Awesome! So you want to become a bamazoo® Author, first things first you need to agree to our Author terms so we're clear on each parties responsibilities.
Please take the time to carefully read and understand these terms.
In this Agreement the following words and expressions shall have the following meanings:-
"bamazoo®" means Digital Goods Store Ltd trading as bamazoo®, Registered in England: 5384128, International House, 24 Holborn Viaduct, CITY OF LONDON, London EC1A 2BN
"Store" means the website located at https://bamazoo.com for the purpose of marketing and retailing digital goods.
"Author" means you the person legally responsible for submitting content to the "Store" for the consideration of sale to the general public.
"Licensed Territory" means worldwide.
"Net Fund" means the amount of monies remaining after "bamazoo®" has applied any applicable deductions due to sales tax.
"Royalty" means 85% of the "Net Fund" resulting from a sale of an "Author" "Product".
"Outstanding" means accrued "Royalty" owed to an "Author".
"Next Payment" means an accrued balance of "Royalty" that is waiting to be paid to an "Author"
"Payout Threshold" means the minimum amount an "Author" "Next Payment" amount needs to reach before being paid. If an "Author" preferred payout currency is either GBP, USD, CAD, EUR, AUD or NZD then the minimum "Payout Threshold" on the 1st working day of each month will be 50 GBP, USD, CAD, EUR, AUD or NZD. If an "Author" account is setup to show their "List Price" in any other currency we will determine on the 1st working day of each month using the then current exchange rates in-place whether the "Payout Threshold" converts to a minimum of 50 GBP.
"Intellectual Property" means any file uploaded by the "Author" to the "Store".
"Intellectual Property Rights" means patents, trade marks, design rights, applications for any of the foregoing, copyright, topography rights, database rights, rights in know-how, trade or business names and other similar rights or obligations, whether registrable or not in any country.
"Data" means any, but not limited to, text, imagery, video or audio links entered by the "Author" into the "Store" for the purposes of describing their "Intellectual Property".
"Product" means a combination of the "Data" and "Intellectual Property" submitted by the "Author".
"List Price" means the price that the "Author" sets as the sale price of the "Product".
"Payment Gateway" means a third party company "bamazoo®" uses to process online payments via the "Store"
"Viruses" means a computer programme that copies itself or is copied to other storage media, including without limitation magnetic tape cassettes, memory chips, electronic cartridges, optical discs and magnetic discs, and destroys, alters or corrupts data, causes damage to the user's files or creates a nuisance or annoyance to the user and includes without limitation computer programs commonly referred to as "worms" or "trojan horses".
Words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders.
The headings of the paragraphs of this Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement.
You the "Author"(the licensor) hereby grant "bamazoo®"(the licensee):-
- a non-exclusive, non-transferable, licence to sell "Product" in the "Licensed Territory" via the "Store" in return for an agreed "Royalty".
- the right to use and share your name, likeness, contact information, trademarks, and other appropriate property to market "Product" in any format now or hereinafter developed, and through any channels, whether via the "Store" or otherwise judged solely at "bamazoo®"'s discretion.
"bamazoo®" agrees to sell the "Author" "Product" upon the following terms and conditions.
Signing up to become an "Author" and creating "Product" on the "Store" is available to anyone worldwide, however we reserve the right to block certain countries or individuals from the "Store" if fraud is a persistent problem from any given country or individual, judged solely at "bamazoo®"'s discretion.
2. Review Process
In the process of signing up and creating the "Product" as an "Author", "bamazoo®" will gather various information to gauge the suitability of the "Product" for the "Store". The "Product" will remain in an unauthorised state until "bamazoo®" agrees they are suitable for sale. "bamazoo®" at its sole discretion will decide if an "Author"'s "Product" are accepted for sale at which point the "Author" will receive an acceptance email. In the event that "bamazoo®" decides the "Author" "Product" is not suitable for the "Store" the "Author" and their "Product" will be removed from the "Store" and the "Author" will receive a rejection email. "bamazoo®" provides guidelines as to the type and quality of "Product" it is looking to represent and sell in the "Store" we are not obliged to give any reasons why we may choose to reject or accept an "Author" "Product" the decision is final and judged solely at "bamazoo®"'s discretion. The timeline for the review process may vary dependent on the workload at the time, "bamazoo®" makes no promise as to when an "Author" account may be reviewed.
