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Developer-type Sellers can only register applications using Samsung SDK.
MENA-type Sellers can register applications which do not use Samsung SDK, but may sell the applications to MENA countries only.

MENA Countries : Afghanistan, Algeria, Bahrain, Egypt, Iran, Iraq, Israel, Jordan, Kuwait, Lebanon, Libya, Morocco, Oman, Pakistan, Palestine, Qatar, Saudi Arabia, Syria, Tunisia, Turkey, UAE, Yemen.

Terms and Conditions

1. Your use of our Services
  1. 1.1 Your use of the Samsung Apps TV Seller Office website at http://seller.samsungapps.com (“Seller Office”) and any related application, software, services, or websites provided by us, a Samsung Affiliate, or on our behalf by any third party designated by us or a Samsung Affiliate(collectively “Services” excluding any services provided to you by us or a Samsung Affiliate under a separate written agreement) is subject to the terms set out below and any other terms applicable to you from time to time, including but not limited to, Samsung’s Privacy Policy (collectively “Terms”).

    By using the Services, you may, subject to this Terms and Conditions, make content and other software applications (“Applications”) produced by you available to users in such countries where Samsung Apps TV is available. Unless otherwise set forth herein, Samsung, a Samsung Affiliate or a third party designated by Samsung or Samsung Affiliate will collect the revenues if any arising out of the transaction.

    “We,” “us” or “Samsung” means Samsung Electronics Co., Ltd, whose principal place of business is at 129, Samsung-Ro, Yeongtong-gu, Suwon-City, Gyeonggi-do, 443-742, South Korea . You may contact us at the Support menu of the Seller Office. “Samsung Affiliate”(s) shall mean any entity controlling, controlled by or under common control with Samsung Electronics Co., Ltd hereto, where ‘control’ means the direct or indirect ownership of more than fifty percent (50%) of such entity's capital or equivalent voting rights.

