A mere day after news first broke of Amazon's app store for Android, and their terms and conditions have been leaked to SlashGear. Importantly, they back-up what TechCrunch had heard previously about mirrored updates between apps on different platforms. While the T&Cs haven't been copied below in full, you can see what a large chunk of them supposedly represent. If any app developers have any comment on what they've just read, get in touch—we'd love to hear from you. [SlashGear]
APP STORE DISTRIBUTION AGREEMENT
This is an agreement between Amazon Digital Services, Inc. (together
with its affiliates, "Amazon," "we" or "us") and you (if registering
as an individual) or the entity you represent (if registering as a
business) ("Developer" or "you"). Before clicking to accept, please
carefully read this agreement and all terms, rules and policies that
we make available for participating in this program, including on the
amazon.com website or our developer portal (together, the "Program
Policies"). This agreement and the Policies are referred to together
as the "Agreement".* 1. The App Store Program. "Apps" are software applications,
games or other digital products that you deliver to us, including any
content, ads, services, technology, data and other digital materials
included in or made available through such products, together with
their enhancements, upgrades, updates, bug fixes, new versions and
other modifications and amendments. You authorize us to promote, sell
and distribute Apps as provided in this Agreement, including through
the amazon.com website or any other web page real estate, online point
of presence, application, mobile interface, service, or user interface
that allows for the discovery, download and purchase of Apps from us,
including the Amazon Associates program and similar programs.
* 2. Basic Terms.
o a. Royalty. For each sale of an App, we will pay you a
royalty ("Royalty") equal to the greater of (i) 70% of the purchase
price or (ii) 20% of the List Price (defined in and subject to section
5i) as of the purchase date. No Royalty is payable for Apps with a
List Price of $0.00. Such purchase price excludes taxes and any
separately stated fees or charges. A Royalty is due only for sales for
which we have received final payment from or on behalf of an end user.
If an App is purchased using a credit card or bank account deduction
mechanism, final payment will be deemed to have occurred when the
applicable credit card company or bank has fully settled the payment
for the applicable purchase.
o b. Program Fees. You will pay an annual program fee of
US$99 to participate in this program. The initial fee is due within 15
days after you accept this Agreement and subsequent fees will be due
on the anniversary of such date. We do not charge a listing fee for
Apps.
o c. Territory. The U.S. and its territories and possessions.
o d. Platform. Android.
* 3. Delivery of Apps and Information.
o a. Delivery Commitment for Apps. You will deliver
electronically to us (and continue to make available during the Term
all versions of all software applications, games or other digital
products (including any special or collector's editions) (i) that are
designed for the Platform, (ii) for which you have the rights required
under this Agreement, and (iii) that are the same versions and
editions (except as otherwise provided in this Agreement) that you or
your affiliates make available directly or indirectly to any Similar
Service. A "Similar Service" is any online distribution service that
makes Apps available for sale or download to end users in the
Territory using a mode of distribution similar to those used by this
program, including any mobile or Internet-based application marketing,
sales and distribution service. You may also choose to deliver any
other Apps that are designed for the Platform and meet the
requirements of this Agreement. While an App is available for
download, you will deliver any bug fixes, patches, and other updates
to the Apps, together with any related Required Product Information
(defined in section 3b), as soon as they are available. You will
ensure that each App complies with this Agreement, including our
Program Policies related to App content.
o b. Timing of Deliveries. You will deliver Apps that are
already publicly available for pre-order or sale at the time you
accept this Agreement within 14 days after you accept this agreement.
You will deliver future Apps within 14 days before the initial
availability date you designate for the App (the "Initial Availability
Date"). The Initial Availability Date must be no later than the first
date you permit the App to be listed for pre-order or sale on any
Similar Service. Together with delivery of each App you will also
provide the following information: App title, Initial Availability
Date, category, Developer name, publisher name (where applicable),
List Price (subject to 5i), product description, icon/image, and any
other information related to the Apps that we require (together,
"Required Product Information").
o c. Accuracy of Product Information. You are responsible
for providing accurate Product Information. "Product Information"
includes the Required Product Information and any other information
and content related to Apps and/or to you, such as (a) all metadata,
graphics, artwork, images, trademarks, trade names, logos and other
descriptive or identifying information and materials associated with
you or a particular App, (b) the excerpts created in accordance with
Section 4b(ii), and (c) any Developer's EULA (defined in section 5a).
If any Product Information is inaccurate or needs to be updated or
modified, you will promptly provide us with corrections, updates, or
modifications.
