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TERMS + CONDITIONS AGREEMENT

INTRODUCTION
1. This website is owned and operated by TheGameDevStore.com, a company formed in USA Lenexa, KS 66219 (“TheGameDevStore.com” or “we” or “us”). TheGameDevStore.com is a Online Marketplace which allows registered users of our site (“Members”) to sell and purchase a products and service licenses (“Store”).
2. These terms of use and the documents referred herein shall govern your use of our site TheGameDevStore.com (“our site”) and any content made available through our site.
3. These terms (“Store Terms”) govern how the Store operates, how Products and Services may be licensed via the Store, how such licenses may be sold and purchased and how the relevant Products and Services may be used.
4. By using our site, you accept these terms of use in full and agree to fully comply with them. Accordingly, if you disagree with these terms of use or any part of these terms of use, you must not use our site.
5. If you register a for a user account on our site, we will ask you to expressly agree to these terms of use.
6. These terms of use refer to the following additional terms and policies (and various terms defined therein), which also apply to your use of our site:
  1. Our Acceptable Use Policy, which sets out the permitted uses and prohibited uses of our site. When using our site, you must comply with this Acceptable Use Policy.
  2. Our Cookie Policy, which sets out information about the cookies on our site.
  3. If you purchase or sell Products and Services via our site, our Store Terms will apply to the sales.
DEFINITIONS
1. In these Store Terms, the following definitions apply (in addition to the other definitions herein):
  1. “Purchaser” means a Member who purchases a License of a Product and Service by way of sub-license from TheGameDevStore.com via the Store.”
  2. “Seller” a Member who offers to grant a License of a Product and Service to TheGameDevStore.com for sub-license to other Members via the Store.
  3. “Affiliate” a
  4. “Product(s)” means any work, information, data, software, executable code, image, drawing, animation, audio content or video content in any digital medium or form including (but not limited to) 2D image files, 3D design files, GUI elements and audio files.
  5. “Service(s)” means any services that the Seller provides to the Purchaser, or has an obligation to provide to the Purchaser, under this Agreement.
  6. “Derivative Work, Add-on, Extension, Accessory, Plug-in” means a modification or addition to a Licensed Product and Service or any other form in which a Licensed Product and Service may be recast, transformed or adapted.
  7. “License(s)” has the definition set out in LICENSE clause.
  8. “Licensed Product and Service” means a Product and Service in respect of which a License has been sold by a Seller and purchased by a Purchaser via the Store.
  9. “Media Product” means any digital and/or media product, creation or platform of a Purchaser including (but not limited to) software, applications, video content, audio content, documents and websites.
  10. “Monetized Media Product” means a Media Product which, in addition to any original sale price of the Media Product, is capable of producing further income, profits, gains and any other financial consideration, value, receipt or measure for any party by any means whatsoever, including (but not limited to) via in-app purchase facilities or advertising.
  11. “Non-Monetized Media Product” means a Media Product in relation to which, other than the original sale price of the Media Product, no party is capable of receiving any further income, profits, gains and any other financial consideration, value, receipt or measure by any means whatsoever, including (but not limited to) via in-app purchase facilities or advertising.
LICENSE TO USE WEBSITE
1. Subject to the other provisions of these terms of use, you may:
  1. view pages from our site in a web browser;
  2. download pages from our site for caching in a web browser;
  3. print pages from our site;
  4. stream audio and video files from our site;
  5. use our site services by means of a web browser; and
  6. purchase and sell Products and Services via our site in accordance with the Store Terms.
2. Unless you own or control the relevant rights in the material, you must not:
  1. Republish material from our site (including republication on another website);
  2. Sell, rent or sub-license material from our site;
  3. Show any material from our site in public;
  4. Exploit material from our site for a commercial purpose; or
  5. Redistribute material from our site, except as may be permitted in accordance with the Store Terms.
3. We reserve the right to restrict access to areas of our site, or indeed our whole site, at our discretion. You must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on our site.
ACCOUNT REGISTRATION
1. You may register for an account with our site by completing and submitting the account registration form on our site, and clicking on the verification link in the email that our site will send to you.
2. Access to certain areas of our site is restricted to members only.
3. Only users that have registered an account and expressly agreed to these terms will be permitted to buy and sell Products and Services using our Store in accordance with our Store Terms.
