ZEPETO Studio Terms of Use (March 30, 2020) ZEPETO Studio Terms of Use (March 30, 2020)
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ZEPETO Studio Terms of Use (March 30, 2020)

ZEPETO ZEPETO

Effective: Mar 30, 2020


 

 

Introduction

 

Please read these ZEPETO Studio Terms of Use (“Terms”) carefully. These Terms form a legally binding contract between you (or your business enterprise) and NAVER Z Corporation (“NAVER Z”, "Company", "We", "Our", "Us"), and govern your submission of a digital item for ZEPETO app (“Item”) and its related components (collectively, the materials you submit are the “Assets”) via ZEPETO Studio. The products and services described in these Terms are “Services” as defined in the ZEPETO Terms of Use.

These Terms incorporate by reference the ZEPETO Terms of Use and ZEPETO Studio Submission Guidelines, so please read each of them carefully. Among other things, this means that your submission of Assets is subject to the disclaimers and limitations of liability in the ZEPETO Terms of Use. Please also review our Privacy Policy to learn how we handle information when you use the Services. You agree that we can collect, use, and share your information as described in that policy and any updates to that policy. To the extent these Terms conflict with the ZEPETO Terms of Use and ZEPETO Studio Submission Guidelines, these Terms will govern.

From time to time, we may revise these Terms. You can determine when these Terms were last revised by referring to the “Effective” date at the top. Any changes to these Terms will become effective when we post the updated Terms on our website, and will apply to any Assets you submit after that time. By submitting Assets after these Terms have been updated you will be deemed to have agreed to the updated Terms. If at any time you don’t agree to any portion of these Terms, don’t submit Assets.

You agree that the terms “you” and “your,” as used throughout these Terms, apply to both you and your business enterprise, as applicable.

 

 

 

1. Your License to Us

 

You grant to NAVER Z and our affiliates a non-exclusive, unrestricted, unconditional, unlimited, transferable, sublicensable, irrevocable, royalty-free, worldwide license to archive, copy, cache, encode, store, reproduce, record, sell, sublicense, distribute, transmit, broadcast, synchronize, adapt, edit, modify, publicly display, publicly perform, publish, republish, promote, exhibit, create derivative works based upon, and otherwise use the Assets on or in connection with the Services and the advertising, marketing, and promotion thereof, in all formats, on or through any means or media now known or hereafter developed, and with any technology or devices now known or hereafter developed. This license includes the right for NAVER Z and our affiliates to make the Assets available to users of ZEPETO and third-party services, for sharing by those users, and for saving to their devices. The license to make the Assets available within the Services extends for 90 days following the date when the Item run time on the Services ends. Notwithstanding the preceding sentence, the license extends perpetually for the limited purposes of advertising, marketing, and promoting the Services.

If you incorporate your or any third party’s name, trademark, likeness, image, visual work, musical composition, lyrics, sound effect, sound recording, choreographic work, or other materials (collectively, “Additional Elements”) into the Assets, you agree that this license applies to all Additional Elements.

You acknowledge that third parties may use the Assets for purposes or in ways other than you anticipated. You agree that such uses constitute user-generated content for which neither NAVER Z nor our affiliates bear any responsibility. You agree that neither NAVER Z nor our affiliates are liable for any claims or losses based on or arising from any user-generated content, including content that makes use of the Assets, whether within the Services or beyond.

You acknowledge and agree that NAVER Z and our affiliates own all rights in the ZEPETO product, including the ZEPETO Studio and ZEPETO Studio software, and any other creative tools we may make available to you to create the Assets (such as templates, exporters, plugins).

You agree that, except through the Cash Out (as defined in Section 6) permitted under these Terms, neither NAVER Z nor our affiliates are under any obligation to pay you or any third party any consideration or compensation for the Assets. To the extent permissible by law, you irrevocably waive—or agree not to assert against NAVER Z or our affiliates to the extent a waiver is not permitted—any moral rights or equivalent rights you may have in the Assets throughout the world.