    It is important that you take the time to read these Terms carefully. These Terms and any of the documents referred to in the Terms form the legally binding agreement between you and Samsung relating to the Services and your use of the Seller Office website (the “Agreement”); provided, that, in the event there is a separate written agreement that has been entered into or is to be entered into between you and Samsung or between you and a Samsung Affiliate regarding a provision of the Applications produced by you and there is any inconsistency between such separate written agreement and this Agreement, such separate written agreement shall prevail but only to the extent of the inconsistency.
2. Accepting the Terms
  1. 2.1 In order to use the Services, you must first agree to the Terms. You may not use or will not be able to access the Services if you do not accept the Terms in their entirety or agree to a separate written agreement with Samsung or a Samsung Affiliate in addition to the Terms.
  2. 2.2 You may not use the Services and may not accept the Terms if (a) you are under 18, or (b) you are a person barred from receiving the Services under the applicable laws of the country in which you are resident or from which you use the Services or (c) you are in a country to which we do not provide the Services.
  3. 2.3 You may use the Services only if you can form a binding contract with Samsung as addressed herein and are not a person barred from receiving services under the applicable jurisdiction. If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations.
3. Registration for Services
  1. 3.1 In order to access certain Services, you may be required to provide information about yourself as part of the registration process for the Services, or update such information as required and keep it accurately as part of your continued use of the Services.
  2. 3.2 You may also be required to provide a username using your email address, your date of birth, your passwords and any other information related to the Application and seller as requested by Samsung to create your account with us (“Seller Office Account”). You understand that you are responsible for maintaining the confidentiality of your username, your date of birth and passwords. Except as addressed in your applicable Private Policy, you agree that you will be solely responsible to Samsung for all activities that occur under your Seller Office Account and we are not responsible for problems with your Seller Office Account due to misuse of your username and/or passwords. If you become aware of, or suspect, any unauthorized use of your username, your date of birth, passwords or of your Seller Office Account, you agree to notify us immediately at the Support menu of the Seller Office.
  3. 3.3 Upon completion of registration for the Services by you and verification of your registration details by us, if you wish to distribute the Application(s) in accordance with Section 5 of these Terms, then you will be able to upload the specific Application for its Quality Assurance and distribution. Applications may be distributed on a chargeable or a non-chargeable basis and this will be agreed during the registration process.
  4. 3.4 We shall not reject the registration of your Application without having a reason to do so. If the registration of your Application is rejected for any reason, we will notify you of such reason upon your written request.
4. Privacy and your personal information
  1. 4.1 In order to make the Services available to you and process the transactions contemplated by these Terms, Samsung will have to collect information and/or personal data from you. This information may be subject to data privacy laws in your jurisdiction. By using the Service, you consent to Samsung’s collection and use of your personal information in the manner set out below.
  2. 4.2 Such data and/or information will be collected and used in accordance with Samsung’s Privacy Policy, available at http://seller.samsungapps.com/help/privacy.as?channel=common or the local privacy policies of your jurisdiction. This policy explains how Samsung treats your personal information, and protects your privacy, when you use the Services.
  3. 4.3 You agree to the use of your data in accordance with Samsung’s Privacy Policy. Nothing in this Privacy Policy shall limit the rights of any person under the applicable laws and regulations of your jurisdiction.
5. Submission, Certification, and Distribution of Applications
  1. 5.1 Submission. You must submit to Samsung each Application you wish to distribute on a website designated by Samsung or a Samsung Affiliate for the purposes of testing and certification in accordance with certification requirements including any requirements in the documentation provided to you by Samsung, a Samsung Affiliate, and/or a third party designated by us or a Samsung Affiliate. (“Quality Assurance”) You are solely responsible and liable for the Applications you submit and for complying with any support requirements, if any, set forth in the Documentation (defined in Section 5.2). All copies of the Application (e.g. the electronic files) you submit will be retained (or destroyed) by Samsung and will not be returned. You are responsible for retaining a back up copy of your Application.
  2. 5.2 Compliance. For each Application that you submit to Samsung, you agree to comply and remain in compliance with all requirements and obligations detailed in these Terms and/or other documentation we may provide to you from time to time for your compliance with matters such as support requirements, content guidelines, payment process, technical specifications, Samsung Advertising Guidelines (Appendix III) and submission guidelines (“Documentation”), including complying with all applicable laws. Samsung may revise the Documentation from time to time in its sole discretion and will provide you with a reasonable time-frame within which to bring your Application into compliance with such revisions. Failure to comply with the obligations in the then-current Documentation may, among other things, result in removal of your Application from the Seller Office and possible revocation of your Seller Office Account.
  3. 5.3 Certification and Classification. You shall submit your Application to Samsung, provided that you have accepted any additional terms of service from Samsung, a Samsung Affiliate and/or Samsung’s designated certification vendors and agree that Samsung or a Samsung Affiliate and/or Samsung’s designated certification vendor (as applicable) will evaluate the Application to determine whether the Application complies with the Quality Assurance. Any such certification or evaluation by Samsung in no way affects your responsibility under the Terms or can be construed as a waiver of rights of Samsung. Your Application should be capable of being installed into our target devices and work in accordance with your Application description, as installed, without causing any adverse effect to our devices. Samsung shall inform and update you regularly of the progress of the certification process. Resubmission of your Application is permitted provided any defects of which you are notified and/or suggestions made by us and/or Samsung Affiliate for improvement are made prior to such resubmission.
  4. 5.4 Distribution. Samsung has no obligation to distribute any Application you submit and is not obligated to give you any reason for such refusal. Samsung will not distribute any Application unless and until the Application has successfully completed Samsung’s Quality Assurance process and been certified to Samsung’s satisfaction. In addition, Samsung has sole discretion to determine the device or devices on which any Application is made available for distribution. If Samsung chooses to distribute your certified Application through the STORE, we will do so in accordance with these Terms.
  5. 5.5 Application Placement. Samsung and/or a Samsung Affiliate (as applicable) reserves the right, in its sole discretion, to make all decisions regarding placement or promotion for an Application.
  6. 5.6 Removal. Samsung reserves the right to remove any Application from the STORE for any reason and is not obligated to give you any reason for such removal. Such reasons may include, without limitation, (i) your breach of these Terms, separate written agreement or the Documentation; (ii) your express termination of this Agreement or of the license grants associated with an Application; (iii) an assertion or claim that your Application infringes the intellectual property rights of a third party or otherwise contains illegal content or breaches any applicable law; or (iv) user complaint(s) about the content or quality of your Application;(v) at the request or order of any judicial or administrative body.
  7. 5.7 Samsung Applications. We may also make our own Applications available to users and in this case, Samsung or a Samsung Affiliate would contract with users directly in respect of Samsung Applications. Nothing in this Agreement shall restrict or limit Samsung’s ability to produce Applications even if such Applications contain functionality which is similar to or equivalent to your Applications.
  8. 5.8 Hacking. Hacking means the unauthorized access or circumvention of security measures of a website, device, network or server, (including using another member’s username and password), to interrupt, disrupt, damage, interfere or otherwise access in an unauthorized manner the operation and enjoyment of such device, computer system, network, server or website. You shall not develop or provide an Application that has any Hacking capabilities purposes or properties. If Samsung, in its discretion, reasonably determines that any Application has any Hacking capabilities, purposes or properties, Samsung reserves a right to terminate this Agreement pursuant to Section 14. Samsung does not warrant that STORE will be free from risk of Hacking activities. For the avoidance of doubt, Samsung shall have no liability in connection with Hacking including without limitation, any liability for damage to any device, computer system, network, server or website.
6. Revenue Share and Tax
  1. 6.1 Any revenue collected by us or a Samsung Affiliate(including through a third party designated by us or by a Samsung Affiliate) directly arising from the distribution of your Application using our Services(“Sales Proceeds”) shall be shared by Samsung or a Samsung Affiliate and you at the rate of 30 per cent for Samsung or a Samsung Affiliate and 70 per cent for you (“Revenue Share Ratio”) but Samsung or a Samsung Affiliate may agree to an alternative revenue share arrangement if both parties address such in a duly executed document.
  2. 6.2 Sections 6.2 to 6.2.7 apply only where Samsung or a Samsung Affiliate licenses to customers directly, you acknowledge and agree that than any payments of (a) VAT or other sales taxes (b) other reasonable costs connected with the provision of the Services including but not limited to transactional costs, bank and payment gateway portal provider charges, carrier billing charges, currency conversion charges, expenses due to payment gateways fees and other related expenses (“Other Costs”); and (c) any refunded amounts, bad debts or cancelled amounts or other amount of similar nature (“Refunded Amounts”); shall be deducted by us from the Sales Proceeds, which shall be hereinafter referred to as “Net Sales Proceeds” before applying any Revenue Share Ratio. You shall bear any remittance fees and/or exchange fees (if any) relating to the transfer of Your Share to you by us or a Samsung Affiliate (as applicable). You agree that any such fees may be deducted from Your Share. Where applicable, any withholding tax(es) be imposed on your sales revenue, any such taxes will be deducted from Your Share.