4. Once registered with an account, you will, subject to these terms (and such other terms and policies referred to herein), be permitted to:
  1. buy Products and Services from other registered users using our Store;
  2. sell Products and Services to other registered users using our Store;
  3. participate in the online community; and
  4. participate in the referral scheme.
5. You must notify us in writing immediately if you become aware of any unauthorized use of your account.
6. You must not use any other person’s account to access our site.
ACCOUNT CREDENTIALS
1. If you register for an account with our site, you will be asked to choose a username and password.
2. Your username must not be liable to mislead and must comply with the content rules in these terms of use; you must not use your account or username for or in connection with the impersonation of any person.
3. You must keep your password confidential.
4. You must notify us in writing immediately if you become aware of any disclosure of your password.
5. You are responsible for any activity on our site arising out of any failure to keep your password confidential, and may be held liable for any losses arising out of such a failure.
6. Affiliate Account Interface
  1. You will create a password so that you may enter TheGameDevStore.com’s secure affiliate account interface. From their site you will be able to receive your reports that will describe our calculation of the commissions due to you.
ACCOUNT CANCELLATION AND SUSPENSION
1. We may:
  1. suspend your account;
  2. cancel your account; and/or
  3. edit your account details, at any time in our sole discretion without notice or explanation.
2. You may cancel your account on our site, using your account control panel on our site.
THE STORE
1. Members may;
  1. sell Licenses in respect of their Products and Services to TheGameDevStore.com for sub-license to other Members via the Store;
  2. purchase Licenses by way of sub-license from TheGameDevStore.com in respect of other Members’ Products and Services via the Store; and
  3. browse or access the Store; in accordance with these Store Terms.
PURCHASE OF LICENSES
1. The Licenses dictate how the Products and Services may be used by the Purchaser.
2. TheGameDevStore.com is party to Licenses purely for the purpose of licensing the applicable Licensed Product and Service from Sellers and sub-licensing the applicable Licensed Product and Service to Purchasers.
3. The prices of the Licenses (“Purchase Prices”) will be as quoted on the Store from time to time.
4. The Store contains a large number of Products and Services. The Purchaser and Seller acknowledge and agree that despite TheGameDevStore.com’s reasonable precautions, Purchase Prices may be listed at an incorrect price or with incorrect information due to error. In these circumstances, TheGameDevStore.com reserves the right to cancel or reverse a transaction, even after an order has been confirmed and a payment has been processed. If a transaction is cancelled, TheGameDevStore.com will arrange for any payment to be credited or refunded.
5. For the steps the Purchaser needs to take to place an order on the Store, see the “How To Buy” page.
6. By virtue of submitting an order for a License via the Store, the Purchaser shall be deemed to have consented to being supplied the applicable Licensed Product and Service for download in accordance with clause 3.13 before the end of any statutory cancellation period to which the Purchaser would otherwise be entitled and the Purchaser acknowledges that, as a result, the Purchaser will lose any such cancellation right and TheGameDevStore.com hereby confirms to the Purchaser such consent and acknowledgement.
7. Neither the Seller nor the Purchaser may cancel an order for a License once the order has been submitted via the Store.
8. TheGameDevStore.com does not give any undertaking as to the continued availability of Products and Services offered for License via the Store.
9. The contracts between the Seller and TheGameDevStore.com and between the Purchaser and TheGameDevStore.com will each only be formed when TheGameDevStore.com confirms acceptance of an order.
10. The Purchaser must pay the Purchase Price in full via online payments system.
11. Once the Purchase Price has been received by TheGameDevStore.com, TheGameDevStore.com will send the Purchaser and Seller an e-mail that confirms that the Purchase Price has been received (“Purchase Confirmation”).
12. A License shall be granted simultaneously from the Seller to TheGameDevStore.com and (by way of sub-license thereof) from TheGameDevStore.com to the Purchaser and shall become effective once TheGameDevStore.com has issued the Purchase Confirmation. For the avoidance of doubt, TheGameDevStore.com’s entry into a License with a Seller is subject to and conditional upon TheGameDevStore.com entering into a related License with a Purchaser and receiving the Purchase Price from the Purchaser, failing which TheGameDevStore.com shall not be bound by the License with the Seller and TheGameDevStore.com’s entry into a License with a Purchaser is subject to and conditional upon TheGameDevStore.com entering into a related License with a Seller, failing which TheGameDevStore.com shall not be bound by the License with the Purchaser.
