< Samsung Themes Terms and Conditions for Buyers >
1. Your use of Samsung Services
Your use of the Samsung Themes(“Store”) and any content, application, software, services, websites, WAP and other related services provided by us or any third party designated by us and services powered by Samsung Themes (collectively, “Services”, excluding any content, application, software or services provided to you by Samsung under a separate written agreement) is subject to the terms and conditions set out below (collectively, the “Terms”).
“Samsung” means Samsung Electronics Co., Ltd, and Samsung Affiliated Companies, as defined in Section 16.5. You may contact us through the Help menu of the Store.
By using the Service, you can purchase, access and download the contents(“Content(s)”) and software available in the Store, including updates, either at no charge or for the price indicated. Contents available in the Store may be provided by third parties or Samsung. If you purchase a third party Content, you will enter into a contract directly with the third party Content provider, not Samsung.
2. Accepting the Terms
2.1 PLEASE READ THESE TERMS CAREFULLY. THESE TERMS CONSTITUTE A BINDING LEGAL AGREEMENT BETWEEN YOU AND SAMSUNG RELATING TO YOUR USE OF THE STORE AND THE SERVICES. In order to use the Services, you must first agree to the Terms. If you do not accept the Terms, you may not use the Services.
2.2 Samsung may modify these Terms from time to time. If you continue to use the Service after such modification, you will be deemed to have read, understood and unconditionally agreed to such changes.
2.3 You may not use the Services or provide us with personal information if: (a) you are under the age of 18 or under the age of majority in your jurisdiction; however, if you are between 13 and 18 (or the age of majority in your jurisdiction) and you have obtained the permission from your parent or legal guardian for your use of the Services, and your parent or legal guardian agrees to these Terms on your behalf, you may use the Store or Services provided you comply with Section 2.4 below), (b) you are a person barred from receiving the Services under the applicable laws of the jurisdiction in which you are a resident or from which you use the Services, or (c) you are in a country or location to which Samsung does not provide the Services.
2.4 If you are between the ages of 13 and 18 (or the age of majority in your jurisdiction), before you use the Services, Samsung may ask you to confirm that you have obtained the permission of your parent or legal guardian, and that they have agreed to these Terms on your behalf. Even if Samsung does not do this, if you use the Services, you are representing the foregoing is true.
3. Service territory
The Service is made available only in certain countries and/or territories, at Samsung’s sole discretion. If you do not reside in one of these countries or territories, you may not use the Services. Samsung may use certain technologies to verify such compliance.
4.1 In order to access the Services, you will need to provide certain information about yourself as part of the registration process, or as part of your continued use of the Services. You agree to provide accurate, current and complete information required to register with the Service, and at other points as may be required in the course of using the Service ("Registration Data"). You further agree to maintain and update your Registration Data as required to keep it accurate, current and complete. Samsung may terminate your rights to all or part of the Service if any information you provide is false, inaccurate or incomplete.
4.2 You may be required to provide a username, using your email address and password to create your account to use the Services (“Account”). You understand that you are responsible for maintaining the confidentiality of your username and passwords. Accordingly, Samsung is not responsible for any issues arising from or relating to your Account due to your failure to protect your username and/or passwords. If you become aware of, or suspect any unauthorized use of your username, password or of your Account, you must notify us immediately through the Help menu of the Store.
4.3 You can opt for the credit card settings option when you submit your Registration Data or when you purchase an Content (by providing your credit card information at that point). Your credit card information and billing information will be stored, managed and kept by credit card companies or Samsung’s third party payment gateway provider. Their privacy policies will apply with regard to your credit card information and other personal information you submit.
4.4 You can also register as a seller using your buyer ID. Additional terms apply to seller members of the Store. Please refer to Samsung Themes Seller Office. [Android] [Tizen]
6. Purchasing Contents
6.1 As detailed in Section 7.2 below, each third party Content is licensed to you by the third party Content provider through a separate agreement between you and such third party Content provider. Samsung Contents are licensed to you by Samsung. In each case, you will pay the purchase price of the Content (if any) to Samsung, either by credit card or by a mobile phone billing service. Please note that the prices charged for the Contents are subject to change, and the currency or price may vary depending on your location.
6.2 The price for each Content is inclusive of sales, value added and all other applicable tax at the applicable rate. The price for each Content is exclusive of any telecommunication charges which may be billed separately by your mobile operator.
6.3 Your order for an Content is accepted when Samsung delivers the Content to your device or when Samsung emails you the order confirmation, whichever happens first. Samsung reserves the right, at its sole discretion, to accept or reject your order.
