Definitions

1. Apps: Software, content and digital materials distributed via the TVFAN App Store, including the respective metadata and the digital content or digital goods which the Users may purchase within such Apps.
2. TVFAN App Store: Software developed and provided by TVFAN which can be accessed by Devices and gives access to the Apps, either through TVFAN website or TVFAN App.
3. TVFAN Partner: Any person or company who is registered and approved by TVFAN to have access to TVFAN App Store content and distribute Apps in the Partner App Store.
4. TVFAN User Account: An account issued to users of TVFAN App Store that enables the creation of Stores and the distribution of Apps via the TVFAN App Store.
5. Certified Developers Program: A service provided by TVFAN to Developers that go through a certification process that enables them to have access to advanced tools for Apps distribution and in-app billing.
6. Developer: The user that uploads Apps to the TVFAN App Store in order to make them available to Users.
7. Device: Any device that can access the TVFAN App Store.
8. Partners Stores: Stores of TVFAN Partners for the distribution of Apps.
9. Services: The services provided by TVFAN in relation to the distribution of Apps via the TVFAN App Store.
10. Store: An online Store created and managed by a User in the TVFAN App Store.
11. Users: The device owners who access to the TVFAN App Store and the Stores in their devices, which download and use the Apps.
12. Wallet Account: Refers to the developer's account on the TVFAN platform, and the developer must ensure that the account is valid and activated.

1. Introduction

   1. The TVFAN App Store is a publicly available platform in which Developers can distribute Apps to Users. In order to distribute Apps through the TVFAN App Store, you must maintain a valid TVFAN User Account and a valid Wallet Account.

2. Accepting this Agreement

   1. This agreement ("Agreement") forms a legally binding contract between you and TVFAN in relation to distribution of Apps in the TVFAN App Store. In order to distribute Apps in the TVFAN App Store, you must first agree to this Agreement by accepting it online (through the button “I accept”). You may not distribute Apps in the TVFAN App Store if you do not accept this Agreement.
   2. Use of the TVFAN App Store and Services is limited to parties that lawfully can enter into and form contracts under applicable law.
   3. You represent and warrant that: (a) if you are a business, you are duly organized, validly existing and in good standing under the laws of the country in which your business is registered; and (b) you have all requisite right, power and authority to enter into this Agreement and perform your obligations hereunder.