    • 6.2.1 The payment will be processed according to Appendix I as set forth by Samsung, a Samsung Affiliate or a third party designated by Samsung or a Samsung Affiliate.
    • 6.2.2 Samsung or a Samsung Affiliate shall provide a statement of accounting showing the details of the revenue share by the 15th working day of the first month following a closing of each calendar quarter. Unless we or a Samsung Affiliate receive a written objection to this statement within 5 working days of it being delivered to you by email, you shall be deemed to have accepted it as accurate.
    • 6.2.3 Such a statement referred to above in Section 6.2.2 shall be made available on the Seller Office website under Seller Office Account and shall include i) the number of times your free or paid Application has been downloaded (excluding any paid applications that have been refunded), ii) the total Sales Proceeds, iii) any deductions such as transactional costs addressed in Section 6.2 including payment gateway commission fees, iv) total Net Sales Proceeds, and v) actual payment amount to be paid to you, calculated according to Appendix I and Sections 6.2 and 6.3 of the Terms and other sales statistics.
    • 6.2.4 If Samsung removes any of your Application(s) from the STORE for breach of this Agreement or a separate written agreement or in response to any reasonable allegation of intellectual property infringement or any illegality (including DMCA Takedown notices), any costs incurred in connection with the removal of such Application(s) will be deducted from any payment otherwise payable to you under this Section 6. If Samsung terminates your Seller Office Account during the applicable month for your breach of this Agreement by you or a separate written agreement, whichever prevails, any costs incurred in connection with closing of your Account will be deducted from the payments otherwise payable to you under this Section 6 for the applicable quarter. If such costs associated with the closing of your Account exceed any payment due to you, you shall pay us the residual costs which are not deducted from payment to you and have liability for any and all costs arising from the closing of your Account.
    • 6.2.5 You agree that any payment to you may be withheld upon our instruction to a third party designated by Samsung or a Samsung Affiliate in the event that;(a) you breach (or we have a reasonable ground to suspect that you are in breach of) the Terms; or (b) you breach (or we have a reasonable ground to suspect that you are in breach of) any applicable laws; or (c) as a consequence of your breach, you owe (or are likely to owe) us any monies.
    • 6.2.6 Payment Processing.

      (a) Samsung will make all payments due under these Terms to you using a third party designated by Samsung or a Samsung Affiliate in accordance with Samsung's or a Samsung Affiliate’s then-current payment policies to the financial institution designated by you during your registration for the Services. You are solely responsible for issuing any value added tax or similar invoice as may be required by the laws of your own country (or the country in which the user is based) if such documentation is required, and you represent and warrant that such invoice or document will show exactly the same details as in the Seller Office and will reflect the same amount which the Seller Office shows in the currency agreed with you. You acknowledge and agree that, to the extent permitted by law, Samsung and the Samsung Affiliate exclude all liability for any tax or legal consequences if your invoice or document deviates from the details in the Seller Office or if there is any delay, loss or misapplication of funds due to incorrect or incomplete information supplied by you or a bank or for failure of a bank to credit your account.

      (b) In the event the currency of payment from users of Applications is different from the currency of the payment agreed between you and Samsung or between you and a Samsung Affiliate, the payment from users shall be converted into the currency of payment to you using in the case of credit card payment, at the exchange rate in effect on the date on which the transaction is completed as set by Visa or MasterCard. You acknowledge that the amount you actually receive will depend in part on the rates and fees imposed by your financial institution.

      (c) You must provide Samsung and a Samsung Affiliate (and/or its third party payment processor) with all financial, tax and banking information requested in order to make payment of amounts owed under this Agreement. Samsung or a relevant Samsung Affiliate will notify you of any changes to the required information via updates to the Documentation. Failure to provide such information within sixty (60) days after submission of your first Application, or failure to keep such information current and accurate, may result in Samsung’s removal of your Application from distribution and forfeiture of amounts owed to you under this Agreement.
    • 6.2.7 Samsung or a Samsung Affiliate, in its sole discretion, may waive the exclusion of certain expenses or charges in the calculation of Sales Proceeds in your favor, provided that such waiver shall not prejudice in any way Samsung’s right to make any subsequent deductions.
  3. 6.3 Reconciliation and Offset. Refunds, charge backs, cancellation or bad debt payments processed after you receive payments due under these Terms will be debited against your Seller Office Account. Samsung may offset any amounts owed to Samsung or a Samsung Affiliate against amounts Samsung or a Samsung Affiliate owes you.
  4. 6.4 The Sales Proceeds generated and recovered by you using your billing platform arising from distribution of your Application using our Services or which is received in connection with advertising in the Application, shall be shared by Samsung and you or by a Samsung Affiliate and you at the Revenue Share Ratio but we and/or a Samsung Affiliate shall be entitled to agree an alternative revenue share if both parties agree and this can be done during the registration process for an Application.

    • 6.4.1 Before applying any Revenue Share Ratio,

      (a) VAT or other sales taxes in cases where you license users directly (i.e. in the agency countries);
      (b) Other Costs
      (c) Refunded Amounts

      shall be deducted by you from the Sales Proceeds, which shall be referred to as Net Sales Proceeds.

