TERMS OF USE

NVIDIA GeForce Now, including the associated software, materials and services (“GFN”) is a cloud-based service that enables users to use a virtual PC for gaming on a membership basis from an internet-connected device.

These terms are a legal agreement between you and NVIDIA Corporation ("NVIDIA") for the use of GFN. By registering for or using GFN you are affirming that you have read and agree to these terms.

These terms can be accepted only by an adult of legal age of majority in the country in which GFN is used. If you are under the legal age of majority, you must ask your parent or legal guardian to consent to these terms. If you are not old enough to enter into these terms or if you don’t accept all the terms and conditions below, do not use GFN.

1. LICENSE.

1.1. Grant. Subject to these terms, NVIDIA grants you a non-commercial, personal, non-exclusive, non-transferable license to access and use GFN during the term of services through a supported device, one session at a time, for your entertainment with video games. The list of GFN supported devices is available on NVIDIA websites.

1.2 GFN Service Providers. The GFN service may be provided to you by NVIDIA or by a GFN Alliance Partner, and the party that is providing the service will determine the details of the offering, the terms and the membership fees that are applicable to your use of GFN and the payment terms. All transactions with a GFN Alliance Partner are solely between you and the GFN Alliance Partner. NVIDIA expressly disclaims any liability for any such transactions, and you agree that your sole remedy regarding such transactions (including GFN charges and bank-related charges) is from or through the GFN Alliance Partner. If your GFN service is provided by a GFN Alliance Partner, you agree that NVIDIA and GFN Alliance Partners will share information about your use of GFN and payment of applicable fees.

1.3 Performance. A number of factors may affect your use of GFN, or may impede or interfere with your ability to start or continue using GFN or certain content or may result in the loss of data such as game saves, and you understand that NVIDIA is not responsible for these: (a) any factors or circumstances outside of NVIDIA’s reasonable control, including issues with your device, telecommunications, firewall, your service providers, or the public internet; (b) the type of device you have, your location, the available bandwidth, or the speed of your internet connection, and in some cases NVIDIA or by a GFN Alliance Partner may decrease the resolution and bitrate of the content streamed to you in an effort to provide a better user experience; or (c) other reasonable technical reasons, errors, or bandwidth constraints.

2. CONTENT.

2.1 Content. NVIDIA or a GFN Alliance Partner is renting you a virtual PC for gaming, and it is your responsibility to have sufficient rights to use the content (i.e. third-party video games or DLC (downloadable content)). Certain content may only work on certain types of devices. Not all the content you have may be used when streaming from GFN. Content purchased from a digital store on GFN may not be available to stream from GFN. The availability of content on GFN may vary over time, as examples: terms from service providers or game publishers may change, content may not be available from NVIDIA and each Alliance Partner equally or in certain geographies or languages, and content that was previously available on GFN (including your saved games) may become unavailable later on GFN. When you obtain content, whether through GFN or separately, the content provider may require you to accept their terms, open a user account and/or may charge you for the content.

From time to time, you may find content from a content provider that is available from NVIDIA or a GFN Alliance Partner at no charge to select users, based on territory, device, membership plan, or other promotional criteria. Promotional offerings may last for a limited time and may change or end without notice. Activities and transactions between you and a content provider (as examples, content settings, use, purchases and related advertising), even if taking place through GFN, are solely between you and the content provider. NVIDIA does not endorse or assume any responsibility for any content, or for information, materials, products or services that users receive from other parties or load for use with GFN.

2.2 Content For Different Ages. You acknowledge that on GFN you will have access to content rated for different ages, and it is up to you to set the filters for your permitted users to use age-appropriate content. You must follow the age rating rules of your country and laws.

2.3 Content Management. You acknowledge and agree that NVIDIA may, but is not obligated to, block, monitor, scan or review communications or content transmitted through GFN and that NVIDIA reserves the right to stop communications or remove content as described in section 10. NVIDIA accepts no responsibility or liability for content from other parties (yours or of content providers) regardless of whether such content is transmitted to or by you in breach of these terms.

