MAKE-IT-SO TERMS OF SERVICE
THIS LEGAL AGREEMENT BETWEEN YOU AND MAKE-IT-SO (“MAKE-IT-SO “) GOVERNS YOUR USE OF THE SERVICE AND OTHER MAKE-IT-SO PRODUCTS AND GAMES (together the “Service”).
PAYMENTS, TAXES, AND REFUND POLICY
If you are accessing the Service through a set top box or other method provided by your cable provider, cable operator, telecom provider, IPTV Smart TV provider, satellite provider, Over-The-Top (OTT) provider or such other service provider as through which you may access the Service (hereinafter, collectively referred to as the “Media Provider”) and payment is necessary, MAKE-IT-SO shall bill the Service account through your Media Provider or through a third party payment processing provider (the “Third Party Payment Processor”) (as the case may be). Billing occurs at the time of or shortly after your transaction, and will be reflected as such on your Media Provider’s bill or on your credit card statement, mobile carrier bill, or other record provided by the payment option you select through such Third Party Payment Processor if you have elected to pay through the Third Party Payment Processor.
You agree that, if applicable, you will pay for all products you purchase through your Media Provider or Third Party Payment Processor (as the case may be), and that MAKE-IT-SO may charge your account for any products purchased and for any additional amounts (including any taxes, as applicable) that may be accrued by or in connection with your account. YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING YOUR MEDIA PROVIDER WITH ACCURATE ACCOUNT DETAILS FOR PAYMENT OF ALL FEES. All fees will be billed via the payment method registered with your Media Provider account. If there is a change in your account status, this may temporarily disrupt your access to the Service while MAKE-IT-SO and/or your Media Provider and/or the Third Party Payment Processor verifies your new payment information
Your total price will include the price of the product plus any applicable sales tax; such sales tax is based on the bill-to address and the sales tax rate in effect at the time and at the location you download the product. No customers are eligible for tax exemptions.
All sales and rentals of products are final.
Prices for products offered via the Service may change at any time, and does not provide price protection or refunds in the event of a price reduction or promotional offering.
If technical problems prevent or unreasonably delay delivery of your product, your exclusive and sole remedy is either replacement or refund of the price paid, as determined by your Media Provider and/or Service and/or MAKE-IT-SO and/or the Third-Party Payment Processor.
Your use of the Service includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO WITH REGARDS TO THIS SERVICE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.
MAKE-IT-SO are not responsible for typographic errors.
MAKE-IT-SO is the provider of the Service, which permits you to license software products and digital content (“Products”) for end user use only under the terms and conditions set forth in this Agreement. The Service is only offered to you as a part of the services offered to You by your Media Provider and is subject to the terms of any agreement between you and your Media Provider.
REQUIREMENTS FOR USE OF THE SERVICE
This Service is available for individuals aged 13 years or older. If you are 13 or older but under the age of 18, you should review this Agreement with your parent or guardian to make sure that you and your parent or guardian understand it. If payment is required to interact with the Service or use the Products, you hereby represent and warrant that you have the right and authority to incur charges in relation thereto, directly from MAKE-IT-SO and/or from your Media Provider.
The Service is available to you only in the region within which your Media Provider operates and resides. You agree not to use or attempt to use the Service from outside these locations. MAKE-IT-SO may use technologies to verify your compliance.
MAKE-IT-SO reserves the right to change content options (including eligibility for particular features) without notice. Content availability is also subject to your compliance with the terms of any agreement between you and your Media Provider. MAKE-IT-SO reserves the right to cease or temporarily halt service at the request of your Media Provider due to non-payment of Media Provider fees, Media Provider technical difficulties, or any other reason provided by the Media Provider to necessitate the halting or cessation of the Service to you.
USE OF PRODUCTS AND SERVICE
Solely as an accommodation to you, and so long as you are fulfilling the terms of your agreement with your Media Provider, MAKE-IT-SO will manage and maintain accessibility to all content which has been rented and/or downloaded by you through the Service. Not all Products are eligible for this accommodation or may be available at any given time. MAKE-IT-SO shall have no liability to you in the event that, due to the cessation of service through your Media Provider, a previously downloaded Product becomes unavailable for use.