13. A Licensed Product and Service may be downloaded by the Purchaser from the Store immediately following notification of its availability for download by TheGameDevStore.com.
14. Should the Purchaser wish to obtain a full or partial refund in relation to a License, the Purchaser should contact TheGameDevStore.com to mediate and resolve the dispute.
15. For the avoidance of doubt, neither the Seller nor TheGameDevStore.com shall be obliged to provide a refund in respect of a License where the Purchaser;
  1. no longer wishes to make use of a License or Licensed Product and Service;
  2. purchased the License by mistake;
  3. does not have sufficient expertise to use the Licensed Product and Service; or
  4. can no longer access a Licensed Product and Service because it has been removed by its Seller from the Store.
LICENSE
1. A “License” means that the Seller grants to TheGameDevStore.com (purely for the purpose of sub-licensing to the Purchaser) and TheGameDevStore.com grants (by way of sub-license thereof) to the Purchaser a non-exclusive perpetual license to;
  1. use the Licensed Product and Service to create Derivative Works; and
  2. use the Licensed Product and Service and any Derivative Works as part of either one (1) Non-Monetized Media Product or one (1) Monetized Media Product which, in either case, is:
    1. used for the Purchaser’s own personal use; and/or
    2. used for the Purchaser’s commercial use in which case it may be distributed, sold and supplied by the Purchaser for any fee that the Purchaser may determine
  3. License does not allow the Purchaser to:
    1. Use the Licensed Product and Service or Derivative Works in a logo, trademark or service mark;
    2. Use, sell, share, transfer, give away, sublicense or redistribute the Licensed Product and Service or Derivate Works other than as part of the relevant Non-Monetized Media Product or Monetized Media Product; or
    3. Allow the user of the Non-Monetized Media Product or Monetized Media Product to extract the Licensed Product and Service or Derivative Works and use them outside of the relevant Non-Monetized Media Product or Monetized Media Product.
  4. In the case of a License in respect of multiple Licensed Products and Services in a bundle or pack, the Purchaser may use the Licensed Products and Services within the bundle or pack in respect of multiple Non-Monetized Media Products and/or Monetized Media Products provided that no one individual Licensed Product and Service within that bundle or pack is used more than once or in more than one Non-Monetized Media Product or Monetized Media Product.
  5. A sequel to a Non-Monetized Media Products or Monetized Media Product is considered a separate Media Product in its own right and the use of any Licensed Products and Services howsoever in or in respect of such sequel requires and is conditional upon the purchase of a separate License in respect thereof.
SALE OF PRODUCTS, SERVICES, AND PAYMENT PROVISIONS
1. By uploading any Products to the Store, the Seller acknowledges and accepts that 30% of the Purchase Price of each Licensed Product and Service received by TheGameDevStore.com shall be retained by TheGameDevStore.com by way of commission.
2. For each Licensed Product and Service, the Seller shall be entitled to payment by TheGameDevStore.com of 70% of the Purchase Price received by TheGameDevStore.com (“Seller’s Revenue”).
3. Seller’s Revenue arising from sale of Licensed Products and Services via the Store reaches or exceeds the value of $50.00 (FIFTY US DOLLARS), the Seller may request payment of the Seller’s Revenue by TheGameDevStore.com (“Withdrawal”).
4. The Seller may not make more than one Withdrawal in any two calendar weeks.
5. Any and all transaction fees due in connection with a Withdrawal (including, but not limited to, Paypal fees) shall be payable by the Seller. In the event that TheGameDevStore.com is required to pay any such fees on behalf of the Seller, these shall be deducted by TheGameDevStore.com from the Withdrawal payment made to the Seller.
6. VAT shall (if and to the extent applicable) be charged, accounted for and paid in respect of all transactions taking place via the Store in accordance with all applicable laws and regulations and TheGameDevStore.com’s lawful instructions and the Seller and Purchaser shall provide all such information, documentation and assistance and shall take such steps and actions as TheGameDevStore.com may lawfully require for such purposes.
7. By uploading any Products and Services to the Store, the Seller:
  1. agrees to grant the Licenses to TheGameDevStore.com for the purpose of sub-licensing the same to Purchasers;
  2. grants TheGameDevStore.com a non-exclusive perpetual license to:
    1. reproduce the Product and Service on the Store;
    2. make Licenses in respect of the Product and Service available for sale to Purchasers via the Store; and
    3. use the Product and Service in relation to the advertising, promotion and distribution of our site and the Store.
