS as given already shows evidnece of potantial problems

    Freedom of speech.

    Peacefully represent their religious beliefs, but not to the exclusion or disparagement of others.

    these are contradictory in themselves

    and what does the second one mean ?

    it could be taken to mean that you are not allowed to promote your religion UNLESS you also promote all other religions too

  7. Raph

    Mar 6th, 2009

    Oh, this has most definitely gone through lawyering!

  8. chris

    Mar 6th, 2009

    It all looked like flash games circa 1999 to me. I dont see why I wouldn’e just make my own games, no license or tos issues using flash.

  9. The Duchy of Gukumatz

    Mar 6th, 2009

    It would be good to hear about Metaplace landlords. Do they behave similar to Second Life landlords?

    The Princess of Yaximixche is providing a customer opinion index of the main estates and landlords in Second Life. Please cast your vote and choose the best and worst landlord, both names will be strongly promoted in different media channels and amongst Second life residents in order to improve Second Life’s business and residential experience. We encourage you to comment your experiences.

    Invite your friends to click on the following link and vote:

    http://princess-manqo.blogspot.com/

    The index will be published on the 7th day of each month. This month will be published next Friday 13th of March.

    The current list published presents the main 19 estates in Second Life. If you are a landlord interested in being listed please send an email to The Private Secretary Office by clicking on http://www.blogger.com/profile/14321173927540632351.

  10. Raph Koster

    Mar 6th, 2009

    “It all looked like flash games circa 1999 to me. I dont see why I wouldn’e just make my own games, no license or tos issues using flash.”

    Because we provide a full massively multiplayer server backend, with persistence, web integration, capacity for hundreds of simultaneous users, physics, a scripting language, asset importation from anywhere on the web, full SNS integration, and a sharing system so that you can obtain code, objects, and even entire system from other users transparently?

    There’s other reasons too, but those are the ones that jump to mind. :)

    “It would be good to hear about Metaplace landlords. Do they behave similar to Second Life landlords?”

    Everyone has their OWN world.

  11. Jahar Aabye

    Mar 7th, 2009

    “ZOMG, this ToS is shorter and written at an 8th grade reading level, so I can figure it out before I even get my GED!!!”

    Yes, well, as Neo already pointed out, a ToS that actually reads like a legal document with discrete, well-defined terms is going to be better in the long run, especially when you start dealing with serious amounts of money and intellectual property issues.

    Now, I’d imagine that for the average user, sure, it probably doesn’t make a huge difference. But I sure as hell wouldn’t want to start creating content in a virtual world where there weren’t clear legal distinctions as to the IP rights. I would also like a ToS that clearly spells out what recourse I have for filing complaints, how arbitration would be handled, etc.

    But hey, a warm and fuzzy sounding ToS that looks like it was written up by your friendly neighborhood software geek sure does look prettier. Some people have questioned whether LL’s ToS will actually be enforceable in court. I don’t think anyone would even be able to complete that question about Metaplace’s ToS without bursting out laughing.

    There’s nothing in the ToS to even literally define its enforceability.

  12. mootykips

    Mar 7th, 2009

    break ‘em both

  13. markbyrn

    Mar 7th, 2009

    >lol @ SLfags defending..don’t knock it..>

    I agree; it was either written by an 8th grader or a liberal arts major who’s had one too many bong hits.

  14. markbyrn

    Mar 7th, 2009

    No, I’m not defending SL but I am taking a dump on your product. As far as trying it, you don’t allow it since it’s in closed beta and I’ve seen enough on utube, including the ├╝ber lame Frogger demo, replete with eyelid drooping 1980′s graphics. What good is your TOS to protect intellectual property rights when nobody is going to want the underwhelming content, much less pay for it.

  15. Raph Koster

    Mar 7th, 2009

    Mark,

    You can try if you really want to — every beta tester has invites to give out, there’s a sign-up form on the page, and many of the sites that are blogging about it have codes of their own to give out which are in plentiful supply. I think it is safe to say that you don’t actually want to, however.

    You clearly don’t remember 80s graphics very well, since graphics on Metaplace are actually more akin to 1998/99 2d graphics. ;)

    That said, when you insult underwhelming content, you are actually insulting users, not us. We are a UGC platform and service. Given that you are on a site that extensively covers Second Life, I find that odd.