You agree that the Service and certain Products include security technology that limits your use of Products and that, whether or not Products are limited by security technology, you shall use Products in compliance with the applicable usage rules established by MAKE-IT-SO and its licensors (“Usage Rules”), and that any other use of the Products may constitute a copyright infringement. Any security technology is an inseparable part of the Products. MAKE-IT-SO reserves the right to modify the Usage Rules at any time. You agree not to violate, circumvent, reverse-engineer, decompile, disassemble, or otherwise tamper with any of the security technology related to such Usage Rules for any reason—or to attempt or assist another person to do so. Usage Rules may be controlled and monitored by MAKE-IT-SO for compliance purposes, and MAKE-IT-SO reserves the right to enforce the Usage Rules without notice to you. You agree not to access the Service by any means other than through software that is provided by MAKE-IT-SO for accessing the Service. You shall not access or attempt to access an account that you are not authorized to access. You agree not to modify the software in any manner or form, or to use modified versions of the software, for any purposes including obtaining unauthorized access to the Service. Violations of system or network security may result in civil or criminal liability.
The delivery of Products does not transfer to you any promotional use rights in the Products.
You acknowledge that, because some aspects of the Service, Products, and administration of the Usage Rules entails the ongoing involvement of MAKE-IT-SO , if MAKE-IT-SO changes any part of or discontinues the Service, which MAKE-IT-SO may do at its election, you may not be able to use Products to the same extent as prior to such change or discontinuation, and that MAKE-IT-SO shall have no liability to you in such case.
Certain Products may provide you with the opportunity to license a variety of virtual items such as virtual currency, virtual goods, additional levels and content packs (“virtual items”) that can be used while playing the Product. You may be required to pay a fee to obtain virtual items. When you use virtual items within a Product, any virtual items that you have purchased will be deemed used before any virtual items that you have earned.
You have no property interest in any virtual items. Any purchase of virtual items, and virtual items accumulated through any applicable Product membership benefits, are purchases of a limited, non-transferable, revocable license to use those virtual items within the applicable Product. Virtual items may not be transferred or resold for commercial gain in any manner, including, without limitation, by means of any direct sale or auction service. Virtual items may not be purchased or sold from any individual or other company via cash, barter or any other transaction. Virtual items have no monetary value, and cannot be used to purchase or use products or services other than within the applicable Product. Virtual items cannot be refunded or exchanged for cash or any other tangible value.
MAKE-IT-SO may manage, regulate, control, modify or eliminate your virtual items in our sole discretion, and MAKE-IT-SO will have no liability to you or anyone for exercising those rights. In addition, all virtual items are unconditionally forfeited if your MAKE-IT-SO account is terminated or suspended for any reason, in MAKE-IT-SO ‘s sole discretion, or if MAKE-IT-SO discontinues any Product or any portion or feature of any Product or the Service.
MAKE-IT-SO has no liability for hacking or loss of your virtual items. MAKE-IT-SO has no obligation to, and will not, reimburse you for any virtual items lost due to your violation of these Terms of Service. MAKE-IT-SO reserves the right, without prior notification, to limit the order quantity on any virtual items and/or to refuse to provide you with any virtual items. Price and availability of virtual items are subject to change without notice.
SERVICE PRODUCT USAGE RULES
Use of the Service requires compatible devices and certain software (fees may apply), provided to you and authorized by your Media Provider (hereinafter referred to as a “Device”); may require periodic updates; and may be affected by the performance of these factors. The latest version of the Service software is recommended to access the Service and may be required for certain transactions or features and to download Products previously purchased from the Service. The latest version(s) of software or firmware required to access the Service and services provided to you by your Media Provider may also be required for certain transactions or features and to download Products previously purchased from the Service. You agree that these requirements, which may change from time to time, will be your responsibility in certain circumstances (i.e. where your approval is required for the installation of updates to the Device firmware). The Service is not a part of your Media Provider’s other services, and no purchase or obtaining of any other product shall be construed to represent or guarantee you access to the Service.
Service is provided as a personal use product through your Media Provider. If you are a business, a commercial license will need to be obtained from your Media Provider and/or Service and MAKE-IT-SO.