3. LIMITATIONS.

3.1 You may not use GFN, or load content to GFN, for any purpose other than as described in section 1 above and as permitted under the laws, regulations and guidelines of your place of use.

3.2 You may not copy, sell, rent, sublicense, transfer or distribute any portion of GFN, and you may not use GFN commercially or for crypto currency mining.

3.3 You may not reverse engineer, decompile, disassemble, modify, create derivative works, or remove copyright or other proprietary notices from any portion of GFN.

3.4 You may not misuse, disrupt or exploit GFN or NVIDIA servers for any unauthorized use, or try to access areas or download software or materials not intended for users (including using GFN in any way to access any unauthorized third-party sites), or load to NVIDIA servers any malware (such as viruses, drop dead device, worm, trojan horse, trap, back door or other software routine of such nature), or disturb the use and enjoyment of GFN by other users.

4. PRE-RELEASE SERVICE and FEATURES.

GFN features or versions may be identified as alpha, beta, preview or otherwise in pre-release, may not be fully functional, may contain errors or design flaws, and may have reduced or different security, privacy, accessibility, availability, and reliability standards relative to commercially provided NVIDIA software, materials and services. Use of a pre-release version may result in unexpected results, such as loss of use or loss of content. You may use a pre-release version at your risk and stop at your convenience.

5. OWNERSHIP.

GFN, including all intellectual property rights, is and will remain the sole and exclusive property of NVIDIA or its licensors. Except as expressly granted in these terms, NVIDIA reserves all rights, interests, and remedies in connection with GFN. You agree to cooperate with NVIDIA and provide reasonably requested information to verify your compliance with these terms.

6. UPDATES.

NVIDIA may change, discontinue, or deprecate any part, or all, of GFN, or change or remove features, functionality or content (including games) available, and your continued use of GFN is deemed acceptance of such changes. In addition, you agree to receive automatic maintenance, updates and/or upgrades without notice and you permit NVIDIA to download and install them for you. GFN may be temporarily unavailable, inaccessible or slow when NVIDIA is performing maintenance or upgrades or at other times for reasons not within NVIDIA’s reasonable control.

7. LOG-IN INFORMATION.

You are responsible for maintaining your log-in information secure for your use only, and for the activities under your account. You agree to notify NVIDIA of any known unauthorized use of your NVIDIA account.

8. IMPORTANT SAFETY AND HEALTH NOTICE.

NVIDIA hopes you will find the use of GFN enjoyable. However, for some individuals under certain circumstances, using GFN (or content on GFN) might have harmful effects on your health or safety. As an example, a very small percentage of individuals may experience epileptic seizures or blackouts when exposed to certain light patterns or flashing lights. Also, discontinue using GFN (or content on GFN) if you experience health problems or symptoms including (but not limited to) lightheadedness, dizziness, or other discomfort, pain or health concern and consult your physician when appropriate. You are responsible for managing your health risks and choosing whether or not to use GFN. You waive NVIDIA’s liability for any liabilities, damages, losses, costs and expenses that result from these risks.

9. THIRD-PARTY SOFTWARE.

GFN may come bundled with, or otherwise include or be distributed with, third-party software licensed by a NVIDIA supplier and/or open source software provided under an open source license. Use of third-party software is subject to the third-party license terms, and in the event of conflict with these terms the thirty-party terms shall govern.

10. SUSPENSION / TERMINATION.

NVIDIA may suspend or terminate your right to use GFN, or content on GFN, at its discretion, including (but not limited to) non-payment of applicable fees or if NVIDIA reasonably suspects or determines that a use does not comply with these terms, the rights of others, or applicable laws and regulations.

NVIDIA may investigate violations of these terms or misuse of GFN and may report activities to law enforcement, regulators or other parties.

All provisions of these terms which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers and limitations of liability.

11. DATA COLLECTION.

You hereby acknowledge that to use GFN and depending on your privacy preferences, GFN may access and collect data in order to: (a) properly configure and optimize the device in which GFN is installed for use with the device; (b) deliver content or service through GFN; (c) improve NVIDIA products and services; and (d) provide automatic updates.