You acknowledge and agree that NAVER Z has the right (but no obligation) to publicly attribute the Assets to you, including by posting your name, business name (if applicable), Item name, ZEPETO account username or display name, ZEPETO code, city, state, and country, as submitted by you or as tied to your ZEPETO account.

You acknowledge that ZEPETO users who have purchased your Items through ZEPETO app may continue the use thereof (including NAVER Z itself using the Items to allow such use by ZEPETO users) after the expiration of Item run time or the termination of the contractual relationship between you and NAVER Z. Further, in the event NAVER Z desires to use any derivative works that it has created based on your Item(s), you agree to grant us a perpetual, irrevocable, worldwide, non-exclusive, royalty-free right and license (with the right to sublicense) to continue using said Item(s) as part of such derivative works.

 

 

 

2. Limitation on Use of Item Data

 

To the extent we provide you or you receive or collect any information in connection with your Items (“Item Data”), you agree that you will not:

  1. Share any Item Data with anyone other than someone acting on your behalf, such as your service provider. You are responsible for ensuring your service providers protect any Item Data, limit their use of that Item Data solely as necessary to provide services to you, and keep it confidential and secure.
  2. Use Item Data for any purpose except to provide the Items directly associated with that Item Data, or on an aggregated and anonymous basis and only to assess the performance and effectiveness of your Items.
  3. Use Item Data, including the targeting criteria for your Items, to build, append to, edit, influence, or augment user profiles, including profiles associated with any mobile device identifier or other unique identifier that identifies any particular user, browser, computer or device.
  4. Transfer any Item Data (including anonymous, aggregate, or derived data) to any ad network, ad exchange, data broker or other advertising or monetization related service.

 

 

 

3. Asset Content Restrictions

 

The Assets must comply with our ZEPETO Studio Submission Guidelines and must be appropriate for people ages 13+.

You acknowledge and agree that NAVER Z has the right to review the Assets prior to uploading them onto ZEPETO app for purchase and use by ZEPETO users. Without prejudice to any other rights available to us under these Terms (including our right to indemnification from you), we may require you to make appropriate revisions and corrections to the Assets if we deem in our sole discretion the Assets that you have submitted are not in compliance with these Terms, including our ZEPETO Studio Submission Guidelines, and/or any applicable laws and regulations.

 

 

 

4. Delivery of the Item

 

All Items must comply with the technical requirements made available by NAVER Z. We do not guarantee delivery of the Item and we do not guarantee that anyone will choose to buy or use your Items.

NAVER Z reserves the right to reject or remove an Item from ZEPETO app at any time, because you or the Item have violated our terms or guidelines, or for any other reason in our sole discretion.

NAVER Z may, in its sole discretion, choose to share information with you about use of the Item. Unless we grant you express permission in writing, you may not use that information for commercial purposes.

 

 

 

5. Removal of the Item

 

You may request, at any time via ZEPETO Studio Console, that NAVER Z no longer allow your Items to be made available to ZEPETO users through ZEPETO app (each, a “Deactivation Request”). For clarity, your Items will remain in the ZEPETO Studio and in existing user-generated media incorporating the Items, but will no longer be made available to ZEPETO users through ZEPETO app after we process your Deactivation Request, unless and until you later request that the Items be made available again (to the extent we make such option available).

Please note that Deactivation Requests do not limit NAVER Z’s or any ZEPETO user’s rights under these Terms and ZEPETO Terms of Use with respect to your Items in previously created ZEPETO user content and we are under no obligation to remove, or require the ZEPETO user to remove, any such Item or content.

 

 

 

6. Cash Out

 

We may, in our sole discretion, offer your Items for purchase by ZEPETO users in ZEPETO app using our virtual currency “ZEM”. Certain ZEPETO Studio users will be presented with an option to exchange your ZEM for U.S. dollars at the then-current exchange rate set by NAVER Z ("Cash Out") on the terms and conditions below. After you submit a request for Cash Out to us, we will make a determination in our sole discretion of whether you are eligible to Cash Out Based on your account information, on the eligibility requirements below, and on applicable laws.