Once a Product is downloaded, and so long as you are in compliance with any and all terms of your agreement with your Media Provider, MAKE-IT-SO shall manage and maintain the accessibility to all content rented and/or downloaded.
The delivery of Products does not transfer to you any commercial or promotional use rights in the Products (such as, the use of the Service for profit in an internet café), and MAKE-IT-SO may use technologies to monitor usage of the Service and verify your compliance with these Usage Rules.
You acknowledge that, because some aspects of the Service, Products, and administration of the Usage Rules entails the ongoing involvement of MAKE-IT-SO, if MAKE-IT-SO changes any part of or discontinues the Service, which MAKE-IT-SO may do at its election, you may not be able to use Products to the same extent as prior to such change or discontinuation, and that MAKE-IT-SO shall have no liability to you in such case.
RENTAL AND/OR PURCHASE OF PRODUCTS THROUGH THE SERVICE
You acknowledge that your use of the Products available through the Service is by way of limited term licenses. In both the case of a Rental and Purchase (as defined below), MAKE-IT-SO grants you a non-exclusive, limited, personal and nontransferable license to the Product, subject to and conditioned on your compliance with the restrictions set forth in this Terms of Service, to use the Product, provided to you by or on behalf of MAKE-IT-SO in connection with your use of the Service.
When you rent a Product for a specific period, your use of the Product is governed by a limited-term license of the Product (the “Rental”). As such, when you rent a Product from the Service, you agree that the term of such rental is limited to the extent of the rental terms upon which you rent such Product.
You further acknowledge that when you enroll for an unlimited use rental of a Product from the Service, you also do so by way of a limited-term license of the Product (the “Purchase”). Such Purchase does not grant you ownership in the Product, nor in any intellectual property therein. You have no ownership rights in any Product. Rather, you have a limited license to use the Product as long as this Terms of Service remains in effect and as long as the Service offers the Product. In the event the relationship between You and your Media Provider is ceased or altered in any fundamental manner, the limited license granted to You pursuant to this is non-transferable to any other media provider with which you may enter a contractual relationship. Ownership of the Product and all intellectual property rights therein shall remain at all times with MAKE-IT-SO and/or its licensors. Any other use of the Products by any other person, business, corporation, government or any other entity is strictly prohibited and is a violation of this Terms of Service.
Certain content, Products, and services available via the Service may include materials from third parties. In particular, you may encounter advertisements, ad supported content and subscription offers from other developers and publishers. You agree that MAKE-IT-SO is not responsible for examining or evaluating the content or accuracy and MAKE-IT-SO does not warrant and will not have any liability or responsibility for any third-party materials, or for any other materials, products, or services of third parties. You agree that you will not use any third-party materials in a manner that would infringe or violate the rights of any other party and that MAKE-IT-SO is not in any way responsible for any such use by you.
You understand that by using the Service, you may encounter material that you may deem to be offensive, indecent, or objectionable, and that such content may or may not be identified as having explicit material. Nevertheless, you agree to use the Service at your sole risk and MAKE-IT-SO shall have no liability to you for material that may be found to be offensive, indecent, or objectionable. Product types and descriptions are provided for convenience, and you agree that MAKE-IT-SO does not guarantee their accuracy.
You agree that the Service, including but not limited to Products, graphics, user interface, audio clips, video clips, editorial content, and the scripts and software used to implement the Service, contains proprietary information and material that is owned by MAKE-IT-SO and/or its licensors, and is protected by applicable intellectual property and other laws, including but not limited to copyright. You agree that you will not use such proprietary information or materials in any way whatsoever except for use of the Service in compliance with this Agreement. No portion of the Service may be reproduced in any form or by any means, except as expressly permitted in these terms. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Service in any manner, and you shall not exploit the Service in any unauthorized way whatsoever, including, but not limited to, by trespass or burdening network capacity.
Notwithstanding any other provision of this Agreement, MAKE-IT-SO and its licensors reserve the right to change, suspend, remove, or disable access to any Products, content, or other materials comprising a part of the Service at any time without notice. In no event will MAKE-IT-SO be liable for making these changes. MAKE-IT-SO may also impose limits on the use of or access to certain features or portions of the Service, in any case and without notice or liability.