3. Distribution of Apps

   1. You can distribute Apps, owned by you and/or by third parties, through the TVFAN App Store and through your own Store. You agree that by uploading Apps to TVFAN App Store they will be automatically available in TVFAN App Store and in Partners Stores.
   2. You agree to use the TVFAN App Store for distribution of Apps only for purposes that are permitted by (a) this Agreement, (b) the TVFAN Terms of Service, available here; and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
   3. It is your sole responsibility to provide Apps that do not violate any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy. As referred to below, TVFAN will not be liable for any infringement in such respect.
   4. Privacy of Device Users. You agree that by distributing Apps, you will protect the privacy and legal rights of Users. If Users provide you with, or the App accesses or uses, usernames, passwords, or other login information or personal information, you must make the users aware that the information will be available to your App, and you must provide legally adequate privacy notice and protection to Users. Further, the App may only use that information for the limited purposes for which the User has given you permission to do so. If your App stores personal or sensitive information provided by users, it must do so securely and only for as long as it is needed. If the user has opted into a separate agreement with you that allows you or the App to store or use personal or sensitive information directly related to the App (not including other products or applications) then the terms of that separate agreement will govern your use of such information. If the User provides your App with TVFAN account information, the App may only use that information to access the User's TVFAN account when, and for the limited purposes for which, the User has given you permission to do so. TVFAN owns all the information related to users and to the transactions entered with such Users; TVFAN may share this information with you, following specific agreement, if that is allowed by the applicable laws.
   5. Prohibited Actions. You agree that while using the TVFAN App Store you will not engage in any activity, including the publishing or distribution of Apps, 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 to, Users and TVFAN. You may not use information obtained from the TVFAN’s User account to sell or distribute Apps outside of the TVFAN App Store.
   6. Non-Compete. You may not use the TVFAN App Store to distribute or make available any App whose primary purpose is to facilitate the distribution of software applications and games for use on Android devices outside of the TVFAN App Store.
   7. Product Ratings. TVFAN App Store will allow users to rate Apps. Apps ratings will be used to determine the placement of Apps on the TVFAN App Stores and Stores with higher rated Apps generally given better placement. Your Apps may be subject to user ratings to which you may not agree. You may contact TVFAN if you have any questions or concerns regarding such ratings.
   8. Marketing Your Apps. You will be responsible for uploading Apps to your Store, providing required App information to users, and accurately disclosing the security permissions necessary for the Apps to function on user Devices.
   9. Restricted Content. You undertake not to upload or otherwise make available Apps or any other materials that display or link to:
      1. illegal content.
      2. invasions of personal privacy or violations of the right of publicity.
      3. content that interferes with the functioning of any services of other parties.
      4. promotions of hate or incitement of violence.
      5. violations of intellectual property rights, including patent, copyright, trademark, trade secret, or other proprietary right of any party.
      You also undertake not to upload or otherwise make available Apps or any other materials that:
      1. contain viruses, trojans, spyware, adware, ransomware, rootkits, back doors, worms and any other malware or any similar mechanism or device, or any other code designed or intended to have, or intended to be capable of performing, any of the following functions: (a) disrupting, disabling, harming, or otherwise impeding in any manner the access to or the operation of, or providing unauthorized access to, a computer system or network or other device on which such code is stored or installed; or (b) accessing, copying, blocking, encrypting, damaging or destroying any data or file, in each case, without the user’s consent.
      2. harm user devices or personal data.
      3. create unpredictable network usage that has an adverse impact on a user's service charges or an Authorized Carrier's network.
      4. knowingly violate an Authorized Carrier's terms of service for allowed usage.
      5. create a spammy user experience, whether by posting repetitive content or misleading information about an App's purpose.
   10. Support. You will be solely responsible for support and maintenance of your Apps and any complaints about your Apps. Your contact information will be displayed in each application detail page and made available to Users for Users support purposes.
   11. You agree that you are solely responsible for (and that TVFAN has no responsibility to you or to any third party for) any breach of your obligations under this Agreement, any applicable third party contract or terms of service, or any applicable law or regulation, and for the consequences (including any loss or damage which TVFAN or any third party may suffer) of any such breach.

4. Sale of Apps and In-App Products

   1. TVFAN enables Developers, who execute this Agreement and comply with the TVFAN Terms of Service, to offer and sell their Apps or their digital products that are intended to be accessed or used within an App, such as additional or enhanced functionality, media content, or subscription access to content or services (“In-App Products”) directly to Users. In doing so, you authorise and appoint TVFAN as your commercial agent to directly conclude the sale of Apps and/or In-App Products between you and the Users through the TVFAN App Store and TVFAN accepts this appointment. You acknowledge that:
      1. You will determine the prices applicable to the Apps or to the In-App Products you make available. Prices set by the Developer shall be inclusive of all indirect taxes.
      2. Any contract to sell Apps and/or In-App Products is made only between the Developer and the User concerned and TVFAN is not a party to any such contract;
      3. Apps or In-App Products offered for sale through the TVFAN App Store are neither owned nor come into the possession of TVFAN at any time;
      4. Developer is solely liable for any refund, customer support and other arrangements and activities with respect its business and/or the Apps and/or In-App Products.
      5. Developer is solely liable to pay all applicable taxes or charges imposed by any government entity in connection with the sale of Apps and/or In-App Products made by the Developer.
   2. TVFAN App Store may display to Users the price of Apps and In-App Products in their native currency, but TVFAN is not responsible for the accuracy of currency rates or conversion.
   3. In order to sell Apps and/or In-App Products, you must maintain a valid Wallet Account.