    • 6.4.2 Payment and Reporting. The payment will be processed according to Appendix II.
    • 6.4.3 Just as you are responsible for collecting any revenue generated in connection with the use of the Application by end users, you shall be solely responsible for addressing and resolving any refund requests made by an end user in connection with his or her use of the Application. You acknowledge that Samsung is not responsible for any refund requests.
    • 6.4.4 You shall provide Samsung or a Samsung Affiliate with a statement of accounting showing the details of the revenue share via e-mail or any website designated by you by the 15th working day of the first month following the closing of each applicable calendar quarter. Unless you receive a written objection from Samsung or a Samsung Affiliate to this statement of accounting within 5 business days of it being delivered to Samsung or a Samsung Affiliate by email or other means of communication, Samsung or a Samsung Affiliate shall be deemed to have accepted it as accurate.
    • 6.4.5 You will make all payments due under these Terms to Samsung or a Samsung Affiliate in accordance with Samsung's and a Samsung Affiliate's then-current payment policies to the financial institution designated by Samsung or a Samsung Affiliate.
    • 6.4.6 Audit. During the Term and 6 years after the Term and upon reasonable notice to you, and not more than once per any twelve (12) month period, you shall grant Samsung’s auditors or a Samsung Affiliate’s auditors (subject to your reasonable approval) full and complete access to all books and records relating to any Revenue generated within the Application, and Samsung or a Samsung Affiliate shall have the right to perform audits or reviews of such books and records at any time upon a fifteen (15) business days prior notice; If the audit reveals an underpayment of more than five percent (5%), you shall pay for all reasonable out-of-pocket costs, including audit fees paid to a third party auditor to conduct the audit. If you do not dispute the audit, you agree to promptly (but in no event later than thirty (30) days after such audit) pay Samsung or a Samsung Affiliate the amount of such underpayment revealed by an audit. This Section 6.4.6 applies to Section 6.4 only.
  5. 6.5 Tax. Each party shall be responsible for its own taxes, duties, excises, assessments, permits or fees, however designated and whether federal, state, local or national, which are levied upon each party in connection with this Agreement. Notwithstanding anything to the contrary in this Agreement, in the event that the government of a country requires the withholding of taxes with respect to any amount payable by one party to the other pursuant to this Agreement, the party with such withholding responsibility shall comply with such withholding requirements. In such event, the party that has engaged in such withholding will furnish to the other party tax receipts in accordance with the relevant local requirements.
7. Application Pricing
  1. 7.1 In connection with the distribution of your Application through the STORE, Samsung will charge the price set by you (provided that such price conforms to the Application price points specified by Samsung at the Seller Office), plus any associated taxes.
    Samsung and Samsung Affiliates do not provide any warranty, guarantee, undertaking or assurance that you will receive any revenue arising out of your use of the Services. Samsung and Samsung Affiliates shall have no liability for Application pricing errors whether caused by Samsung or other parties.

    While you shall be free to price your own Application, please note that Samsung reserves the right using its commercially reasonable judgment to change the table for the Application price points and if Samsung does this then you shall change your Application price to reflect the changed Application price points. Samsung might request you to change your Application price if it does not comply with our payment policies or the nature of the contents (such as magazine or monthly contents charges) provided by your Application reasonably warrants a price adjustment. You shall be entitled to decide to change your Application price at your own discretion and be responsible for the outcome resulting from such changes

    You shall be responsible for, and shall indemnify and hold Samsung and any Samsung Affiliate harmless from and against, any claims, liabilities assessments, losses, costs, expenses, damages, taxes, fees, interest or penalties (“Losses”) or other consequences arising from any change to your Application price, transition from free/paid Application(s) to paid/free Application(s) and/or termination of your Application service, as applicable.
8. In-App Purchase
  1. (a) You may place, insert, develop, display or make available any in-application purchasing feature inside the Applications to charge a user for any content ordered, downloaded, and paid via your own billing system by the user through the Application itself.
    (b) You are solely responsible for your In-App content to be distributed through your Applications and, to the extent permitted by law, Samsung disclaims any liability arising out of your In-App content. You shall indemnify and hold Samsung and all Samsung Affiliates harmless from and against any and all Losses assessed against Samsung or any Samsung Affiliates arising out of your use of the In-App content in your Application.
    (c) In the event that you offer a subscription service as part of your Application service, you are solely responsible for maintaining the services during the periods of subscriptions and in accordance with all applicable laws.
    (d) In case of offering auto-renewing subscriptions, and subject to paragraph (e) below, you must clearly notify the users:
      · The length of subscription
      · How to make cancellation within the Application
      · The user’s account will be charged for renewal automatically unless the user makes cancellation within the Application 24-hours prior to the end of current subscription period
      · No cancellation or partial refund of the current subscription is allowed
      · A link to your terms of use
    (e) You are solely responsible for managing the subscription price during auto-renewing periods.
    (f) You must offer subscriptions and in-Application transactions in compliance with all legal requirements in each country or region where the Application is made available to users.
    (g) All revenues from the in-app purchase shall be included as the “Sales Proceeds” and subject to the Revenue Share in Section 6.
9. License Grant
  1. 9.1 License to Samsung and Samsung Affiliates.
    You do not transfer ownership of the Application to Samsung or Samsung Affiliate by submitting it, but you do grant to Samsung or a Samsung Affiliate:
      (a) the worldwide right to host, use, distribute, edit and license the Application for evaluation and certification (by Samsung or Samsung’s designated certification vendors);
      (b) the worldwide right to modify or edit the Application for security purposes including, without limitation, the right to apply or upgrade security patches or related software to the Application.
      (c) the right to directly or indirectly through Samsung or a Samsung Affiliate to host, market, promote, and distribute the Application to users and to grant licenses of Applications to users.
    You also grant Samsung, a Samsung Affiliate or any third party designated by Samsung or a Samsung Affiliate the right to use the Application and its name and/or to publish your entity name and trademarks, both on-line and off-line, in connection with the marketing and distribution of the Application through STORE.
    Samsung may exercise these rights itself or through one or more Samsung Affiliates or a third party designated by Samsung or a Samsung Affiliate and shall have the right to sublicense the above rights to a Samsung Affiliate or a third party designated by Samsung or a Samsung Affiliate.
10. Representation and Warranties