    Unless you are suggesting that 2d content by definition is underwhelming. In which case I suggest to you that most of your content consumption on the web is likely 2d, including those YouTube videos you used to rush to your judgement without actually trying the experience. 2d experiences outnumber 3d ones, and achieve far higher usage numbers than 3d ones do. 2d is simply a display mechanism. I don’t think it is ever going away, because there are some things for which it is simply better suited.

    Now, I am not asserting that Metaplace is for everyone. It may very well not be for you. But I hope that it would be not for you for informed reasons. I hope you give it a try at some point; if not, oh well. :)

    Jahar,

    That stuff is all in the EULA. Hence my stating a few posts above that it isn’t really an apples to apples comparison.

  16. Professor C

    Mar 7th, 2009

    With all the comments that have gone back and forth I have to say that sorry to all those Metaverse fans but anyone with half an ounce of intellect would be able to see that the Linden Labs TOS is by far more professional. That means that content created on the Second Life servers has more e-security then at Metaverse. Not that there is much security on the LL side of things but the Metaverse TOS just casually saying along the lines of ‘You create it you own it you can blow it up if you care.’

    Linden Labs has the same thing but in the Metaverse side there seems to be a bit of a loophole… And that being this:

    5. Create and destroy their own world at their discretion with no liability to Metaplace or users.

    Now I want you all to think about that for a second. Wouldn’t that statement right there give a person the right to create items in world, sell them, make a shitload of money, and then have all their content deleted at will leaving all their customers there with nothing? Because there’s nothing in there saying that a user has the right to keep things they purchased even if the creator leaves.

    So, now knowing this, where DO you want to stay?

  17. Urizenus Sklar

    Mar 7th, 2009

    I have to say that I am mystified by people that think a contract is more “professional” or better simply because it is crammed with more technical language and Cover Your Ass clauses to protect the game company. At bottom the actual contract is an agreement between two individuals and the written language that we call a “contract” is evidence of that agreement. If the language is obscure it does not make the contract better, it makes it worse and if it is obscure enough it invalidates the contract. The more complicated the written language of the contract the less likely it is that it reflects some genuine understanding between the parties to the contract.

    On the Linden ToS we seem to forget that the only time it has come before a court it was ruled “unconscionable” by the US District Court for the District of Pennsylvania: http://www.secondlifeherald.com/slh/2007/05/unconscionable_/comments/page/2/

    For five and a half years now people have been writing in the Herald defending draconian, obscure, unfair and indeed unconscionable Terms of Service agreements from companies ranging from EA to Linden Lab. Why do they do this? In the end I’ve come to the conclusion that just as some people love to be Gorean slaves there are others that simply love the idea of being dominated by a powerful corporation that can spin a virtual web of control and power using legal mumbo jumbo that would never stand up in a court of law. But it doesn’t matter that it won’t stand up in court. The contract and its convoluted and oppressive language is merely a fetish object of some bizarre relationship that these users have have with the game company — they are really all about, “tie me up with your fancy legal language, turn me around with your EULA, bend me over with you ToS, and fuck me as hard as you possibly can sir.”

  18. chris

    Mar 7th, 2009

    sklar…lol
    obsolutely…..lol

    And I still dont get the business model. I cant see creating any UGC for metaplace when a small team can do it in Flash directly, and not worry about any third party ownership or distribution rules.. Until Adobe finally claims they own all content made in with their tools,which they most likely will in a few years after we all forget we gave facbook and other “services” control of all works we produce, its better to just use the tools and not a service for any content maker. The only reason SL gained an audience was the “server” resale flip and the get rich quick hype of Anch Chung, LL evangelists and a really dumb blogger press. And that con was to “own land” in a rich 3d “world”, not tiles in a frogger clone. :)

    Good Luck.
    My guess is that the system of tools will be bought out by Adobe within 3 years.:)Peoples content, well Adobe turned off Atmosphere with no tears:)

  19. General Drama

    Mar 8th, 2009

    Uri,
    It is because those individuals posting horseshit to defend LL, EA, etc are posts by employees of those companies, period.

  20. Jessica Holyoke

    Mar 8th, 2009

    What is up with all the references to Gorean slaves in this thread? You would think they were the only submissive group, roleplay or otherwise, on SL.

    I’ve talked about the LL ToS before here, and only provisions of the ToS, not the whole thing, are unconcionable. Looking at the Metaplace ToS, it might have been reviewed by a lawyer, but it must not have been one versed in how our worlds work.