    4. TheGameDevStore.com may refuse, in its sole discretion, to allow Sellers to offer a Product and Service for license on the Store. TheGameDevStore.com is not required to give reasons for refusing to allow a Seller to offer a Product and Service for license on the Store.
  3. The Seller warrants that:
    1. it is the sole legal and exclusive owner of all intellectual property rights in each Product and Service;
    2. the Product and Service does not infringe the rights of any third party;
    3. the exercise by TheGameDevStore.com of rights granted under these Store Terms (including sub-licensing Licenses to Purchasers) will not infringe the rights of any person;
    4. the Product and Service does not contain viruses or other computer codes, files or programs which are designed to limit or destroy the functionality of other computer software or hardware;
    5. the Product and Service shall not create liability for TheGameDevStore.com or cause TheGameDevStore.com to lose (in whole or in part) the services of its ISP or other suppliers;
    6. the Product and Service shall not cause TheGameDevStore.com to violate any applicable law, statute, ordinance or regulation by making it available on the Store; and
    7. the Product and Service complies with the Content Standards set out in our Acceptable Use Policy.
  4. The Seller acknowledges and agrees that if TheGameDevStore.com determines, in its absolute discretion, or is notified by a third party, that a Product and Service does not comply with any applicable laws and/or these Store Terms, TheGameDevStore.com may disable the Seller’s account and withhold all amounts that the Seller may have earned from the sale of Licenses in respect of the relevant Product and Service until any dispute in relation to the Product and Service has been resolved to the satisfaction of TheGameDevStore.com.
  5. The Seller acknowledges and agrees that TheGameDevStore.com may, at its sole discretion, elect at any time and for any reason to remove Products and Services from the Store without notice to the Seller. TheGameDevStore.com is not responsible for any loss that the Seller may suffer as a result a Product and Service being removed from the Store by TheGameDevStore.com.
OWNERSHIP OF PRODUCTS AND SERVICES
1. Any and all intellectual property rights in the Product and Service shall be owned by the Seller.
LIMITATIONS AND EXCLUSIONS OF LIABILITY
1. This clause applies in addition to the limitations and exclusions of TheGameDevStore.com’s liability set out in the Terms of Website Use.
2. TheGameDevStore.com does not have any control over, and does not take any responsibility for, the quality, safety or legality of any Product and Service uploaded to, or downloaded from, the Store by a Member.
3. TheGameDevStore.com does not warrant that the Products and Services or any content, code, data or materials uploaded to, or downloaded from, the Store does not infringe the intellectual property rights of a third party. Each Seller is required to warrant that its Product and Service does not infringe the intellectual property rights of any third party.
4. To the fullest extent permitted by law, TheGameDevStore.com shall not be liable to any Member for any costs, expenses, loss or damage (whether direct, indirect or consequential and whether economic or other) arising from TheGameDevStore.com’s exercise of the rights granted to it under these Store Terms (including sub-licensing Licenses to Purchasers).
5. Each Member shall indemnify TheGameDevStore.com against all liabilities, costs, expenses, damages or losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by TheGameDevStore.com arising out of or in connection with:
  1. TheGameDevStore.com’s exercise of the rights granted to it under these Store Terms (including sub-licensing Licenses to Purchasers); and/or
  2. the enforcement of these Store Terms.
6. Nothing in these Store Terms shall have the effect of excluding or limiting any liability for death or personal injury caused by negligence or any liability for fraud or fraudulent misrepresentation.
YOUR CONTENT: LICENSE
1. In these terms of use, “content” means all Products and Services and any and all other works and materials (including without limitation text, graphics, images, audio material, video material, audio-visual material, scripts, software and files) that you submit to us or our site for storage or publication on, processing by, or transmission via, our site.
2. Subject to our Store Terms in respect of Products and Services:
  1. You grant to us a worldwide, non-exclusive, ongoing, royalty-free license to store, publish and distribute your content on and in relation to this site and any successor site(s).
  2. You grant to us the right to sub-license the rights licensed under clause 6.2.2.
3. TheGameDevStore.com does not take any responsibility for the quality, safety or legality of any content downloaded by you from our site.
4. You may edit your content to the extent permitted using the editing functionality made available on our site.
5. Without prejudice to our other rights under these terms of use, if you breach any provision of these terms of use in any way, or if we reasonably suspect that you have breached these terms of use in any way, we may delete, unpublish or edit any or all of your content.
