PLEASE READ THIS DEVELOPER AGREEMENT CAREFULLY, INCLUDING WITHOUT LIMITATION ANY LINKED TERMS AND CONDITIONS APPEARING OR REFERENCED BELOW, WHICH ARE HEREBY MADE PART OF THIS AGREEMENT. BY USING THIS WEBSITE OR ITS CONTENT, YOU ARE AGREEING THAT YOU HAVE READ, AND THAT YOU AGREE TO COMPLY WITH AND TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND ALL APPLICABLE LAWS AND REGULATIONS IN THEIR ENTIRETY WITHOUT LIMITATION OR QUALIFICATION. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, THEN YOU MAY NOT ACCESS OR OTHERWISE USE THIS WEBSITE. THIS AGREEMENT IS EFFECTIVE AS OF THE FIRST DATE THAT YOU USE THIS WEBSITE.
This Developer Agreement (“Agreement”) is a legal contract between You, the content developer (“Developer”), and MEDIA GALAXY LIMITED. This Agreement sets the terms and conditions applicable to Content Developer’s distribution of computer programs, graphical images, ringtones, music, or other mobile services and content (“Content”) through the AppsFount and other mutually agreeable distribution channels.
1. SUBMISSION AND DISTRIBUTION.
1.1. To distribute Content under this Agreement, Developer must register and create a profile on the AppsFount website. Developer’s profile must include Developer’s country name, organisation type, tax ID, email address for receiving information regarding orders and such other reasonable information as may be requested by MEDIA GALAXY LIMITED.
1.2. Developer must provide its Content through the website in a form suitable for electronic reproduction and distribution. For each instance of Content submitted, Developer must:
1) provide images, descriptions and categorization of the Content;
2) classify the Content as free or for purchase (commercial) and, where applicable, provide the end-user price for the Content.
Developer may log into the website and update and/or change the foregoing information at any time.
1.3 Developer appoints MEDIA GALAXY LIMITED as Developer’s non-exclusive agent authorized and entitled to:
(a) publicly display, publicly perform, and duplicate the Content for the purpose of marketing or demonstrating the Content to prospective Partners, customers and end users;
(b) market the Content at Appsfount's sole discretion and expense;
(c) distribute the Content via the AppsFount;
(d) accept payments for the Content on Developer’s behalf if Developer has specified that a fee should be charged for such Content.
MEDIA GALAXY LIMITED, at its sole discretion and at any time, may refuse to distribute or indefinitely suspend (in whole or in part) the distribution of any piece of Content for any reason. MEDIA GALAXY LIMITED will bear all expenses for its operations and staff.
1.4 Developer grants MEDIA GALAXY LIMITED a nonexclusive, worldwide, royalty-free right and license to use, in connection with the Content, Developer’s trademarks, trade names, service marks, logos or other identifying or distinctive marks, provided that MEDIA GALAXY LIMITED will comply with the Developer’s trademark usage guidelines provided to MEDIA GALAXY LIMITED.
1.5 By entering into this Agreement, Developer agrees to distribute its Content via the AppsFount which is owned and operated by MEDIA GALAXY LIMITED.
1.6 AppsFount withholds a fee for each sold content item at the rate of 5% of its price and all necessary taxes from the Developer's revenue. The parties agree that the revenue is remitted within 10 (ten) days after the end of the reporting quarter.
2. OBLIGATIONS OF DEVELOPER
2.1. Before submitting Content via the website, Developer shall test such Content to ensure it is, to a reasonable extent, free of defects. Developer shall be solely responsible for ensuring that its Content is safe, free of defects in design and operation, that it complies with applicable laws and regulations, and that it does not infringe any third party’s intellectual property rights. Developer shall provide such bug fixes and/or software patches as may be reasonably required to ensure proper operation of the Content.
2.2. Developer shall be solely responsible for protecting the privacy and legal rights of end users of its Content. Developer shall, at a minimum, do as follows:
1) If end users provide Developer with, or the Content gathers or accesses, usernames, passwords or other log-in information, location data, or any personally identifiable information about end users (“End User Information”), Developer must make the end users aware of what End User Information will be available to Developer.