    We, residents and users, in-world and on the internet, have been arguing and defending our rights for years. The Metaplace ToS sounds all happy and shiny but it leaves out big important questions such as who’s standard of Freedom of Speech? What counts as treating people “equally”? Insert your own Gorean comment there, but in the US, the government can treat men and women differently, based on their gender, and be within the government’s rights. (Which is why men register for Selective Service in the U.S. and not women.) If you really wanted to push “equally”, none of the religious fundamentalist groups treat men and women “equally.” It might mean “equally” before the law or just not discriminated against. But at the same time, I wonder if there was a “women only” Metaplace world, if that wouldn’t violate the Metaplace ToS.

    On the other hand, maybe Metaplace is a better model if they would actually leave people alone to develop things. Metaplace can’t make any claims, such as they are responsible for content, if they have no basis for those claims. But that raises the copyright question of Metaplace needing permission to display your work in order to show other people what you’ve created, which doesn’t show up in their ToS.

  21. Jahar Aabye

    Mar 8th, 2009

    Uri,

    First of all, “professionalism” does count. The issues with the LL ToS were specifically related to whether the contract itself was a contract of adhesion. Specifically, the fact that one had no choice but to accept the limitations imposed under the ToS when using the product. So that extent, none of the concerns about LL’s ToS make Metaplace’s ToS necessarily any better.

    But back to what people have been trying to say about the difference between the two, it’s not just a matter of “professionalism,” it’s a matter of specificity. LL’s ToS uses very specific, discrete, well-defined terms. Now, if Metaplace puts all of these into another document and calls it the EULA, then it’s not really any different from SL at all, it just put the TL;DNR stuff into another document with a different name. On the other hand, from what exists in the Metaplace ToS, there aren’t any clear, discrete, well-defined terms. The terms used are widely open to interpretation, which is bad for both the company and the consumer. Consumers want to know what their specific rights are, and the company needs to know what its specific liabilities are.

    When you have a contract that is so open-ended and vague it is practically begging a court challenge by someone, somewhere, if the platform ever ends up becoming widely used. With the LL ToS, your only real legal challenge is to claim that it is a contract of adhesion, essentially going for the regulatory equivalent of jury nullification. With the Metaplace ToS, in contrast, any litigation would almost certainly get bogged down over questions of what the ToS actually means, what regulations actually apply, what rights are granted to the end user and what are reserved for the company, etc.

    Now, I do think that Metaplace’s ToS is going to wind up becoming more “professional looking,” as you might say, over time. I haven’t had a chance to check out their EULA yet, so it’s possible that all this stuff is covered there, in which case their decision to publish this “ToS” strikes me as a bait and switch tactic, in a way. In that case, they are simply publishing a set of feel-good guidelines that everyone with any basic legal or regulatory training can see are basically pointless, as a way of distracting people from their EULA.

  22. Knowlengr

    Mar 8th, 2009

    Agree w/ MarkBryne, at least in the smaller sense that Metaplace hasn’t yet had its share of lawsuits, which tend to dictate who is authoring such documents. A magnanimous tone works well in the beginning, but, e.g., the Google “Do no harm” dictum, seems like a naive carryover from its early days, given the giant’s corporate profile in China and Google’s hunger for data many Google customers assume (incorrectly) is private.

  23. SusanC

    Mar 9th, 2009

    On the plus side for Metaplace, they initially appear to be more respecting of their customer’s privacy. Compare “.. protected against unreasonable snooping, eavesdropping, searching and seizures …” with “Linden Lab may observe and record your interaction within the Service, and may share aggregated and other general information (not including your personal information) with third parties”

    On the minus side for Metaplace, it’s full of weasel words that make much of it meaningless as a contract. I don’t mind that it’s in simply English rather than lawyer jargon – comprehensible contracts are good. Rather, I’m concerned that it doesn’t really say what the parties to the contract have agreed to do:

    “Unless the fabric of the virtual space is threatened”

    a get-out clause that invalidates all the rest of it.

    “Metaplace also encourages that world creators and users meet certain responsibilities as set forth below”

    they “encourage” others to do something, rather than agree to do something themselves

    So, for example if I were a Metaspace customer, I’d like to see Metaplace explicitly agree that they will treat private messages between myself and other users as confidential, and agree that they will not disclose them to third parties except under a specified list of circumstances.