  1. If you do not agree to these Terms, you will not be eligible for Cash Out.
  2. The eligibility requirements are as follows:
    1. Minimum of 5,000 “earned” ZEM in your account. In order to protect against money laundering and comply with applicable law, we limit all Cash Outs to "earned" ZEM. ZEM are considered "earned" if you receive them by receiving payments from a bona fide third party transaction through the Services for Items that you created for ZEPETO app. This means that ZEM acquired in other ways (e.g., receiving ZEM as part of referral bonus, a purchase of ZEM or gift card, or trading/selling virtual goods that you did not create) are not considered "earned". We will determine how much you are eligible to Cash Out by totaling the amount of earned ZEM (over the lifetime of the account) and subtracting the amounts previously paid out to you through Cash Out;
    2. Valid ZEPETO account;
    3. Your name or Company name;
    4. Resident registration number or Company registration number;
    5. Copy of passbook and ID card(May vary depending on country of residence);
    6. Valid bank account or payment solution account(May vary depending on country of residence); and
    7. Strict compliance with these Terms, the ZEPETO Terms of Use and ZEPETO Studio Submission Guidelines during your use of the Services. In our sole discretion, we may choose to waive any of your minor moderation infractions. But, by way of example, the following will make you ineligible for a Cash Out: scamming, phishing, false advertising, attempting to exchange ZEM for real currency other than through ZEPETO Studio, any other illegal or unethical activities.
  3. You are not allowed to make a request for Cash Out more than once in a calendar month for more than the Cash Out monthly limit.
  4. You further acknowledge and agree to the following:
    1. Making a request for Cash Out does not guarantee that you are eligible to, in fact, Cash Out. When you submit your request, NAVER Z will determine if you are eligible to Cash Out. If that determination concludes that you are eligible, then NAVER Z will Cash Out your earned ZEM.
    2. You are responsible for any taxes that may be owed due to a Cash Out. ZEPETO Studio users are responsible for ensuring that all payments received are reported to the proper taxing authorities. Income that minors earn can impact their parents’ tax returns.
    3. We may not be able to remit payments to certain countries, entities, or individuals because of legal or other considerations.
    4. NAVER Z reserves the right to modify, amend, or cancel the Cash Out option, add, remove, or modify the eligibility requirements, and change the exchange rate for a Cash Out, all at any time and for any reason. The existence of the Cash Out option today in no way creates an obligation for us to continue the program in the future, nor does it guarantee that ZEM can be exchanged in the future. We reserve the right to review activity on accounts to assess the validity of ZEM balances, and to deny payment to any ZEPETO Studio user that we feel has violated the terms.
    5. Any and all purchases of your Items made in ZEPETO app will be subject to the withdrawal and refund policy outlined in the ZEPETO Terms of Use.
  5. Neither us nor any third party has any obligation to exchange ZEM for anything of value, including, but not limited to, real currency, except as expressly provided in these Terms or otherwise required by applicable law. We, in our sole discretion, may impose limits on ZEM, including, but not limited to, the amount that may be acquired, earned, or redeemed.
  6. You acknowledge and agree that we may engage in actions that may impact the perceived value or acquired price of ZEM at any time, except as prohibited by applicable law.
  7. Further information on how to Cash Out can be found in the ZEPETO Studio Cash Out Guides.