5. Revenue Share

   1. This Agreement covers the share of the revenue generated by the sale of your Apps and/or In-App Products. In case you choose to distribute free Apps and/or In-App Products, this clause will not be applicable.
   2. You will determine the Apps and/or In-App Products price. If the Apps and/or In-App Products you sell are developed by third parties, the amount of the revenue share you will receive will be calculated over the price less the revenue share due to such third parties. The amount to be paid to you is equal to the sales price less the share due to: (i) third party Developers, if applicable, (ii) TVFAN and (iii) TVFAN’s Partners. Such amounts will be remitted to you in accordance with the terms of this Agreement.
   3. Applicable revenue shares.The revenue shares applicable to you will be defined according to a specific table available at your TVFAN User Account.
   4. Special Refund Requirements. You authorize TVFAN to give the User a full refund of the price of the Apps and/or In-App Products if the refund is requested within 24 hours after purchase.
   5. Reinstalls.Users are allowed unlimited reinstalls of each App distributed via the TVFAN App Store, provided however that if you remove paid Apps from the TVFAN App Store, such Apps shall be removed from all portions of the TVFAN App Store and Users shall no longer have a right or ability to reinstall the affected Apps.

6. Payments

   1. You shall receive payments related to the sale of Apps and/or In-App Purchases, as determined in your TVFAN User Account.
   2. You may, at your sole discretion, withdraw cash from your Wallet Account. You support all costs and taxes related with such transaction.
   3. In the event this Agreement is terminated, you may withdraw cash from your Wallet Account up to thirty (30) days after the end of the calendar month in which the Agreement is terminated.
   4. If you are past due on any payment to TVFAN, TVFAN reserves the right to withhold payment until all outstanding payments have been made or to offset amounts owed to you in connection with the provision of services to you by TVFAN with amounts owed by you to TVFAN.
   5. You will bear the bank fees charged to TVFAN relating to payments made to you. TVFAN will be entitled to deduct such fees from payments due to you or to charge such fees separately.
   6. As a security measure, we may impose transaction limits relating to the value of any transaction or withdrawal, the cumulative value of all transactions or withdrawals. We will not be liable to you: (i) if we do not proceed with a transaction or withdrawal that would exceed any limit established by us for a security reason, or (ii) if we allow a User to withdraw from a transaction or to be refunded from a transaction due to an error of processing occurred in the Apps, in the TVFAN App Store or in the Stores.

7. Advertising Revenue Share

   1. If you wish to share the advertising revenue generated by your Store(s), you shall enter into a Partners Program Agreement, by choosing one of the available plans.

8. License Grants

   1. Subject to this Agreement, we grant you a limited, revocable, non-sublicenseable, non-assignable, non-exclusive and royalty-free license to: (a) access and use the TVFAN App Store and the Store(s) in the manner permitted by this Agreement; (b) install, copy, and use any TVFAN materials we may provide, solely in conjunction with your access to and use and operation of your Store(s); and (c) enable the access to and use of your Apps by Users.
      1. TVFAN reserves the right to determine and control all aspects (including all functionality) of the TVFAN App Store and of the Store(s) as well as the right to re-design, modify and remove any or all aspects of them.
      2. You may not and may not authorize any other party to do the following to or with the TVFAN App Store, the Store(s) or other materials provided by TVFAN: (a) reverse engineer, decompile, or disassemble them; (b) modify or create derivative works based upon them in whole or in part; (c) distribute copies of them; (d) remove any proprietary notices or labels on them; or (e) resell, lease, rent, transfer, sublicense, or otherwise transfer rights to them. In addition to any other rights or remedies that we may have, any use in violation of this section will immediately terminate your right to use the TVFAN App Store and the Store(s).
      3. You acknowledge and agree that TVFAN (or our licensors, as applicable) owns all right, title and interest in and to the TVFAN App Store, the Store(s) and materials provided by TVFAN or TVFAN trademarks, and, except as explicitly included in this Agreement, you do not, by virtue of this Agreement, or otherwise, acquire any ownership interest or rights in or to them. All licenses not expressly granted in this Agreement are reserved and no other licenses, immunity or rights, express or implied, are granted by us, by implication, estoppels or otherwise.
   2. You grant to TVFAN a nonexclusive, and royalty-free license to distribute the Apps on the TVFAN App Store.
   3. You grant to TVFAN a nonexclusive, worldwide, and royalty-free license to copy, perform, display, and use the Apps for administrative and demonstration purposes.
   4. EULA.You may provide a EULA (“Developer’s EULA”) with any App if it complies with the requirements of, and is not inconsistent with, this Agreement. For any App you submit to the TVFAN App Store, you agree that the provisions of the TVFAN Terms of Service in regard of what we designate as Standard End User License Terms (“Standard EULA”) will apply to Users’ use of the Apps. The Standard EULA will specify, among other things, that you are the licensor of the Apps and that TVFAN is not a party to your EULA. If there are any conflicts between the Standard EULA and the Developer’s EULA, then to the extent of such conflict the Standard EULA will control. We do not have any responsibility or liability related to compliance or non-compliance by you or any end user under a Developer’s EULA or the Standard EULA.
      