You represent and warrant to Samsung, Samsung Affiliates and any third party designated by Samsung or a Samsung Affiliate that:

  1. 10.1 You have the power and authority and full capacity to enter into this Agreement and to fully perform your obligations under this Agreement.
  2. 10.2 The Application is your own original work and does not violate any Samsung, Samsung Affiliate or third-party intellectual property or other proprietary rights, and you have obtained any and all consents, approvals or licenses (including written consents of third parties where applicable) required for you to submit and license your Application under this Agreement or a separate written agreement related to the Services and for your Application to access any Internet-based services, if any, to which the Application enables access.
  3. 10.3 Listing, marketing, distribution, installation and use of your Application in the STORE does not violate any agreements to which you are a party or of which you are otherwise aware; If your Application includes any open source software, your Application complies with any corresponding license obligations for such open source software. You shall avoid taking or performing any action in a manner that would require Samsung products, software, and any derivative work thereof to be licensed under open source license terms.
  4. 10.4 Your Application does not contain any viruses, hidden content, Hacking capabilities, purposes or properties, or other malicious applications (including, for example, any “trap doors,” “worms,” “Trojans,” or “time bombs”) or other unauthorized or hidden programs, and your Application does not collect any user information or personal data for which you have not obtained the user’s consent.
  5. 10.5 Your Application does not contain any unauthorized third party content or prohibited content (as identified in the Documentation) and otherwise complies with the Documentation and with the applicable laws of each jurisdiction, including any US or foreign export control laws, to which you are submitting the Application for distribution; For the avoidance of doubt, your Application does not (i) depict explicit sexual activity; (ii) depict or endorse acts that cause or are intended to cause excessive pain or suffering; (iii) promote or endorse the misuse of alcohol, tobacco, illegal drugs or other addictive substances; (iv) promote intolerance or discrimination based on racial, political, ethnic, religious, gender or sexuality; (v) promote invasion of rights or privacy; (vi) promote gambling or (vii) promote illegal activity.
  6. 10.6 You are legally eligible to submit your Application to Samsung in accordance with applicable laws in your relevant jurisdiction.
  7. 10.7 The information you provide to Samsung under or in connection with this Agreement is true, accurate, current and complete.
  8. 10.8 You shall use the Services only for purposes that are permitted by the Terms and any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdiction.
  9. 10.9 If you use the Services to distribute the Application, you shall protect the privacy and legal rights of users in accordance with all applicable laws. Your Application will comply with all applicable laws, rules and regulations, including without limitation, the Children’s Online Privacy and Protection Act, all other laws governing the collection, use, storage and transfer of personal data or personal information, and any laws that apply to in-app purchases. Just as the definition of what constitutes personal information is evolving, Samsung trusts that Your Application will evolve and keep up not only with the law and but also with industry best practices in Applications that are designed for use by children. If the users provide you with, or your Application accesses or uses, user names, passwords, or other login information or personal information, you must make the users aware that the information will be available to you and/or your Application and you shall provide legally adequate privacy notices and protection of that information for those users. Further, your Application may only use that information for the limited purposes for which the user has given you permission to do so.
  10. 10.10 You shall not engage in any activity with the Services, including the development or distribution of any Applications that interferes with, disrupts, damages, or accesses in an unauthorized manner the devices, servers, networks, or other properties or services of any third party including but not limited the Seller Office users, Samsung, Samsung Affiliate or any third party or network operator designated by Samsung or Samsung Affiliate.
  11. 10.11 You shall not use user information obtained from the Services to sell or distribute the Application without using the Services or Seller Office.
  12. 10.12 You agree to defend, indemnify and hold harmless Samsung and Samsung Affiliates from and against any and all third party claims and all Losses resulting from or arising out of your breach of the Terms, any separate written agreement related to the Services, this Section 10 and/or misuse of the Services by a third party where such misuse was caused in whole or in part by your failure to take reasonable measures to protect your username and passwords against misuse.
  13. 10.13 You shall be responsible for users’ claims and shall indemnify and hold Samsung and any Samsung Affiliate harmless from and against, Samsung and Samsung Affiliates’ Losses arising out of any errors of your Application or any errors or Losses to or arising from Samsung devices caused by your Application.
  14. 10.14 You shall be fully responsible for paying any and all royalties payable to third parties in relation to the provision of, streaming, and/or download of content supplied through the Application including (without limitation) to relevant collection societies in all relevant territories.
11. Confidentiality
  1. 11.1 Confidential Information. You agree that at all times during the term of this Agreement and thereafter, you will hold in strictest confidence, and will not use or disclose to any third party, any Samsung and Samsung Affiliate Confidential Information. The term “Samsung and Samsung Affiliate Confidential Information” means all non-public information that Samsung designates, either in writing or verbally, as being confidential, or which, under the circumstances of disclosure ought to be treated as confidential. Samsung and Samsung Affiliate Confidential Information includes information relating to (i) business policies or practices of Samsung and a Samsung Affiliate, (ii) customers or suppliers of Samsung or a Samsung Affiliate, or (iii) information received from others that Samsung or a Samsung Affiliate are obligated to treat as confidential. If you have any questions as to what comprises Samsung and a Samsung Affiliate Confidential Information, you agree to consult with Samsung or a Samsung Affiliate. Samsung and Samsung Affiliate Confidential Information does not include information that was known to you prior to Samsung's disclosure to you, or information that becomes publicly available through no direct or indirect fault of yours. We further agree that these Terms and conditions of this Agreement will be deemed Samsung and Samsung Affiliate Confidential Information.