2.3 Developer shall be solely responsible for the content, quality, and performance of the Content, for any warranty, support, maintenance, or other obligations related to the Content, for communicating with end users regarding the Content, and for addressing any end user complaints about the Content. Developer agrees to provide end users with support by email or phone, state Developer’s support email address or phone number at an appropriate place within the Content, and respond to end user related issues pertaining to the Content within 10 (ten) business days. The level of support must, at a minimum, be in accordance with Developer's support policies then in effect. Developer further agrees to provide a link to any support materials for the Content when submitting the Content to MEDIA GALAXY LIMITED.
3. LIMITATION OF LIABILITY
MEDIA GALAXY LIMITED is not responsible for any Content. If Developer decides to install or use any content posted by another developer, Developer does so at Developer’s own risk. Developer communications or dealings with any third party found on the AppsFount are solely between Developer and the third party.
In no event will MEDIA GALAXY LIMITED be liable to You or any end users for any indirect, special, incidental, exemplary, punitive or consequential damages or any loss of or damage to use, data, business, goodwill or profits arising out of or in connection with this Agreement.
Developer is solely responsible for any and all taxes related to its distribution of Content through the AppsFount including any value added tax, sales tax, or similar applicable taxes . The fee specified by Developer for its Content must be inclusive of all taxes.
5. TERM AND TERMINATION.
5.1 This Agreement commences on the date of the last signature or, if made electronically, the date of Developer’s online or email acceptance, and shall remain in effect until terminated as provided in this Section 5.
5.2. This Agreement may be terminated by either Party if the other Party is in material breach of any term or condition of this Agreement and such breach is not remedied for a period of 30 (thirty) calendar days after the Party in breach has been notified of the breach by the other Party.
Either Party may terminate this Agreement for any reason and at any time by giving the other Party 45 (forty five) days prior written notice.
5.3 In the event of expiration or termination of this Agreement:
1) MEDIA GALAXY LIMITED shall not distribute the Content to any third party after the effective date of such expiration or termination;
2) the Developer shall be responsible for continued support of its past and future sales of the Content. Developer acknowledges and agrees that the termination or expiration of this Agreement does not terminate the rights or licenses of an end user to continue to use the Content, if the Content was subscribed to or downloaded by the end user prior to the effective date of expiration or termination.
3) MEDIA GALAXY LIMITED shall return to Developer or destroy all Content, including code and documentation, covered by this Agreement. Notwithstanding the foregoing, MEDIA GALAXY LIMITED may retain one copy of the Content and documentation solely for archival purposes.
6. INTELLECTUAL PROPERTY RIGHTS
6.1 The parties agree that Developer owns all intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in and to the Content and that this Agreement does not transfer ownership of any of these rights. The parties agree that MEDIA GALAXY LIMITED owns all intellectual property rights, including copyrights or trademarks, including copyrights, patents, trademarks, and trade secrets, in and to the MEDIA GALAXY LIMITED and that this Agreement does not transfer ownership of any of these rights.
7.1. Each party warrants that it has the full power, legal right and authority to enter into this Agreement and perform its obligations hereunder.
7.2 Developer represents and warrants that the Content, as submitted and as subsequently updated or upgraded: will be free from code that might disrupt, disable, harm, or otherwise impede the operation of any software, firmware, mobile device, computer system, or network; does not infringe or otherwise violate the copyright, trademark or other intellectual property rights of any third-party; and does not contain any material that is unlawful, defamatory, pornographic, discriminatory or which promotes or facilitates, illegal activity, violence, discrimination, or infringement of any copyright, trademark, or other intellectual property right.
7.3 Each party expressly disclaims all other representations or warranties.
MEDIA GALAXY LIMITED, 702 Kowloon Building, 555 Nathan Road, Kowloon, 999077, Hong Kong
Updated by MEDIA GALAXY LIMITED on December 04, 2015