6. If you believe that your copyright has been infringed by a user of our site, please contact us with your contact details, a description of the infringement you believe has been made, and a statement confirming that you are the copyright owner or are permitted to act on behalf of the copyright owner.
YOUR CONTENT: RULES
1. Whenever you make use of a feature that allows you to upload content to our site, or to make contact with other users of our site, you must comply with the Content Standards set out in our Acceptable Use Policy.
2. You warrant that any such contribution does comply with those Content Standards, and you will be liable to us and indemnify us for any breach of that warranty.
3. Subject to our Store Terms, any content you upload to our site will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such content for any purpose.
4. We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our site constitutes a violation of their intellectual property rights, or of their right to privacy.
5. We will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other user of our site.
6. We have the right to remove any posting you make on our site if, in our opinion, your post does not comply with the content standards set out in our Acceptable Use Policy.
7. The views expressed by other users on our site do not represent our views or values.
LIMITED WARRANTIES
1. We do not warrant or represent:
  1. the completeness or accuracy of the information published on our site;
  2. that the material on our site is up to date; or
  3. that our site or any service on our site will remain available.
2. We reserve the right to suspend, discontinue or alter any or all of our site services, and to stop publishing our site, at any time in our sole discretion without notice or explanation; and save to the extent expressly provided otherwise in these terms of use, you will not be entitled to any compensation or other payment upon the discontinuance or alteration of any website services, or if we stop publishing our site.
3. You agree that we will not be liable to you for any loss that may be incurred by any interruption to or suspension of service.
4. To the maximum extent permitted by applicable law and subject to clause 9, we exclude all representations and warranties relating to the subject matter of these terms of use, our site and the use of our site.
LIMITATIONS AND EXCLUSIONS OF LIABILITY
1. Nothing in these terms of use will:
  1. limit or exclude any liability for death or personal injury resulting from negligence;
  2. limit or exclude any liability for fraud or fraudulent misrepresentation;
  3. limit any liabilities in any way that is not permitted under applicable law; or
  4. exclude any liabilities that may not be excluded under applicable law.
2. The limitations and exclusions of liability set out in this clause and elsewhere in these terms of use:
  1. Govern all liabilities arising under these terms of use or relating to the subject matter of these terms of use, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.
3. To the extent that any portions of our site and any information and services on our site are provided free of charge, we will not be liable for any loss or damage of any nature.
4. We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
5. We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
6. We will not be liable to you in respect of any loss or corruption of any data, database or software.
7. We will not be liable to you in respect of any special, indirect or consequential loss or damage.
8. You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with our site or these terms of use (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).
9. Where our site contains links to other sites and resources provided by third parties, these links are provided for your information only. We have no responsibility or liability for the content of other websites, which may or may not be provided by or through websites linked to from our site, even if they are owned or run by affiliates of ours. The inclusion of any link to such websites on our site does not imply our endorsement, sponsorship, or recommendation of that website.
10. You accept that, whilst we take precautions to protect the information you transmit to our site, we cannot ensure the security of that information.
BREACHES OF THESE TERMS OF USE
1. Without prejudice to our other rights under these terms of use, if you breach these terms of use in any way, or if we reasonably suspect that you have breached these terms of use in any way, we may:
  1. send you one or more formal warnings;
  2. temporarily suspend your access to our site;
  3. permanently prohibit you from accessing our site;
  4. block computers using your IP address from accessing our site;
  5. contact any or all your internet service providers and request that they block your access to our site;
  6. commence legal action against you, whether for breach of contract or otherwise; and/or
  7. Suspend or delete your account on our site.
2. Where we suspend or prohibit or block your access to our site or a part of our site, you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account).
GENERAL
1. We may revise these terms of use from time to time. The revised terms of use shall apply to the use of our site from the date of publication of the revised terms of use on our site, and you hereby waive any right you may otherwise have to be notified of, or to consent to, revisions of these terms of use. If you do not agree to the revised terms of use, you must stop using our site.
2. TheGameDevStore.com may sub-contract, sub-license, delegate or otherwise transfer TheGameDevStore.com’s rights and obligations under these Store Terms to another organization, but this will not affect a Member’s rights under these Store Terms.