      The Standard EULA includes the following User license terms, and if the App does not include a Developer’s EULA, these terms will constitute the entire EULA between the Developer and the Users:
      1. The Developer is the licensor of the App.
      2. If the App does not include a Developer’s EULA that specifies license rights, Developer grants the end user a limited, non-transferable license to download and use the App only for personal and non-commercial purposes.
      3. The end user may not modify, reverse engineer, decompile or disassemble the App in whole or in part, or create any derivative works from or sublicense any rights in the App, unless otherwise expressly authorized in writing by Developer.
      4. The App is protected by copyright and other intellectual property laws and treaties. Unless otherwise expressly stated in the Developer’s EULA, Developer or its licensors own all title, copyright and other intellectual property rights in the App, and the App is licensed, not sold.
      5. The end user acknowledges and agrees that TVFAN has no responsibility or liability with respect to your use of the App or any content or functionality in the App.
   5. You represent and warrant that you have all intellectual property rights, including all necessary patent, trademark, trade secret, copyright or other proprietary rights, in and to the App. If you use third-party materials, you represent and warrant that you have the right to distribute the third-party material in the App. You agree that you will not submit material to TVFAN App Store that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including patent, privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to submit the material.
   6. TVFAN grants you a non-exclusive, non-transferable, non-assignable, revocable right and license during the term of this Agreement to use TVFAN marks solely in connection with your use of the Services for which the TVFAN marks were provided to you. You must use the TVFAN marks solely in the manner in which they were provided to you, meaning you may not change, alter, amend, vary, or modify the TVFAN marks in any way, at any time. You may not use any TVFAN marks except as expressly provided herein and may not sublicense these rights or otherwise permit any third party to use TVFAN marks. You acknowledge that TVFAN is the sole owner of TVFAN marks, and you agree to do nothing inconsistent with that ownership. All goodwill arising out of your use of TVFAN marks will inure to the sole benefit of TVFAN. TVFAN may revoke your license to any or all of TVFAN marks at any time in its sole discretion. Upon the termination this Agreement, or termination or suspension of the Services for which any TVFAN mark was provided to you, you shall immediately cease and discontinue all further use of such TVFAN mark(s).

9. Publicity

   1. You agree that TVFAN may use your name and logo in presentations, marketing materials, Users lists, financial reports, Web site listings of users and Referral Pages.

10. Apps Takedowns

    1. Your Takedowns.You may remove your Apps from future distribution in the TVFAN App Store at any time, but you must comply with this Agreement for any Apps distributed in the TVFAN App Store, including but not limited to refund requirements. Removing your Apps from future distribution in the TVFAN App Store does not: (a) affect the license rights of Users who have previously purchased or downloaded the Apps, (b) remove your Apps from Devices or from any part of the TVFAN App Store where previously purchased or downloaded Apps are stored on behalf of Users, or (c) change your obligation to deliver or support Apps or services that have been previously purchased or downloaded by Users. Notwithstanding the foregoing, in no event will TVFAN maintain on any portion of the TVFAN App Store (including, without limitation, the part of the TVFAN App Store where previously purchased or downloaded Apps are stored on behalf of Users) any paid App that you have removed from the TVFAN App Store and provided written notice to TVFAN that such removal was due to: (i) an allegation of infringement, or actual infringement, of any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any third party, (ii) an allegation of defamation or actual defamation, (iii) an allegation of violation, or actual violation, of any third party's right of publicity or privacy, or (iv) an allegation or determination that such App does not comply with applicable law.
    2. TVFAN Takedowns.If TVFAN is notified by you or otherwise becomes aware that an App or any portion thereof: (a) violates the intellectual property rights or any other rights of any third party; (b) violates any applicable law or is subject to an injunction; (c) violates TVFAN's policies or other terms of service as may be updated by TVFAN from time to time in its sole discretion; (d) is being distributed by you improperly; (e) may create liability for TVFAN ; (f) is deemed by TVFAN to have a virus or is deemed to be malware, spyware or have an adverse impact on TVFAN's infrastructure; (g) violates the terms of this Agreement or the Partner Program Policies for Partners; or (h) the display of the Apps or any portion thereof is impacting the integrity of TVFAN servers (i.e., users are unable to access such content or otherwise experience difficulty), TVFAN may remove the Apps from TVFAN App Store.
       