6.4 You agree to pay for all Contents you license through the Services. Samsung may charge you for all Contents purchased, and for any additional amounts (including any taxes and late fees, as applicable) as may be accrued by or in connection with your Account. You are responsible for the timely payment of all fees and for providing Samsung with valid mobile phone billing account or credit card information. All fees will be billed to the mobile phone billing account or the credit card account you provide during the registration process. If you want to change your billing information, you may do so online at the “Account Information” section of the Store. There may be a temporary disruption of your access to the Services until Samsung can verify the validity of the new billing account or credit card account information.
6.5 Completed purchases are not subject to refund or cancellation. If an Content has a material defect, please contact us through the Help menu of the Store and the Content will be replaced, made available for downloaded again, or a coupon will be provided to you in the equivalent value to the Contents purchase price, which you may use for subsequent purchase(s) at the Store.
7. License of Content
7.2 You acknowledge that your license of each third party Content through the Services is governed by a separate agreement between you and the third party Content provider only, and the third party Content provider is solely responsible for (a) the licensed third party Content, (b) the content and functionalities therein, (c) any warranties provided, and (d) any claims you may have relating to or your use of such third party Content. You acknowledge that Samsung is (i) acting solely as a distributor in providing the third party Content to you, (ii) is not a party to such license, and (iii) is not responsible for the third party Content, the software and functionalities therein, or any warranties or claims you may have relating to or your use of the third party Content.
7.3 The Services makes available Contents to end user customers for non-commercial uses only. You warrant and represent that you will download the Content you purchase only to your devices for your personal use. Contents may be downloaded any number of times and to a number of your devices, but in any case no more than ten (10) that are registered to your Account, provided expressly that no more than one (1) copy is installed on a single device at any one time. You also acknowledge that: (a) Samsung may, in its sole discretion, set, reduce or change the number of your devices to which you can download the Contents; (b) some Contents, particularly Contents that you purchase inside or through an Content, paid or unpaid, do not allow downloading to multiple devices; and (c) not all of your devices, regardless of whether it is the same platform or not, may qualify for multiple downloading.
7.4 You understand that the Services and Contents include a security framework using technology that protects digital information (“Security Framework”). Your use of the Contents is limited to certain usage rules established by such Security Framework.
8. System requirements
Use of the Services requires a device which is compatible with the Services, and may require a device such as a computer, Internet access (fees may apply), and certain software (fees may apply), including obtaining updates or upgrades from time to time. Because use of the Services involves hardware, software and Internet access, your ability to use the Services may be affected by the performance of these factors. High speed Internet access is strongly recommended. You acknowledge and agree that such system requirements, which may change from time to time, are solely your responsibility.
9. Proprietary rights
9.1 Samsung (and Samsung’s licensors, as applicable) owns all rights, title and interest in and to the Services, including all associated intellectual property rights, whether registered or not, and wherever in the world such rights may exist.
9.2 Nothing in these Terms gives you a right to use any of Samsung’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
9.3 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 or Contents.
10. Software updates and availability of Services
10.1 Samsung’s software that you utilize for the Services may automatically download and install updates from time to time. These updates may improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules or completely new versions. You agree to receive and allow Samsung to deliver such updates to you as part of your use of the Services.
10.2 Samsung reserves the right, at its sole discretion, to modify the Services at any time, with or without notice to you. The Services may not be available at all times, such as during maintenance breaks. Samsung may decide, at its sole discretion, to suspend or terminate the Services (or any part thereof) at any time.
11.1 These Terms will continue to apply until terminated by your or by Samsung in accordance with the terms herein.
11.2 If you want to terminate your Account, please notify us through the Help menu of the Store. Samsung will terminate your Account promptly upon receipt of your notice and provided that you have settled all outstanding amounts associated with your Account. When your account is terminated, all data or other information associated with your Account may be deleted permanently. Samsung shall have no liability for such deletion resulting from your Account termination. Termination of your Account as a buyer will not affect your use of the Services as a seller.
11.3 Samsung may, at any time and for any reason, terminate your Account or your use of the Services by providing you with written notice of termination at the email address you provided in your Registration Data. You will be required to settle all outstanding amounts due associated with your Account immediately upon termination. Termination of your Account as a buyer will not affect your use of the Services as a seller.
12. Disclaimers and Limitation of Liability
12.1 Third Party Websites and Content. The Services may include links to other websites and/or content. Samsung has no control over, and no responsibility or liability for, websites and content which are not provided by Samsung.