All copyrights in and to the Service (including the compilation of content, postings, links to other Internet resources, and descriptions of those resources) and related software are owned by MAKE-IT-SO and/or its licensors, who reserve all their rights in law and equity. THE USE OF THE SOFTWARE OR ANY PART OF THE SERVICE, EXCEPT FOR USE OF THE SERVICE AS PERMITTED IN THIS AGREEMENT AND USE OF THE LISTED OPEN SOURCE SOFTWARE, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR COPYRIGHT INFRINGEMENT.
MAKE-IT-SO, the MAKE-IT-SO logo, Service, and other MAKE-IT-SO and Service trademarks, service marks, graphics, and logos used in connection with the Service are trademarks or registered trademarks of MAKE-IT-SO in the United Kingdom and/or other countries. Other trademarks, service marks, graphics, and logos used in connection with the Service may be the trademarks of their respective owners. You are granted no right or license with respect to any of the aforesaid trademarks and any use of such trademarks.
If you fail, or MAKE-IT-SO suspects that you have failed, to comply with any of the provisions of this Agreement or any agreement entered into with your Media Provider, MAKE-IT-SO, at its sole discretion, without notice to you may: (i) terminate this Agreement and/or your account, and you will remain liable for all amounts due under your account up to and including the date of termination; and/or (ii) terminate the license to the Product(s); and/or (iii) preclude access to the Service (or any part thereof).
MAKE-IT-SO reserves the right to modify, suspend, or discontinue the Service (or any part or content thereof) at any time with or without notice to you, and MAKE-IT-SO will not be liable to you or to any third party should it exercise such rights.
You agree to defend, indemnify and hold harmless MAKE-IT-SO and their respective employees, contractors, officers, directors, shareholders, agents, representatives, vendors, and content providers from and against any and all liabilities, claims and expenses, including attorneys’ fees, that arise from a breach of these Terms of Service for which you are responsible or in connection with your transmission of any content to, on or through any Product. Without limiting your indemnification obligations described herein, MAKE-IT-SO reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
DISCLAIMER OF WARRANTIES; LIABILITY LIMITATION
YOU EXPRESSLY AGREE THAT YOUR USE OF, OR INABILITY TO USE, THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE AND ALL PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH THE SERVICE ARE (EXCEPT AS EXPRESSLY STATED BY MAKE-IT-SO) PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, THE ABOVE EXCLUSION OF IMPLIED WARRANTIES MAY NOT APPLY TO YOU.
IN NO CASE SHALL MAKE-IT-SO, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF ANY OF THE SERVICE OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, EVEN IF ADVISED OF THEIR POSSIBILITY. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH PROVINCES, STATES OR JURISDICTIONS, MAKE-IT-SO’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
MAKE-IT-SO SHALL USE REASONABLE EFFORTS TO PROTECT INFORMATION SUBMITTED BY YOU IN CONNECTION WITH THE SERVICES, BUT YOU AGREE THAT YOUR SUBMISSION OF SUCH INFORMATION IS AT YOUR SOLE RISK, AND MAKE-IT-SO HEREBY DISCLAIMS ANY AND ALL LIABILITY TO YOU FOR ANY LOSS OR LIABILITY RELATING TO SUCH INFORMATION IN ANY WAY.
MAKE-IT-SO DOES NOT REPRESENT OR GUARANTEE THAT THE SERVICE WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION, AND MAKE-IT-SO DISCLAIMS ANY LIABILITY RELATING THERETO.