To improve the performance and quality at which GFN streams games to your machine and to run and update software and materials on your device, NVIDIA will need to process system data such as software version numbers, geographical region, internet speed, games played, session data and system information such as CPU, GPU, device serial number and system memory.

If you opt-in to share Technical Data from your device to help NVIDIA find and fix bugs or improve the quality of services, you will be sharing device and accessory information, software (including settings, usage, and how well they run), feature usage, error logs, and geographical information. If you opt-in to Recommendations, NVIDIA may inform you of games, apps, and rewards you may enjoy.

If your GFN service is provided by a GFN Alliance Partner, NVIDIA may share your usage and quality data with the GFN Alliance Partners so they can better service you.

Any data will be collected, used and disclosed by NVIDIA in accordance with NVIDIA’s Privacy Policy available at https://www.nvidia.com/en-us/about-nvidia/privacy-policy/. You may also review the data that GFN collects and change your privacy preferences at any time by visiting privacy.nvidia.com.

GFN may contain links to websites and services. NVIDIA does not endorse or assume any responsibility for any third-party websites, products, services or information. If you access a third-party website or service, including (without limitation) those of GFN Alliance Partners, you do so at your own risk, and you understand that these terms and NVIDIA’s Privacy Policy do not apply. NVIDIA encourages you to review the privacy statements on those websites and services that you choose to visit so that you can understand how they may collect, use and share your information.

12. NO WARRANTIES.

GFN IS PROVIDED BY NVIDIA “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS.” NVIDIA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT. NO WARRANTY IS MADE ON THE BASIS OF TRADE USAGE, COURSE OF DEALING OR COURSE OF TRADE. WITHOUT LIMITING THE FOREGOING, NVIDIA DOES NOT WARRANT THAT ACCESS TO GFN WILL BE UNINTERRUPTED; THAT GFN WILL MEET YOUR REQUIREMENTS; THAT GFN WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; THAT ANY CERTAIN CONTENT WILL BE AVAILABLE; OR THAT GFN IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

13. LIMITATION OF LIABILITY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NVIDIA AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOST PROFITS, LOSS OF USE, LOSS OF DATA OR LOSS OF GOODWILL, OR THE COSTS OF PROCURING SUBSTITUTE PRODUCTS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OR THE PERFORMANCE OF GFN, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER CAUSE OF ACTION OR THEORY OF LIABILITY. IN NO EVENT WILL NVIDIA’S AND ITS AFFILIATES TOTAL CUMULATIVE LIABILITY UNDER OR ARISING OUT OF THESE TERMS EXCEED THE AMOUNTS PAID FOR GFN USE DURING THE THREE MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY. THE NATURE OF THE LIABILITY OR THE NUMBER OF CLAIMS OR SUITS SHALL NOT ENLARGE OR EXTEND THIS LIMIT. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF WHETHER NVIDIA OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. The exclusions and limitations of liability in these terms form an essential basis of the bargain between the parties, and, absent any such exclusions or limitations of liability, the terms, including the economic terms, would be substantially different.

14. GOVERNING LAW; DISPUTE RESOLUTION

Governing Law. These terms and all disputes that may arise from it or out of use of GFN in interstate commerce shall be governed by the Federal Arbitration Act, in addition to the internal substantive laws of the State of Delaware and the United States, without regard to or application of its conflict of laws rules or principles. The United Nations Convention on Contracts for the International Sale of Goods is expressly disclaimed. You agree to these terms in the English language unless NVIDIA provided you these terms in another language.