  2. 11.2 Applications. Any Application or other materials you provide to us in any form shall be non-confidential and Samsung and a Samsung Affiliate shall have no restrictions on its ability to disclose and publish such information and Applications.
  3. 11.3 Publicity. Except for legally mandated disclosures or pursuant to the rules of the applicable stock exchanges on which the securities of you or Samsung are traded, you will not issue any press release or make any public announcement(s) disclosing the existence or these Terms of this Agreement without obtaining our prior written consent. Without limiting the above, in the case that information is disclosed publicly or to third parties without the prior written approval of Samsung and a Samsung Affiliate, you shall notify us and, where applicable, a Samsung Affiliate of any disclosure and event immediately and provide all requisite support and cooperation as is necessary for Samsung to remedy or mitigate the effects of the disclosure.
12. Proprietary rights
  1. 12.1 You acknowledge and agree that Samsung (or Samsung’s licensors) and a Samsung Affiliate (of Samsung Affiliate’s licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
  2. 12.2 Unless you have agreed otherwise in writing with Samsung, nothing in these Terms gives you a right to use any of Samsung’s trade names, trademarks, service marks, logos, domain names, and/or other distinctive brand features.
  3. 12.3 If you have been given an explicit right to use any of these brand features in a separate written agreement with Samsung or a Samsung Affiliate, then you agree that your use of such features shall be in compliance with that agreement.
  4. 12.4 Other than the limited license set forth in Section 9 of these Terms, Samsung and Samsung Affiliates acknowledge and agree that they obtain no right, title or interest from you (or your licensors) under these Terms in or to any Application that you submit, post, transmit or display on, or through, the Services, including any intellectual property rights which subsist in that Application (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Samsung or a Samsung Affiliate, you agree that you are responsible for protecting and enforcing those rights and that Samsung or a Samsung Affiliate have no obligation to do so on your behalf.
  5. 12.5 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services. You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
  6. 12.6 Unless you have been expressly authorized to do so in writing by Samsung or a Samsung Affiliate, you agree that in using the Services, you will not use or modify any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
13. Software updates and availability of Services
  1. 13.1 The software which you use during the Services may automatically download and install updates from time to time from Samsung. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit Samsung to deliver these to you) as part of your use of the Services.
  2. 13.2 Samsung reserves the right, in its sole discretion, to change, improve and correct the Services. The Services may not be available during maintenance breaks and other times. Samsung may also decide to discontinue the Services or any part thereof in its sole discretion. In such case, you will be provided with prior notification.
  3. 13.3 For the security purposes, Samsung reserves the right, in its sole discretion, to apply or update security patches to the Application or modify the Application to the extent required for such purpose without prior notification to you. In such case, however, Samsung shall make relevant subsequent notice to You and users as soon as commercially reasonable.
14. Activation and Support
  1. 14.1 Samsung provides technical support to you when software errors and defects are found in your Application distributed via STORE.
  2. 14.2 2 You shall register your Application after fixing any defects with Samsung’s technical assistance within a reasonable period of time. If the defect(s) cannot be fixed within such reasonable period of time or at all, you agree on making any additional efforts as shall be required by with Samsung or a Samsung Affiliate to remedy the defect.
15. Ending your relationship with Samsung
  1. 15.1 This Agreement will continue to apply until terminated by either you or Samsung as set out below. Any provision that, by its terms, is intended, to survive the expiration or termination of this Agreement, shall remain in full force and effect.
  2. 15.2 If you want to terminate the Agreement, you may do so by (a) completing the form for termination available at the Seller Office and (b) closing your Seller Office Account for all of the Services which you use by going through the process set out in this Section. Upon completion of the form, we will give you a notice of closure of your Seller Office Account by email and your account will be closed. You will be required to settle (or we will settle) any outstanding sum by the next immediate settlement date following the notice of closure from us. Termination of your relationship with Samsung as a seller will not affect your use of our Services as a user.
  3. 15.3 Samsung may at any time and without reason, terminate the Agreement with you by giving written notice of termination to the email address held in our records for you. Following delivery of this email notice, your account will be closed. You will be required to settle (or we will settle) any outstanding sum by the next immediate payment/settlement date following the date of closure of your account. Termination of your relationship with Samsung as seller will not affect your use of our Services as buyer.
  4. 15.4 Upon termination of this Agreement, Samsung shall delete your Application and any related documentation as well as promptly delete the Application from the STORE, provided that Samsung may keep a copy of the Application and/or any related documentation for the purpose of legitimate technical support for the existing users.
  5. 15.5 Upon any discontinuation or disruption in end user’s use of your Application, you shall notify the users of such discontinuation or disruption and mitigate any harm to such users. You shall indemnify, defend and hold harmless Samsung and Samsung Affiliates from any claims, disputes, expenses or costs arising from such discontinuation or disruption.
  6. 15.6 Either You or We can terminate this agreement immediately if the other party breaches the Agreement and fails to remedy the breach within 14 days of receipt of a written notice that they have breached the Agreement.
16. Liability