       In the event that the App is involuntarily removed because it is defective, malicious, infringes intellectual property rights of another person, defames, violates a third party's right of publicity or privacy, or does not comply with applicable law, and an end user purchased such App within a year before the date of takedown: (i) you must refund to TVFAN, all amounts received, plus any associated fees (i.e. chargebacks and payment transaction fees), and (ii) TVFAN may, at its sole discretion, withhold from your future sales the amount determined in subsection (i) above
    3. DMCA Notices.If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the TVFAN Products by completing a DMCA Notice of Alleged Infringement and delivering it to TVFAN’s Designated Copyright Agent. Upon receipt of Notice as described below, TVFAN will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the TVFAN Products. Please note that if you fail to comply with all of the requirements of this section your DMCA notice may not be valid.
       1. Identify the copyrighted work that you claim has been infringed, or - if multiple copyrighted works are covered by your Notice - you may provide a representative list of the copyrighted works that you claim have been infringed.
       2. Identify the material or link you claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Site or the exact location where such material may be found.
       3. Provide your company affiliation (if applicable), mailing address, telephone number, and, if available, email address.
       4. Include both of the following statements in the body of the Notice:
          1. a. "I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use)."
          2. b. "I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed."
       5. Provide your full legal name and your electronic or physical signature.
       6. Deliver this Notice, with all items completed, to TVFAN’s designated Copyright Agent:
          1. Copyright Agent: TVFAN Team Organization: CloudBIZ OTT LTD Address: 20 Guild Road, London, United Kingdom, SE7 8HN E-mail: [email protected]
    4. Repeat Infringers Policy.If TVFAN verifies or is warned of repeat infringement by a Developer of: (a) the intellectual property rights or any other rights of any third party; (b) any applicable law or this Agreement; (c) TVFAN's policies or other terms of service as may be updated by TVFAN from time to time in its sole discretion; or repeat upload of Apps: (i) containing virus or malware, spyware or which have an adverse impact on TVFAN's infrastructure; (ii) impacting the integrity of TVFAN servers (i.e., users are unable to access such content or otherwise experience difficulty), TVFAN will terminate the Developer’s User Account and remove all of such Developer’s Apps from the TVFAN App Store.

11. Your Developer Credentials

    1. You agree that you are responsible for maintaining the confidentiality of any credentials that may be issued to you by TVFAN or which you may choose yourself and that you will be solely responsible for all Apps that are published under your credentials.

12. Privacy and Information

    1. In order to continually innovate and improve the TVFAN App Store, TVFAN may collect certain usage statistics from the TVFAN App Store and Devices, including but not limited to, information on how the TVFAN App Store and Devices are being used.
    2. The data collected is examined in the aggregate to improve TVFAN App Store for Users and Partners and is maintained in accordance with TVFAN's Privacy Policy. To ensure the improvement of Apps, limited aggregate data may be available to you.

13. Terminating this Agreement

    1. This Agreement will continue to apply until terminated by either you or TVFAN as set out below.
    2. If you want to terminate this Agreement, you must provide TVFAN with thirty (30) days prior written notice and cease your use of any relevant credentials.
    3. TVFAN may at any time, terminate this Agreement with you if:
       1. you have breached any provision of this Agreement; or
       2. TVFAN is required to do so by law; or
       3. TVFAN decides to no longer provide the Store or TVFAN App Store.
    4. Upon termination, all rights and obligations of the parties under this Agreement will terminate, except that Sections 8 to 18 will survive termination.