3. A Member may only sub-contract, sub-license, delegate or otherwise transfer its rights or its obligations under these Store Terms to another person if TheGameDevStore.com agrees in writing.
4. Each clause of these Store Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining clauses will remain in full force and effect.
5. If TheGameDevStore.com fails to insist that a Member performs any of its obligations under these Store Terms, or if TheGameDevStore.com does not enforce TheGameDevStore.com’s rights against a Member, or if TheGameDevStore.com delays in doing so, that will not mean that TheGameDevStore.com has waived TheGameDevStore.com’s rights against the Member and will not mean that Members do not have to comply with those obligations. If TheGameDevStore.com does waive a default by a Member, TheGameDevStore.com will only do so in writing, and that will not mean that TheGameDevStore.com will automatically waive any later default by a Member.
6. These Store Terms are governed by laws of the State of Kansas. This means these Store Terms and any dispute or claim arising out of or in connection with them or the Store will be governed by laws of the State of Kansas. The courts of the State of Kansas will have exclusive jurisdiction.
7. You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms of use. You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms of use.
8. If a provision of these terms of use is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
9. If any unlawful and/or unenforceable provision of these terms of use would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
10. These terms of use are for our benefit and your benefit, and these terms of use are not intended to benefit or be enforceable by any third party. The exercise of the parties’ rights under these terms of use is not subject to the consent of any third party.
11. These terms of use, together with the documents referred to herein, shall constitute the entire agreement between you and us in relation to your use of our site and shall supersede all previous agreements between you and us in relation to your use of our site.
12. This Agreement shall be governed, construed, and enforced in accordance with the laws of the State of Kansas, without regard to its conflict of laws rules.
13. Any disputes relating to these terms of use shall be subject to the exclusive jurisdiction of the courts of Kansas and United States.
PROHIBITED USES
1. Other than as set out in the Store Terms, use of our site does not grant to you any ownership of any content, code, data or materials you may access or any intellectual property rights subsisting any content, code, data or materials you may access.
2. You may use our site only for lawful purposes. You may not use our site:
  1. In any way that breaches any applicable local, national or international law or regulation.
  2. In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect.
  3. For the purpose of harming or attempting to harm minors in any way.
  4. To send, knowingly receive, upload, download, use or re-use any material which does not comply with our Content Standards.
  5. To transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation (spam).
  6. To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
3. You also agree:
  1. Not to reproduce, duplicate, copy or re-sell any part of our site in contravention of the provisions of our Terms of Website.
  2. Not to access without authority, interfere with, damage or disrupt:
  3. any part of our site;
  4. any equipment or network on which our site is stored;
  5. any software used in the provision of our site; or
  6. any equipment or network or software owned or used by any third party.
INTERACTIVE SERVICES
1. We may from time to time provide interactive services on our site, including, without limitation:
  1. Chat rooms;
  2. Bulletin boards;
  3. and Discussion Forums.
2. Where we do provide any interactive service, we will provide clear information to you about the kind of service offered, if it is moderated and what form of moderation is used (including whether it is human or technical).
3. We will do our best to assess any possible risks for users (and in particular, for children) from third parties when they use any interactive service provided on our site, and we will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks. However, we are under no obligation to oversee, monitor or moderate any interactive service we provide on our site, and we expressly exclude our liability for any loss or damage arising from the use of any interactive service by a user in contravention of our Content Standards, whether the service is moderated or not.
4. The use of any of our interactive services by a minor is subject to the consent of their parent or guardian. We advise parents who permit their children to use an interactive service that it is important that they communicate with their children about their safety online, as moderation is not foolproof. Minors who are using any interactive service should be made aware of the potential risks to them.
5. Where we do moderate an interactive service, we will normally provide you with a means of contacting the moderator, should a concern or difficulty arise.
CONTENT STANDARDS
1. These standards (“Content Standards”) apply to any and all content (as defined in the Terms of Website) and other material which you contribute to our site (“contributions”), and to any interactive services associated with it.
2. you must comply with the spirit and the letter of the following standards. The standards apply to each part of any contribution as well as to its whole.
3. Contributions must:
  1. Be accurate (where they state facts).
  2. Be genuinely held (where they state opinions).
  3. Comply with applicable law in the United States and in any country from which they are posted.
4. Contributions must not:
  1. Contain any material which is defamatory of any person.
  2. Contain any material which is obscene, offensive, hateful or inflammatory.
  3. Promote sexually explicit material.
  4. Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
  5. Infringe any copyright, database right or trade mark of any other person.
  6. Be likely to deceive any person.
  7. Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence.