12.2 Disclaimers. THE SERVICES AND CONTENTS ARE PROVIDED “AS IS”, "WHERE IS" AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND. SAMSUNG AND ITS LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES OR GUARANTEES OF ANY KIND OR NATURE, WHETHER EXPRESS OR IMPLIED, REGARDING THE SERVICES, AND TO THE EXTENT PROHIBITED BY LAW, SPECIFICALLY DISCLAIMS ALL SUCH WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. WITHOUT LIMITING THE PREVIOUS DISCLAIMER, SAMSUNG AND ITS LICENSORS DO NOT REPRESENT, WARRANT OR GUARANTEE THAT THE SERVICE WILL (I) BE COMPATIBLE WITH YOUR HARDWARE OR SOFTWARE, (II) OPERATE IN AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE MANNER, (III) WILL ALWAYS BE AVAILABLE OR FREE FROM ALL HARMFUL COMPONENTS OR ERRORS, INCLUDING BUT NOT LIMITED TO VIRUSES, INTERFERENCES, CORRUPTION OR OTHER SECURITY INSTRUCTIONS, OR (IV) WILL BE SECURE OR IMMUNE (INCLUDING THE CONTENT DELIVERED TO YOU OR THE INFORMATION YOU PROVIDED) FROM HACKING OR OTHER UNAUTHORIZED ACCESS.
12.3 Limitation of Liability. TO THE EXTENT PROHIBITED BY LAW, IN NO EVENT SHALL SAMSUNG OR ITS LICENSORS BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE DAMAGES OR LOST PROFITS, EVEN IF SAMSUNG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION WILL APPLY REGARDLESS OF THE THEORY OF LIABILITY, WHETHER FRAUD, MISREPRESENTATION, BREACH OF CONTRACT, NEGILIGENCE, PERSONAL INJURY, PRODUCT LIABILITY, INFRINGEMENT OR ANY OTHER THEORY, REGARDLESS OF WHETHER OR NOT SAMSUNG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION AND WAIVER ALSO APPLIES TO ANY CLAIM YOU MAY BRING AGAINST ANY OTHER PARTY TO THE EXTENT THAT SAMSUNG WOULD BE REQUIRED TO INDEMNIFY SUCH PARTY FOR ANY CLAIM. IN NO EVENT SHALL SAMSUNG’S AGGREGRATE LIABLITY TO YOU UNDER THIS AGREEMENT EXCEED THE PURCHASE PRICE OF THE APPLICABLE CONTENT.
You will indemnify, release and hold harmless Samsung, its licensors, and all officers, directors, agents and employees of Samsung and its licensors, and any party acting on Samsung’s behalf, from and against any and all third party claims, actions, liabilities, losses, damages, judgments, costs and expenses, including reasonable attorneys’ fees arising out of (i) any use of the Services by you or by any person that you allow to use the Services not in accordance with these Terms, (ii) any breach of these Term by you or by any person that you allow to use the Services or (iii) any violation of any laws, regulations or the rights of any third party by you or by any person that you allow to use the Services.
14. Copyright protection
Samsung will respond to notices of alleged copyright infringement and may terminate the accounts of alleged infringers. If you believe a third party is infringing your copyrights, please contact us through the Help menu of the Store.
Some of the Services are supported by advertising revenue and may display advertisements and promotions. As consideration for access to and use of the Services, you agree that Samsung may place advertising on the Services at its sole discretion.
16. General legal terms
16.1 These Terms and all other terms and policies referred to herein constitute the entire legal agreement between you and Samsung governing your use of the Services and supersede any prior agreements between you and Samsung relating to the Services, excluding any Content, software and services which Samsung may provide to you under a separate written agreement.
16.2 You agree that Samsung may provide you with notices, including those regarding changes to these Terms, by email, regular mail, or postings on the Services.
16.3 You agree that if Samsung does not exercise or enforce any rights or remedy which is contained in the Terms or which Samsung has at law or in equity, such omission will not be taken to be a waiver of any or all such rights and remedies, and that those rights and remedies will remain available to Samsung.
16.4 If any court of law with competent jurisdiction rules that any provision of these Terms is invalid, such 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.
16.5 You acknowledge and agree that each Samsung Affiliated Company shall be third party beneficiaries to the Terms and shall be entitled to directly enforce, and rely upon any provision of these Terms, which confer a benefit on or rights in favor of each Samsung Affiliated Company. Other than the foregoing, no other person or company shall be third party beneficiaries hereunder. For the purposes of herein, an “Affiliated Company” of Samsung is any company, corporation, firm, partnership or other entity that controls , is controlled by, or is under common control with Samsung; the terms “controls” and “controlled” mean the ability to direct the management of the relevant entity.