Nothing in these Terms excludes Samsung’s liability (if any) to you for:

  1. · personal injury or death resulting from our negligence;
    · fraud;
    · any matter which it would be illegal for us to exclude or to attempt to exclude our liability.

    We do not warrant or guarantee that the Services will be:

    (a) compatible with all or any hardware and software which you may use;
    (b) available all the time or at any specific time, uninterrupted, secure or error free; or
    (c) suitable for your requirements or meet any specific level of performance or functionality

    We reserve the right to withdraw or modify the Services at any time.

    We are only liable to you for direct losses which you suffer as a result of a breach of these terms and conditions by us. We are not responsible to you for any losses which you may incur which were not a foreseeable consequence of us breaching these terms and conditions, for example if you and we could not have contemplated those losses before or when you access the Services. Our liability to you shall not in any circumstances include any business losses that you may incur, including but not limited to lost data, lost profits or business interruption. In any event, our liability to you for any breach of this Agreement, negligence or other default shall not exceed the revenue paid to you during the 3 month period up to the date of the event giving rise to the liability.

    By using the Services, you agree to indemnify Samsung, Samsung Affiliates and other companies and corporations in the Samsung group against any costs, damage, claims, liabilities and expenses incurred as a result of your breach of these Terms, separate written agreements, the Privacy Policy and/or any other applicable terms.

    The information, documents, software and other materials contained on the Seller Office website are provided “as is”. We try and ensure that such materials are accurate and up to date, but we cannot be responsible for any errors, faults or inaccuracies. Our liability to you as explained above remains unaffected by this.

    To the fullest extent permitted by law, we expressly exclude all representations, conditions, warranties or other terms which apply to the Services and associated content/information including any implied warranties of satisfactory quality, merchantability, fitness for a particular or any purpose or non-infringement which might otherwise apply but for this Section.

    If in a relevant jurisdiction, these limitations and exclusions are not permitted then our liability shall be limited and excluded to the fullest extent permitted by law.
17. Copyright and trade mark policies
  1. It is Samsung’s policy to respond to notices of alleged copyright infringement that comply with applicable international or respective national intellectual property law and to terminate the accounts of repeat infringers.
18. Advertisements
  1. 18.1 Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information.
  2. 18.2 The manner, mode and extent of advertising by Samsung on the Services are subject to change without specific notice to you.
  3. 18.3 In consideration of Samsung granting you access to and use of the Services, you agree that Samsung may place such advertising on the Services.
  4. 18.4 You may include third party advertisement within Applications, which shall be subject to the then applicable policies provided to sellers by Samsung at http://www.samsungadhub.com/pr/news/notices/noticesList.do, Samsung Advertising Guidelines (Appendix III) and the general requirements of the Agreement relating to content in Application (including without limitation Section 10.5). Samsung reserves the right to reject or remove advertising that Samsung deems contrary to Samsung Advertising Guidelines and policies. Any revenue generated from such third party advertisements within the Application shall be included in the Sales Proceeds and subject to the Revenue Share Ratio pursuant to Section 6. The Samsung Advertising Guidelines are subject to change at any time and Samsung may waive any of these guidelines at its discretion.
19. Other content
  1. 19.1 The Services may include hyperlinks to other web sites or content or resources. Samsung may have no control over any web sites or resources which are provided by companies or persons other than Samsung. You further agree not to provide external hyperlinks that are unrelated to your Application or are against the Terms.
  2. 19.2 You acknowledge and agree that Samsung is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
  3. 19.3 You acknowledge and agree that Samsung is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources and you agree to indemnify Samsung and Samsung Affiliates against any costs, damage, claims, liabilities and expenses incurred as a result of your breach of this Section.
20. Changes to the Terms
  1. 20.1 Samsung may make changes to the Terms from time to time without your consent. When these changes are made, Samsung will make a new copy of the Terms available at “Seller Office” and any new additional terms will be made available to you from within, or through, the affected Services.
  2. 20.2 You understand and agree that if you use the Services after the date on which the Terms changed, Samsung will treat your use as acceptance of the updated Terms.
21. General legal terms
  1. 21.1 Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals.
  2. 21.2 With the exception of any separate written agreement that has been entered into or is to be entered into between you and Samsung Affiliate regarding a provision of Application(s) provided by you, the Terms and the documents referred to in these Terms constitute the whole legal agreement between you and Samsung and govern your use of the Services (but excluding any services which Samsung may provide to you under a separate written agreement with Samsung or a Samsung Affiliate), and completely replace any prior agreements between you and Samsung in relation to the Services (but excluding any services which Samsung may provide to you under a separate written agreement).
  3. 21.3 You agree that Samsung may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.
  4. 21.4 You agree that if Samsung does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Samsung has the benefit of under any applicable law), this will not be taken to be a formal waiver of Samsung’s rights and that those rights or remedies will still be available to Samsung.
  5. 21.5 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable. The “Terms” do not limit any rights you may have under mandatory national laws which do not allow us to deviate from them. Without prejudice to the first sentence of this Section 21.5, where the Terms or parts of them would infringe such national mandatory provisions, they must be considered as automatically be replaced by a clause which to the extent possible is as similar as possible to the current one without infringing such national mandatory provision.
  6. 21.6 You acknowledge and agree that all Samsung Affiliates shall be third party beneficiaries to the Terms and shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.
  7. 21.7 You may not transfer, assign, charge or otherwise dispose of this Agreement, or any of your rights or obligations arising under it, without our prior written consent. We may transfer, assign, charge, sub-contract or otherwise dispose of this Agreement, or any of our rights or obligations arising under it, at any time during its term.
  8. 21.8 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Agreement that is caused by events outside our reasonable control (“Force Majeure Event”). A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) strikes, lock-outs or other industrial action, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport, impossibility of the use of public or private telecommunications networks, the acts, decrees, legislation, regulations or restrictions of any government. Our performance under the Agreement is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Agreement may be performed despite the Force Majeure Event.
  9. 21.9 Unless agreed otherwise in writing by you and Samsung or a Samsung Affiliate, the Terms, and your relationship with Samsung under the Terms, shall be governed by the laws of England and Wales without regard to its conflict of laws provisions. You and Samsung agree to submit to the non-exclusive jurisdiction of the competent courts in London to resolve any legal matter arising out of or connected to these Terms (including non-contractual matters). Notwithstanding this, you agree that Samsung or Samsung Affiliate shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction which will be chosen by Samsung or must be set by the respective law.
  10. APPENDIX I.
    Payment
    method
    Country Internal Payment Policy
    Credit Card
    or
    App Cash
    United States a.70% of the Net Sales Proceeds shall constitute “Your Share”.
    - Your Share shall be based on the Net Sales Proceeds collected in the bank account of Samsung, a Samsung Affiliate or a third party designated by Samsung or Samsung Affiliate from 00:00 hours (GMT-8) on the first day of the first month to 23:59 hours (GMT-8) on the last day of the last month of each calendar quarter.