  8. Be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety.
  9. Be likely to harass, upset, embarrass alarm or annoy any other person.
  10. Be used to impersonate any person, or to misrepresent your identity or affiliation with any person.
  11. Give the impression that they emanate from us, if this is not the case.
  12. Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.
CHANGES TO THE ACCEPTABLE USE POLICY
1. We may revise this acceptable use policy at any time by amending this page. You are expected to check this page from time to time to take notice of any changes we make, as they are legally binding on you. Some of the provisions contained in this acceptable use policy may also be superseded by provisions or notices published elsewhere on our site.
AFFILIATE TERMS OF USE
1. This Agreement contains the complete terms and conditions that apply to you becoming an affiliate in TheGameDevStore.com’s Affiliate Program. The purpose of this Agreement is to allow HTML linking between your web site and the TheGameDevStore.com web site. Please note that throughout this Agreement, “we,” “us,” and “our” refer to TheGameDevStore.com, and “you,” “your,” and “yours” refer to the affiliate.
AFFLIATE OBLIGATIONS
1. Members are automatically enrolled as an Affiliate upon Registration. The fact that we auto-approve applications does not imply that we may not re-evaluate your application at a later time. We may reject your application at our sole discretion. We may cancel your application if we determine that your site is unsuitable for our Program, including if it:
  1. Promotes sexually explicit materials
  2. Promotes violence
  3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
  4. Promotes illegal activities
  5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
  6. Includes “TheGameDevStore” or variations or misspellings thereof in its domain names
  7. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
  8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
  9. You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads Purchasers to believe you are TheGameDevStore.com or any other affiliated business.
2. As a member of TheGameDevStore.com’s Affiliate Program, you will have access to Affiliate Account Manager. Here you will be able to review our Program’s details and previously-published affiliate newsletters, download HTML code (that provides for links to web pages within the TheGameDevStore.com web site) and banner creatives, browse and get tracking codes for our coupons and deals. In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, or other affiliate link we provide you with.
3. TheGameDevStore.com reserves the right, at any time, to review your placement and approve the use of Your Links and require that you change the placement or use to comply with the guidelines provided to you.
4. The maintenance and the updating of your site will be your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date and to notify you of any changes that we feel should enhance your performance.
5. It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person’s copyrighted material, whether it be a writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person’s copyrighted material or other intellectual property in violation of the law or any third party rights.
THEGAMEDEVSTORE.COM OBLIGATIONS
1. We have the right to monitor your site at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the TheGameDevStore.com Affiliate Program.
2. TheGameDevStore.com reserves the right to terminate this Agreement and your participation in the TheGameDevStore.com Affiliate Program immediately and without notice to you should you commit fraud in your use of the TheGameDevStore.com Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, TheGameDevStore.com shall not be liable to you for any commissions for such fraudulent sales.
3. This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.
SUSPENSION AND TERMINATION
1. We will determine, in our discretion, whether there has been a breach of this acceptable use policy through your use of our site. When a breach of this policy has occurred, we may take such action as we deem appropriate.
2. Failure to comply with this acceptable use policy constitutes a material breach of the terms of use upon which you are permitted to use our site, and may result in our taking all or any of the following actions:
  1. Immediate, temporary or permanent withdrawal of your right to use our site.
  2. Immediate, temporary or permanent removal of any posting or material uploaded by you to our site.
  3. Issue of a warning to you.
  4. Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach.
  5. Further legal action against you.
  6. Disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
  7. We exclude liability for actions taken in response to breaches of this acceptable use policy. The responses described in this policy are not limited, and we may take any other action we reasonably deem appropriate.
3. Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you
MODIFICATION
1. We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedures and TheGameDevStore.com’s Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in TheGameDevStore.com’s Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.
PAYMENT
1. TheGameDevStore.com uses a third party to handle all of the tracking and payment.
PROMOTION RESTRICTIONS
1. You are free to promote your own web sites, but naturally any promotion that mentions TheGameDevStore.com could be perceived by the public or the press as a joint effort. You should know that certain forms of advertising are always prohibited by TheGameDevStore.com. For example, advertising commonly referred to as “spamming” is unacceptable to us and could cause damage to our name. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to Purchasers to promote TheGameDevStore.com so long as the recipient is already a Purchaser or subscriber of your services or web site, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote TheGameDevStore.com so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your web sites as independent from TheGameDevStore.com. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the TheGameDevStore.com Affiliate Program. Any pending balances owed to you will not be paid if your account is terminated due to such unacceptable advertising or solicitation.