16.6 You may not transfer, assign, charge or otherwise dispose of these Terms, or any of your rights or obligations arising under these Terms. Samsung may transfer, assign, charge, sub-contract or otherwise dispose of these Terms, or any of its rights or obligations arising under these Terms, at any time.
16.7 These Terms, and your relationship with Samsung under these Terms, shall be governed and construed in accordance with the laws of the jurisdiction where you are a resident without reference to provisions on conflict of law. Notwithstanding the foregoing, Samsung has the right to seek injunctive remedies or an equivalent urgent legal relief in any jurisdiction.
16.8 By using the Services, you unconditionally consent and agree that any claim, dispute or controversy (whether in contract, tort, or otherwise) you may have against any Samsung Affiliated Company, the officers, directors, agents and employees of any Samsung Affiliated Company (“Samsung Entity(ies)”) arising out of, relating to, or connected in any way with the Services or the determination of the scope or applicability of this provision, will be resolved exclusively by final and binding arbitration. END USER LICENSE AGREEMENT
This End User License Agreement ("Agreement") is a binding contract between you and Samsung which governs your use of the Content provided by Samsung (the “Content”). PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE CONTENT BECAUSE IT CONSTITUTES A BINDING LEGAL AGREEMENT BETWEEN YOU AND SAMSUNG.
THE CONTENT IS NOT INTENDED FOR USE BY ANYONE UNDER THE AGE OF 13. IF YOU ARE UNDER THE AGE OF 13, YOU MAY NOT USE THE CONTENT OR PROVIDE SAMSUNG WITH ANY PERSONALLY IDENTIFIABLE INFORMATION. If you are 13 or older but under the age of 18, you represent that you have reviewed these terms and conditions with your parent or legal guardian and that you and your parent or guardian understand and consent to these terms and conditions. If you are a parent or guardian permitting a person under the age of 18 ("Minor") to use the Content, you agree to: (i) supervise the Minor's use of the Content; (ii) assume all risks associated with the Minor’s use of the Content, including the transmission of content to and from third parties via the Internet; (iii) assume any liability resulting from the Minor’s use of the Content; (iv) ensure the accuracy and truthfulness of all information submitted by the Minor; and (v) assume responsibility and are bound by this Agreement for the Minor’s access and use of the Content.
Samsung may modify this Agreement from time to time. If you continue to access or use the Content after such modification, you will be deemed to have read, understood and unconditionally agreed to such changes.
1.1 Grant of License. Subject to the terms and conditions of this Agreement, Samsung hereby grants to you, and you accept, a limited, personal, nonexclusive, nontransferable and revocable license to use the Content only as authorized in this Agreement. The Content is only for your own personal use. You may not use the Content for any commercial purpose or in any way not expressly permitted by this Agreement. Your access to the Content is licensed, not sold. All references to the Content includes all related graphics, user interfaces, scripts and software used to implement and provide access to the Content, and any updates, upgrades, enhancements, modifications, revisions or additions to the Content made available to end users by Samsung. However, Samsung is under no obligation to provide any updates, upgrades, enhancements, modifications, revisions or additions to the Content.
1.2 Restrictions. You may not reverse engineer, copy, decompile, disassemble, derive the source code of, modify, adapt, capture, reproduce, publicly display, publicly perform, transfer, sell, license, create derivative works from or based upon, republish, upload, edit, post, transmit, distribute, exploit, circumvent or otherwise translate (or encourage or assist any other person to do any of the foregoing) the Content in whole or in part.
2. INTELLECTUAL PROPERTY, LICENSES
2.1 Ownership. The Content is proprietary to Samsung and its licensors (if any), and protected under applicable copyright, patent, trademark and trade secret laws. You further acknowledge and agree that, as between you and Samsung, Samsung owns and shall continue to own all right, title and interest in and to the Content, including associated intellectual property rights under the above referenced applicable laws. This Agreement does not grant you any ownership interest in or to the Content, but only a limited license to use that is revocable in accordance with the terms of this Agreement.
2.2 Right To Modify, Suspend or Discontinue Content. Samsung reserves the right to change the Content without notice. Without limiting the generality of the foregoing, and notwithstanding any other provision of this Agreement, Samsung and its licensors reserve the right to modify, suspend, remove or disable access to the Content, or discontinue the Content, in whole or in part, at any time without notice for any reason, and in no event shall Samsung be liable for any claims, costs or damages caused by or arising out of such actions.
2.3 Third Party Materials. The Content includes software developed by and data provided by third parties.
3. CONTENT; INFORMATION
3.1 Objectionable Content. You understand that by using the Content, you may encounter content that may be offensive, indecent, explicit or objectionable. You agree to use the Content at your sole risk and that Samsung shall have no liability to you for content that may be offensive, indecent, explicit or objectionable.