    And finally…

    “Not to harm minors in any way or simulate harm to minors”

    I’m fine with users agreeing not to harm actual minors. But “simulated harm” could cover most of the video game genre. If your avatar is under age: no combat; no first person-shooters; no car-racing games with car crashes. I imagine that this is actually directed at sexual age-play, in which case they could have been more direct about it. (“The User agrees that they will not make use of the Service to create or transmit real or simulated images of sexual activity involving people under the age of 18.”)

  24. General Drama

    Mar 9th, 2009

    SusanC, Your revision assumes that any and all sexual activity by minors is harmful. While such an attitude would not be surprising among American parents, its hardly accurate.

  25. chris

    Mar 9th, 2009

    Box of crayons: NO TOS
    Blank Videotape: NO TOS
    A Piano: NO TOS
    A Canvas: NO TOS

    get the picture folks?
    what have you given up and for what?

  26. Paxl Rose

    Mar 9th, 2009

    Just checked out the homepage of Metaplace.com. The avatar shown looks like a Muppet to me. Pass.

  27. Stephie Dawes

    Mar 10th, 2009

    @ Paxl Rose:

    Can’t get your jollies when the avatar doesn’t look real, amirite?

  28. SusanC

    Mar 10th, 2009

    Maybe I’m jumping to conclusions as to what they’re trying to prohibit under the term “simulate harm to minors”.

    I’m not even sure whether to parse it as
    simulate (harm to minors)
    or
    (simulate harm) to minors

    Would that be a real or a simulated minor?

    e.g. can a player who is under 18 play a first person shooter in which an adult avatar gets harmed?

    I think it’s a really bad sign that it’s so unclear what’s prohibited by the number 1 item in the ToS.

    If SL is any guide, people will push the limits of what they’re allowed to create. Expect disputes, and maybe even ligitation.

  29. Rorshach

    Mar 12th, 2009

    It’s a bit unreasonable to compare SL’s actual EULA with Metaplace’s ToS, which is a higher-level “motherhood and apple pie” kind of document. What you want is the actual EULA. You can get hold of Metaplace’s EULA without agreeing to it (particularly, without agreeing to the non-disclosure terms), so here it is.

    It’s still not a fair comparison, because for a beta they need more restrictive terms that for the production version, but it’s closer.

    LICENSE AND NON-DISCLOSURE AGREEMENT
    FOR BETA TESTING OF A PRE-RELEASE PRODUCT

    Metaplace, Inc. (‘Metaplace’) has designed, developed and is the publisher of a software product entitled Metaplace (‘Beta Software’). Metaplace has established an Beta Test program (the ‘Beta Program’) to, among other things, allow a limited number of people to test the features, capabilities and performance of one or more prerelease version(s) of the portal, web API, hubworld, client software, hosted worlds, and third party client, network services (the ‘Service’) and provide feedback and comments to Metaplace. In order to participate in the Beta Program, you must read and agree with this LICENSE AND NON-DISCLOSURE AGREEMENT (this ‘Agreement’). By using the Service and participating in this Beta Program, you agree as follows:

    You (a) are eighteen years of age or older, (b) are not participating in the Beta Program on behalf of any other person or entity, or as an employee, agent or principal of any other entity, and (c) are entering into this Agreement on a completely voluntary basis with no expectation of consideration, remuneration or any form of compensation whatsoever other than what is expressly provided for in this Agreement;
    Metaplace may, in its discretion and at any time before or during the Beta Program, accept or reject your application for the Beta Program (or terminate your participation therein), and if you are accepted this Agreement is a binding contract between you and Metaplace;
    You acknowledge that your application shall not be complete, nor shall you be considered for entry into the Beta Program, unless and until you provide Metaplace with certain DirectX diagnostic information (or similar diagnostic information from Macintosh or Linux if that is how you access the Service) from your computer as part of this application process, if requested by Metaplace;
    Metaplace may, in its discretion, reschedule the start date or end date of the Beta Program at any time in its sole discretion;
    You grant Metaplace the right and consent, for the term of your participation in the Beta Program, to allow Metaplace to collect certain DxDiag DirectX (or similar Macintosh or Linux) diagnostic information, hardware, software, driver, operating system and related information, including crash logs, from your computer solely for the purpose of analyzing, improving and maintaining the Service;
    You agree to all of the additional terms set forth in the Terms of Service and that those terms are incorporated herein by reference.