The "Author" in the process of creating and submitting their "Product" to the "Store" will set the desired "List Price" of their "Product". Once a "Product" has been published the "Author" can change the "List Price" at any time although if "bamazoo®" sees that the relationship between price and file size would result in an unprofitable product it reserves the right to recommend or adjust the price accordingly.
- 3.1 Local Currency
To improve international sales of an "Author" "Product" "bamazoo®" converts the "List Price" to the customer's local currency equivalent so they can better understand the value of a "Product" in their own currency. In the process of converting the "List Price" to the customers local currency the sale results in a currency conversion charge from the "Payment Gateway", "bamazoo®" increases the equivalent price of the item to cover the currency conversion charge. This is generally done within, but not limited to, a process of rounding the sale price to become uniform across different currencies. The local currencies currently supported include:- GBP, USD, EUR, CAD, AUD, NZD. Local Currency is automatically activated on an "Author" account, the amount credited to the "Author" per sale will be calculated based on the "List Price" and not the converted local currency price "bamazoo®" charge the customer.
4. Product Limits & Restrictions
All new "Author" accounts are limited initially to creating 6 products. During the review process "bamazoo®" will set the "Author" account at a suitable product limit based on the desired number of products the "Author" wishes to create and the suitability for the "Store". "bamazoo®" reserves the right to refuse certain executable file types if upon investigation it deems, by its sole discretion, as potentially harmful to the "Store" and its customers. In order to determine at any given point in time that an "Author" "Product" is suitable for the "Store" or in the event of a material breach of this agreement "bamazoo®" reserves the right to download the "Author" "Product" for local inspection.
5. Product Removal
"bamazoo®" reserves the right to remove a "Product" from the "Store" at its sole discretion. Reasons may include but is not limited to, errors in published "Data", copyright violations, misrepresentations. "bamazoo®" will endeavour to resolve any issues with errors in published "Data", copyright violations, or misrepresentations in good time and ensure the "Author" or "Product" is reinstated should it be found a genuine error has been made. "bamazoo®" seeks to maintain a current and profitable "Store" as such an "Author" or "Product" maybe removed at any time if it is deemed by "bamazoo®" at its sole discretion the "Author" or "Product" is no longer suited to the "Store", or if there is a lack of sales activity. The "Author" may or may not be notified when a "Product" or "Author" is removed. "bamazoo®" assumes no liability for any losses incurred as a result of an "Author" or "Product" being removed and its decision is final.
When an "Author" "Product" sells on the "Store", "bamazoo®" will award a "Royalty" to the "Author". If the sale is within 7 days preceding the 1st day of the month the "Royalty" will be held in an "Outstanding" balance, otherwise it will be part of the "Next Payment". This provides "bamazoo®" with a buffer to process any refunds and reversals that may occur after a sale. The "Next Payment" amount is paid via bank transfer to the "Author" bank account held on file on the 1st day of every month or the 1st working day following the 1st of the month if the 1st falls on a weekend. In order for "bamazoo®" to make a cost effective "Next Payment" bank transfer to the "Author", amounts will only be paid if the amount is equal to or above the "Payout Threshold" on the 1st working day of the month. If a "Next Payment" amount is below the "Payout Threshold" the funds will be carried over to the next month. "Next Payment" amounts are subject to international bank transfer delay. If for any reason a "Next Payment" fails "bamazoo®" will notify the "Author" to their account email that the payment failed and take steps to resolve the matter. If for any reason a "Product" is found to be in breach of these terms or any applicable law "bamazoo®" reserves the right to withhold any "Royalty" due to the "Author" for an indefinite amount of time until such stage as its proven that the "Author" has the legal right to the funds.
- 6.1. Invoices
All "Royalty" payments "bamazoo®" make to an "Author", "bamazoo®" require an invoice raising from the "Author" to "bamazoo®" for the "Royalty" amount (plus UK VAT if the "Author" is UK VAT registered). To save the "Author" having to invoice "bamazoo®" for every "Royalty" payment "bamazoo®" self-bill the invoices. It is not the legal responsibility of "bamazoo®" to raise these invoices but it does this as a convenience to the "Author". It is the "Author" responsibility to ensure their business name, address and VAT number if applicable is entered into their account settings otherwise "bamazoo®" will not be able to raise a self-bill invoice on their behalf. If an "Author" does not enter their details "bamazoo®" is not responsible for the self-bill invoice of the "Royalty" after the "Royalty" has been paid.