    b. Designated currency is United States Dollar (“USD”)

    c. If net payment payable to you for a calendar quarter is USD $500.00 or more, Samsung, a Samsung Affiliate or a third party designated by Samsung or Samsung Affiliate will remit payment to you in accordance with this Appendix I.

    d. If net payment for the quarter is less than USD $500.00, Samsung, Samsung Affiliate or a third party designated by Samsung or a Samsung Affiliate may elect to carry forward the amount owed to subsequent calendar quarters until the total amount owed is USD $500.00 or more. If the total amount owed to you is less than USD $500.000 over a 2 year period, Samsung, a Samsung Affiliate, a third party designated by Samsung or a Samsung Affiliate does will remit such total amount to you.

    e. Remittance shall be made within 25 working days after a statement of accounting is made for the calendar quarter.

    Transactional costs usually take up 8% of the total revenue excluding VAT.

    ※ App Cash : Virtual money purchasable at the STORE with a credit card at the exchange rate of one.
    It is usable solely for the purpose of purchasing Applications or any other content at the STORE.

  11. APPENDIX II.
    Payment Sales Proceeds generated and recovered by you (including through your designee, being an affiliate or a third party)
    Samsung shall be paid its share of the Net Sales Proceeds as follows a. 30% of the Net Sales Proceeds shall constitute “Samsung Share”.
    b. Samsung Share is deemed to exclude VAT, if applicable. In the case withholding tax(es) are imposed on Samsung Share, You are to make the payment of Samsung Share in an amount which, upon withholding of those tax(es), leaves Samsung with an amount which is equal to the amount of Samsung Share which would have been due, but for the withholding of those tax(es).

    c. For each quarter, Samsung shall receive its share of the Net Sales Proceeds in accordance with this appendix. You shall provide Samsung with quarterly operation and revenue share report within fifteen (15) days from the last day of each quarter. You shall provide Samsung with the payment of Samsung’s share of the Net Sales Proceeds in USD within thirty (30) days from the last day of each calendar quarter.

    d. You shall remit payment to Samsung only when Samsung’s sum of its share of Net Sales Proceeds from a certain quarter is no less than USD $500.00 If Samsung’s sum of its share of Net Sales Proceeds from a certain quarter is less than USD $500.00, then you shall carry forward the amount owed to subsequent quarters until the sum of Samsung’s share of Net Sales Proceeds owed from you reaches USD $500.00

    e. In the event that any inaccuracy is found with regard to the calculation of the Net Sales Proceeds, and Samsung raises such inaccuracy with relevant evidentiary materials, you will investigate such inaccuracy upon Samsung's request and provide Samsung with reasonable solutions mutually agreeable to both parties within reasonable time period to resolve such issue.

    f. A Samsung Account Manager, who granted you access to Samsung Seller Office, will provide you with written details on where to remit payment of Net Sales Proceeds.
  12. APPENDIX III. SAMSUNG ADVERTISING GUIDELINES

    These Guidelines provide basic rules about the type of information which advertisements can contain and what constitutes an advertisement that is not publicly acceptable.

    1. Advertisements should be according with the competition rules and good manners, should not be misleading or deceptive or unfair and should not have the marks of the unfair commercial practice or to be against the respective law, nor should they promote illegal products or services.

    2. In some cases, the content of advertisement is regulated by applicable laws or industry practice and You shall comply with such laws and regulations.

    3. You shall not, and you shall procure that no other person shall, publish the following types of content or advertisements (the following list is for example only and is not intended to be exhaustive):

    - Gratuitous displays of violence and abuse of humans and animals
    - Content which endorses or threatens physical harm
    - Depictions of sex, pornography, pedophilia
    - Obscene and vulgar language, e.g. excessive swearing
    - Any type of promotions and unnecessary references of alcohol, smoking and drug
    - Any type of offensive references and discrimination towards humanity (e.g. racial, political, ethnic, religious, gender-based, sexuality-based or personal)
    - Any type of overtly political communication
    - Any type of religious or occultism content, imagery or symbols
    - Any form of illegal activity or their promotions (e.g. how to build a bomb, stealing, Robbing hacking, freaking, software piracy)
    - Any type of illegal substance or activity sites with illegal, false or deceptive investment advice and money- making opportunities
    - Any type of advertisement or promotion for products or services of “Samsung Competitors” without obtaining prior written approval of Samsung is forbidden. “Samsung Competitors” means any major consumer electronics manufacturers around the world or any other specific manufacturer that Samsung may designate from time to time.
    - Any type of content reasonable public consensus deem to be improper or inappropriate