    1. License Terms.

    1.1 License Grant. Metaplace grants you (the ‘Recipient’) the non-exclusive, non-transferable, revocable, limited right to access the Service for Recipient’s personal use. Unless otherwise authorized, Recipient may not use, copy, reproduce, modify, publicly perform or display, create derivative works of, sell, auction, loan, lease, rent, distribute, transfer or disclose all or any part of the Service (including, without limitation, any screenshots, videos, documentation or manuals relating to the Service) except as provided in this Agreement. Recipient may only use the Service for testing and evaluation purposes as set forth in Section 1.4 below. All other rights are reserved to Metaplace.

    1.2 License Restrictions. Unless otherwise authorized, Recipient shall not:

    (a) Sublicense to, transfer, network, transmit, distribute, or permit use of the Service by, any third party;

    (b) Reverse engineer, decompile, or disassemble any aspect of the Service including setting up competing networks such as shadow servers, gray shards, or pirate servers.;

    (c) Transmit or communicate any data that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;

    (d) Harm minors in any way;

    (e) Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;

    (f) Forge headers or otherwise manipulate identifiers in order to disguise the origin of any data transmitted to other users;

    (g) Transmit, access or communicate any data that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements);

    (h) Transmit, access, or communicate any data that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;

    (i) Transmit or communicate any data that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

    (j) Disrupt the normal flow of dialogue, cause a screen to ‘scroll’ faster than other users are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges;

    (k) Interfere with or disrupt the Service;

    (l) Intentionally or unintentionally violate any applicable local, state, national or international law, including securities exchange and any regulations requirements, procedures or policies in force from time to time relating to the Service;

    (m) Monitor traffic or make search requests in order to accumulate information about individual users;

    (n) ‘Stalk’ or otherwise harass another person;

    (o) Modify, delete or damage any information contained on the personal computer of any other user;

    (p) Unless otherwise approved by Metaplace, upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, ‘junk mail,’ ‘spam,’ ‘chain letters,’ ‘pyramid schemes,’ or any other form of solicitation;

    (q) Collect or store personal data about other users without their consent. Even with consent, any personally identifiable information must be encrypted and stored on an external database;

    (r) Harm the Service including using any program or other mechanism to slow or ‘crash’ the network; or

    (s) Allow usage by others in such a way as to violate this Agreement;

    1.3 Indemnification. Recipient (i) agrees to indemnify, defend and hold harmless, and (ii) hereby releases, Metaplace, its licensors, and their direct and indirect parent, subsidiary and sister corporations, and their respective officers, directors, employees, and agents from and against any and all losses, liabilities, claims, obligations, costs and/or expenses (including reasonable legal fees) which result from, arise out of or in connection with the use of the Service (including with respect to any User Created IP, as defined in Section 3.2, below) and all other services or activities related thereto.

    1.4 Testing and Evaluation Obligations. Recipient hereby agrees to perform all of the following obligations: (i) to test, evaluate and analyze the Service and its operation, features, capabilities and performance, (ii) to comply with the reasonable requests of Metaplace from time to time regarding testing, and (iii) to provide feedback and comments to Metaplace (including, but not limited to, bug reports and test results). In some cases feedback and comments may be presented to Metaplace in the form of source code, object code, scripting, executable programs, interface design, art, or other intellectual property assets (collectively ‘Beta Contributions’). All of Recipient’s feedback, comments, and Beta Contributions shall be the sole and exclusive property of Metaplace and/or its licensors, and Metaplace and/or its licensors shall have the perpetual right to use all or part of Recipient’s feedback or comments in any manner or media now known or hereafter devised.

    1.5 Personal Information; Monitoring; Privacy Issues. Recipient shall be required to provide to Metaplace, or allow Metaplace to collect on an ongoing basis, as a condition to participation in the Beta Program, certain personal information, including, but not limited to, certain specifications of Recipient’s hardware, DxDiag DirectX (or similar Macintosh or Linux) diagnostic information, video cards, drivers, operating system and software (‘Personal Information’) and Recipient hereby specifically grants Metaplace the right to upload or collect such Personal Information from Recipient’s computer system during his or her participation in the Beta Program, solely for the purpose of evaluating and improving the Service. Metaplace’s retention and use of all Personal Information shall be subject to Metaplace’s posted privacy policy, as that policy may be modified by Metaplace in its discretion from time to time. Without in any way limiting Metaplace’s rights with respect to such information as set forth in the privacy policy, Recipient acknowledges that subject to the Terms of Service, any and all world content and data that is stored and is resident on Metaplace’s servers, and any and all communications that he or she makes within the Service, the Service or as part of the Beta Program (including, but not limited to, messages solely directed at another player or players) traverse through Metaplace’s servers, may or may not be monitored by Metaplace personnel. Subject to the Term of Service, Recipient has no expectation of privacy in any such communication or in any communication referenced in Section 5.3 herein. Recipient acknowledges and agrees that Metaplace may transfer such information (including your personally identifiable information and personal information) to the United States or other countries or may share such information with our licensees and agents in connection with the Beta Program and the Service. In the event of a merger, acquisition, transfer or sale of assets, this information described in Section 1.5 along with any other information held by Metaplace may be part of the assets involved in the sale, merger, or transfer.