2. Affiliates that among other keywords or exclusively bid in their Pay-Per-Click campaigns on keywords such as TheGameDevStore.com, www.TheGameDevStore.com, and/or any misspellings or similar alterations of these – be it separately or in combination with other keywords – and do not direct the traffic from such campaigns to their own website prior to re-directing it to ours, will be considered trademark violators, and will be banned from TheGameDevStore.com’s Affiliate Program. We will do everything possible to contact the affiliate prior to the ban. However, we reserve the right to expel any trademark violator from our affiliate program without prior notice, and on the first occurrence of such PPC bidding behavior.
3. Affiliates are not prohibited from keying in prospect’s information into the lead form as long as the prospects’ information is real and true, and these are valid leads (i.e. sincerely interested in TheGameDevStore.com’s service).
4. Affiliate shall not transmit any so-called “interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks on a qualifying link until such time as the consumer has fully exited Merchant’s site (i.e., no page from our site or any TheGameDevStore.com’s content or branding is visible on the end-user’s screen). As used herein a. “Parasiteware™” and “Parasitic Marketing” shall mean an application that:
  1. Through accidental or direct intent causes the overwriting of affiliate and non-affiliate commission tracking cookies through any other means than a Purchaser initiated click on a qualifying link on a web page or email;
  2. Intercepts searches to redirect traffic through an installed software, thereby causing, pop ups, commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to Bing, Google, MSN, Yahoo, Overture, AltaVista, Hotbot, GigaBlast, Baidu, Goodsearch, Blekko, EntireWeb, Duck Duck Go, Yippy, Dogpile, Ask, Yandex and similar search or directory engines);
  3. Set commission tracking cookies through loading of TheGameDevStore site in IFrames, hidden links and automatic pop ups that open TheGameDevStore.com’s site;
  4. Targets text on web sites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing;
  5. Removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on web sites 100% owned by the owner of the application.
GRANT OF LICENSES
1. We grant to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of TheGameDevStore.com’s Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of TheGameDevStore.com and the good will associated therewith will inure to the sole benefit of TheGameDevStore.com.
2. Each party agrees not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
DISCLAIMER
1. TheGameDevStore.com makes no express or implied representations or warranties regarding TheGameDevStore.com service and web site or the products or services provided therein, any implied warranties of TheGameDevStore.com ability, fitness for a particular purpose, and non-infringement are expressly disclaimed and excluded. in addition, we make no representation that the operation of our site will be uninterrupted or error free, and we will not be liable for the consequences of any interruptions or errors.
REPRESENTATIONS AND WARRANTIES
1. You represent and warrant that:
  1. This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;
  2. You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;
  3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
LIMITATIONS OF LIABILITY
1. We will not be liable to you with respect to any subject matter of this agreement under any contract, negligence, tort, strict liability or other legal or equitable theory for any indirect, incidental, consequential, special or exemplary damages (including, without limitation, loss of revenue or goodwill or anticipated profits or lost business), even if we have been advised of the possibility of such damages. further, notwithstanding anything to the contrary contained in this agreement, in no event shall TheGameDevStore.com’s cumulative liability to you arising out of or related to this agreement, whether based in contract, negligence, strict liability, tort or other legal or equitable theory, exceed the total commission fees paid to you under this agreement.
INDEMNIFICATION
1. You hereby agree to indemnify and hold harmless TheGameDevStore.com and TheGameDevStore.com, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including, without limitation, content therein not attributable to us.
CONFIDENTIALITY
1. All confidential information, including, but not limited to, any business, technical, financial, and Purchaser information, disclosed by one party to the other during negotiation or the effective term of this Agreement which is marked “Confidential,” will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.
MISCELLANEOUS
1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and TheGameDevStore.com. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on Your Site or any other of Your Site or otherwise, that reasonably would contradict anything in this Section.
2. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or Products and Services of a third party.
3. This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York without regard to the conflicts of laws and principles thereof.
4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.
5. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.
6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.
7. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.

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Terms + Conditions (To Be Deleted)

TERMS + CONDITIONS AGREEMENT