WAIVER AND INDEMNITY
BY USING THE SERVICE, YOU AGREE TO INDEMNIFY AND HOLD MAKE-IT-SO, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, AND LICENSORS HARMLESS WITH RESPECT TO ANY CLAIMS ARISING OUT OF YOUR BREACH OF THIS AGREEMENT, YOUR USE OF THE SERVICE, OR ANY ACTION TAKEN BY MAKE-IT-SO AS PART OF ITS INVESTIGATION OF A SUSPECTED VIOLATION OF THIS AGREEMENT OR AS A RESULT OF ITS FINDING OR DECISION THAT A VIOLATION OF THIS AGREEMENT HAS OCCURRED. THIS MEANS THAT YOU CANNOT SUE OR RECOVER ANY DAMAGES FROM MAKE-IT-SO, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, AND LICENSORS AS A RESULT OF ITS DECISION TO REMOVE OR REFUSE TO PROCESS ANY INFORMATION OR CONTENT, TO WARN YOU, TO SUSPEND OR TERMINATE YOUR ACCESS TO THE SERVICE, OR TO TAKE ANY OTHER ACTION DURING THE INVESTIGATION OF A SUSPECTED VIOLATION OR AS A RESULT OF MAKE-IT-SO’S CONCLUSION THAT A VIOLATION OF THIS AGREEMENT HAS OCCURRED. THIS WAIVER AND INDEMNITY PROVISION APPLIES TO ALL VIOLATIONS DESCRIBED IN OR CONTEMPLATED BY THIS AGREEMENT.
MAKE-IT-SO reserves the right at any time to modify this Agreement and to impose new or additional terms or conditions on your use of the Service. Such modifications and additional terms and conditions will be effective immediately and incorporated into this Agreement. Your continued use of the Service will be deemed acceptance thereof.
This Agreement constitutes the entire agreement between you and MAKE-IT-SO and governs your use of the Service, superseding any prior agreements between you and MAKE-IT-SO. You also may be subject to additional terms and conditions that may apply when you use Media Provider and affiliate services, third-party content, or third-party software. If any part of this Agreement conflicts with the terms of the agreement between you and the Media Provider, the terms of this Agreement shall prevail to the extent that such conflict is in relation to the Service. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. MAKE-IT-SO’s failure to enforce any right or provisions in this Agreement will not constitute a waiver of such or any other provision. MAKE-IT-SO will not be responsible for failures to fulfill any obligations due to causes beyond its control.
The Service is operated by MAKE-IT-SO from its offices. You agree to comply with all local, state, federal, and national laws, statutes, ordinances, and regulations that apply to your use of the Service. All transactions on the Service are governed by English law, without giving effect to its conflict of law provisions. Your use of the Service may also be subject to other laws. You expressly agree that exclusive jurisdiction for any claim or dispute with MAKE-IT-SO or relating in any way to your use of the Service resides in the courts of England. Risk of loss and title for all electronically delivered transactions pass to the purchaser upon electronic transmission to the recipient. No MAKE-IT-SO employee or agent has the authority to vary this Agreement.
Your Media Provider may notify you with respect to the Service by sending an email message to your account email address registered with your Media Provider or a letter via postal mail to your account mailing address registered with your Media Provider, or by a posting on the Service. Notices shall become effective immediately.
MAKE-IT-SO reserves the right to take steps MAKE-IT-SO believes are reasonably necessary or appropriate to enforce and/or verify compliance with any part of this Agreement. You agree that MAKE-IT-SO has the right, without liability to you, to disclose any Registration Data and/or account information to law enforcement authorities, government officials, and/or a third party, as MAKE-IT-SO believes is reasonably necessary or appropriate to enforce and/or verify compliance with any part of this Agreement (including but not limited to MAKE-IT-SO’s right to cooperate with any legal process relating to your use of the Service and/or Products, and/or a third-party claim that your use of the Service and/or Products is unlawful and/or infringes such third party’s rights)
DIGITAL MILLENNIUM COPYRIGHT ACT
The Digital Millennium Copyright Act provides recourse to copyright owners who believe that their rights under the United States Copyright Act have been infringed by acts of third parties over the Internet. If you believe that your copyrighted work has been copied without your authorization and is available on or in a MAKE-IT-SO Product in a way that may constitute copyright infringement, you may provide notice of your claim to MAKE-IT-SO’s Designated Agent listed below. For your notice to be effective, it must include the following information:
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(ii) A description of the copyrighted work that you claim has been infringed upon;
(iii) A description of where the material that you claim is infringing is located within the Product;
(iv) Information reasonably sufficient to permit MAKE-IT-SO to contact you, such as address, telephone number, and, if available, an e-mail address at which you may be contacted;
(v) A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(vi) A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(vii) MAKE-IT-SO’s Designated Agent is:
Attn: Legal Department
London WC2B 6NH