    1.6 Term of the Agreement. Recipient’s participation in the Beta Program, and the grant of license herein, may be terminated by Metaplace at any time, for any reason or for no reason, in Metaplace’s sole and absolute discretion, by providing written, electronic or emailed notice to Recipient. Recipient may, at any time and for any reason or for no reason, terminate his or her participation in the Beta Program by providing written or emailed notice to Metaplace. The Beta Program will be terminated upon the earlier of (a) Metaplace’s written, electronic or emailed notice to Recipient or (b) the commercial release of the Service. The termination of Recipient’s participation in the Beta Program and/or the termination of the Beta Program, however, shall not modify or supersede the survival provision in Section 6.1 below. At termination, Recipient shall erase all copies of the Beta Program from Recipient’s hardware.

    2. Confidentiality.

    2.1 Confidential Information Defined. ‘Confidential Information’ shall mean (a) any and all information relating to or contained in the Beta Program and/or the Service, including, without limitation, information relating to (i) the performance, capabilities, bugs and contents of the Service, (ii) Recipient’s feedback and comments, (iii) any other Beta Program participant’s feedback and comments, and (iv) any Metaplace employee’s feedback and comments, (v) the existence and terms of this Agreement, and (vi) any and all information relating to the future or proposed Services, services or business operations of Metaplace. Confidential Information includes, without limitation, all such information disclosed to Recipient prior to the effective date of this Agreement. Recipient acknowledges and agrees that the Confidential Information constitutes valuable trade secrets of Metaplace

    2.2 Confidentiality Obligation. Recipient shall keep the Confidential Information in confidence and shall not publish, disclose, or otherwise make available, directly or indirectly, any Confidential Information to any third party. However, Recipient may disclose the Confidential Information in accordance with a judicial or governmental order; provided, however, that Recipient shall give Metaplace reasonable written notice prior to disclosure and shall comply with any applicable protective order or equivalent. ONCE THE COMMERCIAL VERSION OF THE SERVICE HAS BEEN RELEASED BY METAPLACE TO THE PUBLIC, RECIPIENT’S CONFIDENTIALITY OBLIGATION SHALL CONTINUE ONLY WITH RESPECT TO INFORMATION CONCERNING THIS BETA PROGRAM AND ALL FEEDBACK AND COMMENTS (WHETHER FROM RECIPIENT, ANY OTHER PARTICIPANT, OR FROM METAPLACE EMPLOYEES).