Arbitration. For any claim against or dispute with NVIDIA relating to these terms or your use of GFN, please give NVIDIA a chance to resolve it and contact NVIDIA by U.S. Mail at NVIDIA Corporation, ATTN: Legal, 2788 San Tomas Expressway, Santa Clara, California, 95051. For any disputes that are not resolved informally, you and NVIDIA each agree to resolve any such dispute (excluding any NVIDIA claims for injunctive or other equitable relief) by binding arbitration before an arbitrator from Judicial Mediation and Arbitration Services ("JAMS") located in Santa Clara County, California under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. The arbitration will be conducted in Santa Clara County, California (or the nearest JAMS Office to Santa Clara County), unless you request an in-person hearing in your hometown or you and NVIDIA agree otherwise. Nothing in these terms shall prevent a party from seeking injunctive or other equitable relief from the courts in any jurisdiction to prevent the actual or threatened violation of that party's data security, intellectual property rights, or other proprietary rights. If for any reason this agreement to arbitrate is found not to apply to a dispute and as a result a dispute proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court located in Santa Clara County, California.

Class Action & Jury Trial Waiver. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION UNLESS SUCH ARBITRATION IS NECESSARY TO EFFECTUATE THE ENFORCEMENT OF THE COURT CLASS ACTION WAIVER OR IN THE EVENT THAT CLASS ARBITRATION IS EXPRESSLY AGREED TO BY NVIDIA. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND NVIDIA ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

Right to Opt-Out. YOU MAY OPT-OUT OF THE FOREGOING ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION OF THESE TERMS BY NOTIFYING NVIDIA IN WRITING WITHIN 30 DAYS OF COMMENCEMENT OF USE OF GFN. SUCH WRITTEN NOTIFICATION SHALL BE SENT TO ATTN: LEGAL, 2788 SAN TOMAS EXPRESSWAY, SANTA CLARA, CALIFORNIA, 95051 AND SHALL INCLUDE (1) YOUR NAME, (2) YOUR ADDRESS, (3) THE REFERENCE TO GFN AS THE SERVICE THE NOTICE RELATES TO, AND (4) A CLEAR STATEMENT INDICATING THAT YOU DO NOT WISH TO RESOLVE DISPUTES THROUGH ARBITRATION AND DEMONSTRATING COMPLIANCE WITH THE 30-DAY TIME LIMIT TO OPT-OUT.

15. GENERAL

You agree that you will not transfer or assign these terms or your rights and obligations by any means or operation of law without NVIDIA’s permission. These terms do not create any third-party beneficiary rights.

If NVIDIA needs to contact you about GFN or content, you consent to receive notices by email or through the software interface and agree that electronic notice will satisfy any legal communication requirements. Please direct your legal notices or other correspondence to NVIDIA Corporation, 2788 San Tomas Expressway, Santa Clara, California 95051, United States of America, Attention: Legal.

You may, but don’t have to, provide to NVIDIA any use information or suggestions, feature requests, or other feedback regarding GFN and its contents, including possible enhancements or modifications to GFN. For any feedback that you voluntarily provide, you hereby grant NVIDIA and its affiliates a perpetual, non-exclusive, worldwide, irrevocable license to use, reproduce, modify, license, sublicense (through multiple tiers of sublicensees), and distribute (through multiple tiers of distributors) it without the payment of any royalties or fees to you. NVIDIA will decide if and how to respond to feedback and if to incorporate feedback into GFN.

By accepting these terms, you confirm that you are not currently residing or ordinarily reside in any country or region currently embargoed by the U.S.A. and that you are not otherwise prohibited (e.g. SDN, DPL) from interacting with a U.S.A. company.

These terms constitute the entire agreement between you and NVIDIA concerning GFN. If it turns out that any provision of these terms is not unenforceable, such provision will be construed as limited to the extent necessary to be consistent with and fully enforceable under the law and the remaining provisions will remain in full force and effect. No waiver or failure to assert a right under these terms shall be deemed a further or continuing waiver of such right or any other right. Unless otherwise specified, remedies are cumulative.

NVIDIA may make changes to these terms from time to time. NVIDIA will publish the new terms at https://www.nvidia.com/en-us/about-nvidia/nvidia-geforce-now-for-pc-terms-of-use. The updated terms will be effective when published. Please review the terms of use on a regular basis. You understand and agree that your express acceptance of the updated terms or use of GFN after the date of publication shall constitute your agreement to the updated terms of use. If you do not agree with the updated terms, you must terminate your use of GFN.

(v. November 12, 2019)