- 6.2. Deductions
To enable the sale of digital goods from the "Store", "bamazoo®" use various third party companies to process online payments, as such "bamazoo®" is responsible for any refunds, chargebacks or disputes resulting from a digital goods sale. In the event of a payment reversal due to a chargeback, under normal circumstances "bamazoo®" will assume the costs passed onto it by the third party companies, however "bamazoo®" reserves the right to deduct the third party chargeback fee amount as a cost against any future "Royalty" payment made to an "Author" if it is deemed, judged solely at "bamazoo®"'s discretion that the "Author" caused the chargeback to occur. This may result in an "Author" having a negative "Next Payment" balance, any future "Royalty" payment made to the "Author" will only be made once the "Author" "Next Payment" is a positive value.
In the event of a payment reversal due to a refund the original "Royalty" awarded to the "Author" will be reversed as the funds will no longer be available to "bamazoo®".
- 6.3. Currency
"bamazoo®" will award a "Royalty" in the currency the "Author" agreed their "Product" should be sold in when signing up. If the currency is incompatible with the "Author" receiving bank account, "bamazoo®" will change the "Author" payout currency to match that of the receiving bank account. In this case, the "Next Payment" the "Author" receives will be converted from the currency the "Product" is sold in to the applicable currency using the daily live exchange rate in effect at the time of payment.
7. Global Store
"bamazoo®" operates a global "Store" at the domain my.digitalgoodsstore.com for the purposes of promoting different "Author" "Product". "bamazoo®" will only include a "Product" in it's global "Store" if it meets the quality standards it wishes to represent, this is judged solely at the discretion of "bamazoo®", is non negotiable, and we reserve the right to include or exclude an "Author" "Product" at any time.
8. Author Obligations
As an "Author" you hereby agree to:-
- only upload "Intellectual Property" to the "Store" that you either own or have the rights to sell. "Intellectual Property" must not infringe upon the "Intellectual Property Rights" of any third party. The "Author" agrees to provide "bamazoo®" with any applicable information required by law in the course of verifying the legitimacy of "Intellectual Property" submitted to and sold via the "Store".
- not use the "Store" in any manner that is not permitted by this Agreement or that violates any law, regulation or statute in an applicable jurisdiction.
- not upload any harmful file to the "Store" such as, but not limited to, those that contain "Viruses".
- not upload or use the "Store" to transfer, any work or other material or content that is libellous or slanderous or otherwise defamatory, obscene or indecent.
- not to upload or use the "Store" to transfer, any work or other material or content that is adult in nature. This includes but is non limited to any content containing nudity, or sexually orientated material.
- be the sole responsible person for their account and as such will not share confidential login details with any other party. If a third party gains access to an "Author" account the "Author" is solely responsible for the actions of the third party.
- have the legal capacity and authority to enter into this agreement.
- provide truthful and accurate information in the course of creating an account to use the "Store".
- allow "bamazoo®" to use the whole or part of your "Product" to promote the "Store". This promotional use may include but is not limited to use in public relations e.g. emails, webpages, or on third party sites. No compensation is payable for the promotional use.
- provide accurate bank details that "Royalty" can be paid into.
9. "bamazoo®" Obligations
- In the course of retailing an "Author" "Product" "bamazoo®" collects customer email addresses, if the customer chooses to opt-in to receive marketing email directly from an "Author" "bamazoo®" will attempt to automatically subscribe the customer email to the approved mailing list provider the "Author" has setup in their account. If for any reason the subscription isn't successful "bamazoo®" accepts no responsibility for the failure.
- "bamazoo®" shall use its reasonable endeavours to make the "Store" available to its "Author"'s and customers 100% of the time but because the "Store" is provided by means of computer and telecommunications systems, "bamazoo®" makes no warranties or representations that the "Store" will be uninterrupted or error-free and "bamazoo®" shall not, in any event, be liable for interruptions of the "Store" or downtime.