    3. Ownership.

    3.1 Metaplace Intellectual Property. Except for the revocable, limited license expressly granted hereunder, Metaplace retains all rights, title and interests in and to all intellectual property rights associated with the Service and all copies thereof, and all world content and data in connection therewith. The Beta Software is copyrighted and is protected by United States copyright laws and international treaty provisions as well as other laws. Recipient acknowledges that the Beta Software contains valuable trade secrets of Metaplace, and that Metaplace and/or its licensors own all intellectual property rights in and to the Beta Software, including, without limitation, all patent rights, copyrights, inventions, trade secret rights, trade dress rights, trademark rights and intellectual property rights therein and thereto. Recipient may not remove the copyright and other proprietary rights notices from the Beta Software. Recipient agrees that this Agreement shall be retained with all printed and electronic copies of the Beta Software and documentation constituting the Beta Software. Recipient agrees to prevent any unauthorized copying or distribution of the Beta Software. Except for the license as expressly provided herein, Metaplace does not grant Recipient any express or implied right in any patents, copyrights, trademarks, or trade secret information of Metaplace and/or its licensors. In accordance with Section 1.4, Recipient agrees that Metaplace and/or its licensors own all rights, title, and interests in any and all of Recipient’s Beta Contributions without any remuneration, compensation or credit to Recipient. To the extent any Beta Contributions are not the sole and exclusive property of Metaplace, Recipient agrees to and hereby grants Metaplace an irrevocable, perpetual, royalty free, world-wide license to distribute, display, reproduce, use, and commercially exploit the feedback and comments in any manner or media now known or hereafter devised. In addition, to the extent that any of the rights assigned herein cannot presently be assigned under applicable law, Recipient agrees to assign such rights at such time as the rights are capable of being assigned. Recipient agrees at Metaplace’s request to execute such further documents and to do such further acts as may be necessary or desirable to document, perfect, register or enforce Metaplace’s and/or its licensors’ ownership of any of the rights, title and/or interests hereunder, in whole or in part including, without limitation, execution of a copyright assignment in a form provided by Metaplace in its sole discretion. If Recipient fails or refuses to execute any such documents, Recipient hereby appoints Metaplace as Recipient’s attorney-in-fact, which appointment is coupled with an interest and is irrevocable, to act on Recipient’s behalf and to execute, deliver, record and file such documents. The rights granted, assigned and/or to be assigned by Recipient hereunder are granted for the entire universe, in any medium now known or hereafter invented, and shall inure in perpetuity, and, as set forth above, no further consideration shall be payable to Recipient at anytime in connection therewith. Recipient will acquire no right to use, and will not use without Metaplace’s prior written consent, the names, characters, artwork, designs, tradenames, copyrighted materials, trademarks or service marks of Metaplace or any related companies, employees, directors, shareholders, assigns, successors or licensees: (a) in any advertising, publicity or promotion; or (b) in any manner other than in accordance with this Agreement.

    3.2 Recipient Intellectual Property. Subject to Sections 1.4 and 3.1, Metaplace will not claim any interest in any intellectual property or user generated content that you create within the Service as permitted by this Agreement (‘User Created IP’). User Created IP does not include feedback, comments and Beta Contributions. Subject to the rights of Metaplace and other third parties, if any, you shall be the owner of all User Created IP that you create within the Service. You acknowledge and agree that (i) the Service is untested and could be unstable, causing any or all User Created IP to be lost or destroyed, (ii) Metaplace is not responsible for any such loss or damage to User Created IP, (iii) you agree to indemnify Metaplace pursuant to Section 1.3, above, for any claims arising out of any User Created IP, and (iv) you agree to and hereby grant Metaplace, for the purposes of promoting and operating the Service, an irrevocable, perpetual, royalty free, world-wide license to distribute, display, reproduce, use, and commercially exploit the User Created IP in any manner or media now known or hereafter devised.

    3.3 Licensed Intellectual Property. Metaplace or Recipients may, through arrangements with licensors, use the Service to incorporate certain external intellectual property (‘Licensed Intellectual Property’) into the Beta Program. This Licensed Intellectual Property shall remain the property of the licensors and any and all intellectual property rights thereto shall remain with the licensors. Obtaining the Licensed Intellectual Property rights are the sole responsibility of the party desiring to incorporate Licensed Intellectual Property into the Beta Program.

    4. Injunctive Relief.

    Recipient acknowledges and agrees that a breach or threatened breach of any covenant contained in this Agreement would cause irreparable injury, that money damages would be an inadequate remedy and that Metaplace shall be entitled to temporary and permanent injunctive relief, without the posting of any bond or other security, to restrain Recipient, from such breach or threatened breach. Nothing in this Section shall be construed as preventing Metaplace from pursuing any and all remedies available to it, including the recovery of money damages from Recipient.

    5. No Warranty; No Liability For Damages; No Support; World Content and Data.

    5.1 No Warranty. Recipient acknowledges that the Service is a pre-release version and is not a final game. RECIPIENT ACKNOWLEDGES THAT THE BETA SOFTWARE AND SERVICE MAY WELL CONTAIN ERRORS AND DEFECTS. THE BETA SOFTWARE AND SERVICE IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, NONINFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY, OR FITNESS FOR ANY PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE QUALITY OF THE BETA SOFTWARE, THE SERVICE AND ALL OTHER SERVICES IS WITH RECIPIENT. SHOULD THEY PROVE DEFECTIVE FOLLOWING THEIR RECEIPT BY RECIPIENT, RECIPIENT AND NOT METAPLACE ASSUMES THE ENTIRE COST OF ALL NECESSARY SERVICING OR REPAIR. Without limiting the foregoing, we do not ensure continuous, error-free, secure or virus-free operation of the Beta Software, the Service, your account or continued operation or availability of any given server.