4. TERM; TERMINATION
4.1 Effective Date. This Agreement is effective upon your acceptance of the Agreement, or upon your downloading, accessing or otherwise using the Content. The Content has no predetermined termination date and may continue until such time as Samsung decides to terminate the Content or when this Agreement is terminated consistent with the terms herein.
4.2 Termination by Samsung. If you fail, or Samsung reasonably suspects that you have failed to comply with any of the provisions of this Agreement, without limiting Samsung's other rights and remedies, all of which are expressly reserved, at its sole discretion and without notice to you, Samsung may immediately discontinue your access to the Content and terminate this Agreement.
You will indemnify, release and hold harmless Samsung, its parent, subsidiaries and affiliates, and all officers, directors, agents and employees thereof, and any party acting on Samsung’s behalf, from and against any and all third party claims, actions, liabilities, losses, damages, judgments, costs and expenses, including reasonable attorneys’ fees (collectively, "Claims") arising out of (i) any use of the Content by you or by any person that you allow to use the Content that is not in accordance to the terms of this Agreement, (ii) any breach of this Agreement by you or by any person that you allow to use the Content or (iii) any violation of any laws, regulations or the rights of any third party by you or by any person that you allow to use the Content.
6.1 Disclaimer of Warranties. THE CONTENT IS PROVIDED “AS IS”, "WHERE IS" AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND. SAMSUNG AND ITS LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES OR GUARANTEES OF ANY KIND OR NATURE, WHETHER EXPRESS OR IMPLIED, REGARDING THE CONTENT, AND SPECIFICALLY DISCLAIMS ALL SUCH WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
WITHOUT LIMITING THE PREVIOUS DISCLAIMER, SAMSUNG AND ITS LICENSORS DO NOT REPRESENT, WARRANT OR GUARANTEE THAT THE CONTENT WILL (i) OPERATE IN AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE MANNER, (ii) WILL ALWAYS BE AVAILABLE OR FREE FROM ALL HARMFUL COMPONENTS OR ERRORS OR (iii) WILL BE SECURE OR IMMUNE (INCLUDING THE CONTENT DELIVERED TO YOU OR THE INFORMATION YOU PROVIDED) FROM UNAUTHORIZED ACCESS.
6.2 Disclaimer of Certain Damages. TO THE EXTENT PROHBITED BY LAW, IN NO EVENT SHALL SAMSUNG OR ITS LICENSOR BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE DAMAGES OR LOST PROFITS, EVEN IF SAMSUNG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION WILL APPLY REGARDLESS OF THE THEORY OF LIABILITY, WHETHER FRAUD, MISREPRESENTATION, BREACH OF CONTRACT, NEGILIGENCE, PERSONAL INJURY, PRODUCT LIABILITY, INFRINGEMENT OR ANY OTHER THEORY REGARDLESS OF WHETHER OR NOT SAMSUNG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION AND WAIVER ALSO APPLIES TO ANY CLAIMS YOU MAY BRING AGAINST ANY OTHER PARTY TO THE EXTENT THAT SAMSUNG WOULD BE REQUIRED TO INDEMNIFY THAT PARTY FOR SUCH CLAIM.
8. GENERAL TERMS
8.1 Choice of Law. This Agreement, including all revisions and amendments thereto, is governed by and construed in accordance with the laws of the jurisdiction where you are a resident, without regard to its conflict or choice of law principles.
8.2 Arbitration. By using the Content, you unconditionally consent and agree that any claim, dispute or controversy (whether in contract, tort, or otherwise) you may have against any Samsung entity, the officers, directors, agents and employees of any Samsung entity (the “Samsung Entity(ies)”) arising out of, relating to, or connected in any way with the Content or the determination of the scope or applicability of this clause, will be resolved exclusively by final and binding arbitration. 8.3 Severability. If any term or provision of this Agreement is held to be void or unenforceable by any judicial or administrative authority, such determination shall not affect the validity of enforceability of the remaining terms and provisions of this Agreement. The remaining provisions of this Agreement shall remain in effect and shall be construed in accordance with its terms.
8.4 Survival. Sections 1.2, 2, 4, 5, 6 and 8 of this Agreement, and any other provision that by its nature should continue to be in effect, shall survive the expiration or earlier termination of this Agreement, and shall remain valid and binding.
8.5 Headings. The headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement.
8.6 No Waiver. The failure of Samsung to enforce at any time any of the provisions of this Agreement, or the failure by Samsung to require at any time performance by you of any of the provisions of this Agreement, shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect the right of Samsung to enforce such provision thereafter. The express waiver by Samsung of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.