14. DISCLAIMER OF WARRANTIES

    1. YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE DISTRIBUTION OF YOUR APPS AND THE USE OF TVFAN APP STORE ARE AT YOUR SOLE RISK AND THAT TVFAN APP STORE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND.
    2. YOUR USE OF THE TVFAN APP STORE IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO ANY COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH USE.
    3. TVFAN FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
    4. BECAUSE TVFAN IS NOT INVOLVED IN TRANSACTIONS BETWEEN YOU AND THE USERS, IF A DISPUTE ARISES BETWEEN YOU AND THE USER, YOU RELEASE TVFAN (AND ITS AGENTS AND EMPLOYEES) FROM CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.

15. LIMITATION OF LIABILITY

    1. CONSIDERING THE ABSENCE OF WARRANTIES DESCRIBED ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT TVFAN, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER OR NOT TVFAN OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING. FURTHER, OUR AGGREGATE LIABILITY ARISING OUT OR IN CONNECTION WITH THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED WILL NOT EXCEED AT ANY TIME THE TOTAL AMOUNTS DURING THE PRIOR SIX MONTH PERIOD PAID BY YOU TO TVFAN IN CONNECTION WITH THE PARTICULAR SERVICE GIVING RISE TO THE CLAIM.

16. Indemnification

    1. To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless TVFAN, its affiliates and their respective directors, officers, employees and agents from and against any and all third party claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorney’s fees) arising out of or accruing from (a) your use of the TVFAN App Store in violation of this Agreement, (b) your Apps that infringe any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any third party or defames any person or violates their rights of publicity or privacy and (c) any and all taxes due by you as a result of any sales, advertising or any other activity conducted through the TVFAN App Store.

17. Changes to the Agreement

    1. TVFAN may change this Agreement, or any other applicable terms and conditions, at any time by sending you notice by e-mail describing the modifications made. TVFAN will also post a notification on the TVFAN App Store. The changes will become effective, and will be deemed accepted by you, (a) immediately for those who submit Apps for distribution after the notification is posted, or (b) for pre-existing users, the modified Agreement will become effective upon your acceptance of the modified Agreement (except changes required by law which will be effective immediately). You will show your acceptance to the modified Agreement by going to the TVFAN App Store and accepting the modified Agreement. Your continued use of the Services after TVFAN's posting of any changes will constitute your acceptance of such changes or modifications. In the event you do not agree with the modifications to the Agreement within thirty (30) days after the date the email is sent, then TVFAN may suspend you TVFAN User Account and the distribution of your Apps. In the event that you do not agree with the modifications within ninety (90) days after the date the e-mail is sent, then you must terminate your use of the TVFAN App Store, which will be your sole and exclusive remedy.

18. General Legal Terms

    1. This Agreement constitutes the whole legal agreement between you and TVFAN and governs your use of the TVFAN App Store, and completely replaces any prior agreements between you and TVFAN in relation to the TVFAN App Store.
    2. You agree that if TVFAN does not exercise or enforce any legal right or remedy which is contained in this Agreement (or which TVFAN has the benefit of under any applicable law), this will not be taken to be a formal waiver of TVFAN's rights and that those rights or remedies will still be available to TVFAN.
    3. If any court of law, having the jurisdiction to decide on this matter, rules that any provision of this Agreement is invalid, then that provision will be removed from this Agreement without affecting the rest of this Agreement. The remaining provisions of this Agreement will continue to be valid and enforceable.
    4. You and TVFAN are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. You will have no authority to make or accept any offers or representations on our behalf. This Agreement will not create an exclusive relationship between you and us. Nothing expressed or mentioned in or implied from this Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to this Agreement.
    5. The rights granted in this Agreement may not be assigned or transferred by either you or TVFAN without the prior written approval of the other party. Neither you nor TVFAN shall be permitted to delegate their responsibilities or obligations under this Agreement without the prior written approval of the other party.
    6. This Agreement will be governed by the laws of the United Kingdom. You consent to the exclusive jurisdiction and venue of the courts in London, United Kingdom.