 

 

 

7. Your Representations and Warranties

 

In addition to your representations and warranties under the ZEPETO Terms of Use, you further represent and warrant that (a) you have all rights and any necessary consents to license the Assets and any Additional Elements incorporated into the Assets, and to grant any waivers in connection with the Assets and any Additional Elements incorporated into the Assets, to NAVER Z and our affiliates; (b) the Assets do not violate these Terms, the ZEPETO Terms of Use or ZEPETO Studio Submission Guidelines; (c) the Assets do not, and its use by us or ZEPETO users will not, violate, misappropriate, or infringe any patent, copyright (including music copyright rights, such as master, synchronization, or public performance rights), trademark, privacy, or publicity rights, or any other rights of any person or entity; (d) you have not assigned, licensed, or otherwise encumbered the Assets to any other person or entity; (e) for any music that you incorporate as an Additional Element, you have paid, and will pay, all amounts, if any, that have become or may become payable to any and all record labels, music publishers, public performance organizations (e.g., ASCAP, BMI, SESAC, SACEM), musicians, composers, and other rights-holders as a result of such music being exploited pursuant to these Terms; (f) the Assets comply with all laws, rules, and regulations, and are suitable for audiences ages 13 and up; (g) the Assets do not, and will not, defame, bully, cause injury or harm to, or inflict emotional distress on, any third party; and (h) any and all information you have provided to NAVER Z in connection with the Assets and your submission is accurate and correct. In the event NAVER Z makes the Assets available on ZEPETO app, this will not diminish or waive your representations and warranties contained in these Terms.

If you are submitting Assets on behalf of a business enterprise, you further represent and warrant that you are an authorized representative of the business with the authority to bind the business to these Terms and agree on behalf of the business enterprise to be bound by these Terms.

 

 

 

8. Your Indemnification to Us

 

In addition to your indemnification obligations under the ZEPETO Terms of Use, you agree, to the extent permitted by law, to indemnify, defend, and hold harmless NAVER Z, our affiliates, and our and our affiliates’ directors, officers, stockholders, employees, licensors, and agents from and against any and all complaints, charges, claims, damages, losses, costs, liabilities, and expenses (including attorneys’ fees) due to, arising out of, or relating in any way to (a) NAVER Z's use and any third party’s use of the Assets, including the Additional Elements, if any; (b) your use of ZEPETO Studio and your activities in connection with ZEPETO Studio; (c) your violation or alleged violation of any laws, rules, and regulations in connection with your use of ZEPETO Studio or your activities in connection with ZEPETO Studio; (d) any claim that the Assets infringe, violate, or misappropriate any copyright, trademark, trade secret, design right, trade dress, patent, publicity, privacy, or other right of any person or entity; (e) your use of products or services provided by a third party in connection with your development and submission of the Assets, even if recommended or approved by NAVER Z; (f) any fraud or misrepresentation by you; or (g) any violation or alleged violation of these Terms by you, including any actual or alleged breach of your representations, warranties, or obligations.

 

 

 

9. Governing Law and Jurisdiction

 

These Terms are governed by the choice-of-law provision and dispute-settlement provision of the ZEPETO Terms of Use.

 

 

 

10. Your Withdrawal

 

  1. You can withdraw from your ZEPETO Studio account at any time by sending a written notice of withdrawal to NAVER Z.
  2. Upon your withdrawal, we will have no obligation to make your Items available on ZEPETO app for purchase by ZEPETO app users, and any earned ZEM remaining in your account shall immediately become subject to Cash Out according to the terms and conditions set forth in Section 6 of these Terms.
  3. We may add, modify, temporarily or permanently suspend or remove features or functionalities available to the ZEPETO Studio at our sole discretion.

 

 

 

11. General Terms

 

  1. The English version will be the version used when interpreting or construing these Terms.
  2. Nothing in these Terms will be construed to imply a joint venture, principal-agent, or employment relationship between you and NAVER Z or our affiliates.
  3. If a court finds any provision of these Terms invalid or unenforceable, the invalidity or unenforceability of such provision will not affect the validity or enforceability of the remainder of these Terms (which will remain in full force and effect).
  4. If we do not enforce (or we delay enforcement) of these Terms against you, it will not be considered a waiver of our enforcement rights.
  5. You may not assign or transfer your rights or obligations under these Terms to someone else without our prior written consent. NAVER Z may transfer its rights and obligations under these Terms, in whole or in part, to anyone without your permission.

 

 

 

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