    5.2 No Liability For Damages. IN NO EVENT SHALL METAPLACE, ANY SUBSIDIARY OR OTHERWISE RELATED COMPANY, OR EMPLOYEES, AGENTS, OFFICERS AND/OR DIRECTORS OF ANY OF THE ABOVE, BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL PUNITIVE OR OTHER DAMAGES OR LOST PROFITS, DATA OR BUSINESS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE BETA SOFTWARE OR SERVICE EVEN IF ANY OF THE ABOVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Without limiting the generality of the foregoing, no warranty is made that the Beta Software or Service will generate computer programs with the characteristics or specifications desired by Recipient or that the Beta Software or Service will be error-free. THESE DISCLAIMERS OF WARRANTY CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT.

    5.3 No Support. Metaplace does not provide any support for the Beta Software or Service. However, Metaplace may provide an e-mail address and/or a password protected forum for Recipient to send any questions and/or comments regarding the Beta Software or Service. Metaplace does not, however, make any representations or warranties as to the accuracy of any statements or advice provided in response to Recipient’s e-mail(s) and/or board postings.

    5.4 Test Environment. Recipient acknowledges that the Beta Program is a test environment, that world content and data will be frequently wiped or modified at Metaplace’s sole discretion, and that the Beta Program world content or data shall likely not be exported into the Service once the Service is commercially released.

    6. Miscellaneous.

    6.1 Survival. The provisions of this Agreement, other than Section 1.1 shall continue in full force and effect even after (i) the Beta Program has been terminated or completed and/or (ii) Recipient’s participation in the Beta Program has been terminated.

    6.2 Governing Law; Jurisdiction. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of California excluding conflict of law rules and principles. Both parties submit to personal jurisdiction in California and further agree that any cause of action relating to this Agreement shall be brought in the County of San Diego, State of California (if under State law) or the Southern District of California (if under federal law) and such courts shall have exclusive jurisdiction to determine the validity, construction and performance of this Agreement and the legal relations between the parties hereto. Recipient hereby waives any claim that such venue is improper or inconvenient. Recipient also hereby waives any right to join actions together with any other Recipient in the form of a ‘class action’ or similar action.

    6.3 Severability and Assignment. If any provision of this Agreement shall be held invalid or unenforceable, in whole or in part, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the validity and enforceability of all other provisions of this Agreement shall not be affected thereby. Recipient shall have no right to assign this Agreement.

    6.4 Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto relating to the subject matter hereof and supersedes all prior oral and written and all contemporaneous oral negotiations, commitments and understandings of the parties. Changes made by Recipient to this Agreement will not be effective unless set forth in a writing describing the change and agreed to and signed by both Metaplace and Recipient. Metaplace reserves the right to change the terms of this Agreement at any time upon notice to Recipient by e-mail or on its webpage. Such changes by Metaplace shall be effective upon notice to Recipient and Recipient’s continued participation in the Beta Program after notice of a change in terms by Metaplace shall constitute Recipient’s acknowledgement of, and agreement to, be bound by such changes.

  30. Marc Woebegone

    Mar 15th, 2009

    What, no mandatory arbitration clause?

  31. Sigmund Leominster

    Mar 16th, 2009

    Uri points out that “The more complicated the written language of the contract the less likely it is that it reflects some genuine understanding between the parties to the contract.”

    And on the other side of the coin, the simpler the language of the contract, the more it tends towards ending up as a verbal Rorschach, open to so much interpretation that it might as well have not been written. I like the simplicity of Bill and Ted’s “Be excellent to each other” but I’d hate to go to court to prove how unexcellent someone else is!

    This is more like “I can’t fuck anyone because no-one knows what the fuck is going on.”

  32. Neo Citizen

    Mar 19th, 2009

    Now that I’ve actually gone to Metaplace and looked at it, I have to say that the absolute only thing Metaplace has going for it is a shiny fun friendly sort of EULA that feels warm and fuzzy but means nothing in particular.

    The service itself is utter crap with no compelling features whatsoever, and Uri/Tizzy/the GLC/JLU/ the PN can all go there and we’ll all be happier over here.

  33. jeff

    Dec 22nd, 2009

    why is metaplace getting the axe?

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