- "bamazoo®" carries out data backups for use by "bamazoo®" in the event of systems failure. "bamazoo®" do not provide data restoration facilities for an individual "Author". Even though every effort is made to ensure data is backed up correctly "bamazoo®" accepts no responsibility for data loss or corruption.
- All conditions, terms, representations and warranties that are not expressly stated in this Agreement, whether oral or in writing or whether imposed by statute or operation of law or otherwise, including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are hereby excluded.
The "Author" agrees to indemnify and hold "bamazoo®" and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against "bamazoo®" arising out of any breach by the "Author" of the terms of this Agreement or other liabilities arising out of or relating to the "Store".
11. Limitation of Liability
The entire liability of "bamazoo®" to the "Author" in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the "Royalty" paid to the "Author" under this Agreement in respect of which the breach has arisen. In no event shall "bamazoo®" be liable to the "Author" for any loss of business, loss of opportunity or loss of profits or for any other indirect or consequential loss or damage whatsoever. This shall apply even where such a loss was reasonably foreseeable or "bamazoo®" had been made aware of the possibility of the "Author" incurring such a loss.
12. Term & Termination
This Agreement shall continue until terminated by either party. Either party may terminate this Agreement forthwith if:-
- The "Author" deems the service not suitable.
- "bamazoo®" deems the "Author" or "Product" not suitable.
- The other party commits a material breach of this Agreement and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so.
- The other party commits a material breach of this Agreement which cannot be remedied under any circumstances.
- On termination all "Intellectual Property" and "Data" held in the "Author" account will be deleted. Any outstanding "Royalty" owed to an author will be paid out minus a 5% reserve to cover chargebacks or refunds for a period of 120 days. If after 120 days there is money remaining in the 5% reserve that will then be paid out to the "Author" to the bank details held on file.
The "Author" may not assign or otherwise transfer this Agreement or any part of it without prior written consent from "bamazoo®".
14. Force Majeure
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, the act or omission of any Internet Service Provider, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events.
If any provision of this Agreement is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if this Agreement had been agreed with the invalid illegal or unenforceable provision eliminated.
Any notice to be given by either party to the other may be sent by email. Emails shall unless the contrary is proved be deemed to be received on the day it was sent.
17. Entire Agreement
This Agreement contains the entire Agreement between the parties relating to the subject matter and supersedes any previous agreements, arrangements, undertakings or proposals, oral or written. This Agreement may be updated without notice.
18. Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.
"bamazoo®" communicates with an "Author" via email and as such you agree to receive by email occasional emails which may contain but not limited to changes to our terms and conditions, notification of major outages, updates to the "Store", co-marketing opportunities.
To protect your privacy we will not distribute any of your details to third parties, unless required to do so by law. "bamazoo®" is committed to ensuring that your privacy is protected. Should we ask you to provide certain information by which you can be identified when using the "Store", then you can be assured that it will only be used in accordance with this privacy statement. "bamazoo®" may change this policy by updating this page. You should check this page from time to time to ensure that you are happy with any changes.
- What we collect
We will collect the following information when you sign up to use the "Store":-
- Your full name
- Your DOB
- Your email address
- Your address
- UK "Author" we require your bank account sort code and account number to pay your "Royalty"
- UK "Author" that are registered for VAT we require your business name, address and VAT number in order to self bill invoice "Royalty" refer to section 6.1
- International "Author" we require your IBAN - International Banking Account Number and BIC (SWIFT code) or equivalent to pay your "Royalty"
- A password known only to you to allow you to log in an use the "Store"
- The type of products you want to sell
- How many products you want to sell
- The number of products if any you currently are selling
- Your website address or online channel you advertise your products via
- The currency in which you want to sell your products and be paid "Royalty"
- What we do with the information we gather
We require this essential information to fulfil our obligations, review an "Author" "Product" and provide the "Store" service.
We are committed to ensuring that your information is secure. In order to prevent unauthorised access or disclosure we have put in place suitable physical, electronic and managerial procedures to safeguard and secure the information we collect and deliver online.
A cookie is a small file which asks permission to be placed on your computer’s hard drive. Once you agree, cookies allow web applications to respond to you as an individual. "bamazoo®" ustilises cookies for the following purposes:-
- to create a login session for the "Author" to allow them to maintain their "Store" account.
- to track items added to the remote embedded and local shopping cart.