* 4. Grants of Rights.
o a. Distribution. You hereby grant us the nonexclusive,
irrevocable (subject to sections 7 and 8), royalty-free right to sell
and distribute Apps through this program to end users in the
Territory, by all means of electronic distribution available now or in
the future. You also hereby grant us the nonexclusive, irrevocable,
royalty-free, worldwide rights to (i) use, evaluate and test Apps,
Product Information, and any embedded advertising (together,
"Content"); (ii) reproduce and store your Content in digital form on
one or more computer facilities, and modify and add to your Content in
order to implement technologies enabling digital rights management,
all for the purpose of promoting, selling and distributing the Apps
and in connection with this program; and (iii) retain, after the Term,
one or more electronic copies of each App and associated Product
Information and allow access to and downloads and re-downloads of Apps
by end users as provided in this Agreement.
o b. Promotion. You hereby grant us the nonexclusive,
irrevocable, royalty-free, worldwide rights to (i) use, reproduce,
distribute, reformat, create excerpts from, promote, advertise,
transmit, and publicly display and perform the Product Information in
any and all digital and other formats for promotional purposes in
connection with this program (except that we will not use any
trademarks you provide for purposes of us selling an App after the
withdrawal of that App as described in Section 7 or after the Term),
and (ii) create, reproduce, distribute, reformat, transmit, and
publicly display and perform limited excerpts of Apps for promotional
purposes in any and all digital formats during the Term.
o c. Additional Rights. In addition, we may exercise
ancillary rights that are reasonably necessary to effect the intent of
the grants of rights contained in this Agreement, including but not
limited to the rights to package, encode, store, transmit, create
derivative works based on, and publicly perform and display Content to
effectuate such rights. We may also sublicense our rights in Product
Information under this Agreement to third parties operating the
websites or online or mobile points of presence described in Section
1. Nothing in this Agreement restricts us from exercising any right
available to us under applicable law or any separate license.
o d. Reservations of Rights. Subject to the rights granted
in this Agreement and our ownership of certain software, documentation
and related materials (the "App Store Materials") to which we provide
you access,, as between you and us, you retain all right, title and
interest in and to Content that you deliver to us. Subject to your
rights in such Content, we retain all right, title and interest in and
to this program and all technology, content, information, services,
trademarks and other intellectual property used in connection with it.
Without limiting the foregoing, each of us recognizes that any uses of
the other's (or its affiliates') brand features in connection with
this Agreement, and goodwill associated with such uses, will inure
solely to the party owning such brand features. If you provide
suggestions, ideas, or other feedback to us about this program, we
will be free to exercise all rights in such feedback without
restriction and without compensating you.
* 5. Additional Program Terms
o a. 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. You agree that the provisions of
our customer terms of use for the program which we designate as
default end user license terms ("Default EULA Terms") will apply to
end users' use of the Apps. The Default EULA Terms will specify, among
other things, that you are the licensor of the Apps and that we are
not parties to your EULA. If there are any conflicts between the
Default EULA Terms and Developer's EULA, then to the extent of such
conflict the Default EULA Terms 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 Default EULA
Terms.
o b. Privacy-Related Obligations. If you have access to any
name, password, other login information, or personally identifiable
information of any end user of our program based on any use of or
interaction with the Apps, you will (i) provide legally adequate
privacy notices to such end user, (ii) use and authorize others to
access and use it only for the purposes permitted by the end user, and
(iii) treat, store and use the information in accordance with the
applicable privacy notice and applicable laws, rules, regulations,
orders, and other requirements of governmental agencies (together,
"Laws").
o c. DRM; Usage Policy. You will apply to the Apps the
digital rights management technology we make available, and will not
incorporate any other digital rights management technologies into the
Apps. You may choose whether to allow end users who have purchased an
App to (i) download and/or make unlimited free copies of the App or
(ii) download unlimited free copies of the App only to devices that
are designed for the Platform and authenticated to the amazon.com
customer account used for the initial purchase of the App.
o d. Embedded Advertising. You will ensure that any
advertising presented to end users of the Apps complies with all
requirements of this Agreement. For example, (i) your access to and
use of information related to App end users' use of embedded
advertising must comply with our privacy-related requirements; (ii)
embedded advertising must comply with the Program Policies at the time
such advertising is accessed by any App end user; and (iii) embedded
advertising must not contain any "spyware," "malware" or harmful code
and must not cause injury to any person or damage to any property.
o e. License to App Store Materials. You may access, use and
reproduce the App Store Materials during the Term solely for the
purpose of developing and testing Apps for submission under this
Agreement and in order to incorporate required App Store Materials in
Apps. You will not otherwise distribute the App Store Materials to
third parties. You will not use or authorize a third party to use the
App Store Materials in any manner (e.g., by combining them with some
types of open source software code) that would result in a requirement
that the App Store Materials or any portion thereof be redistributable
at no charge, distributed or disclosed in source code form, or
licensed for unrestricted modification by others.
o f. Prohibited Actions. You may not reverse engineer,
disassemble or decompile any binary code used in connection with this
program, including any App Store Materials we provide you. You will
not take any action related to this program that interferes with,
damages, or accesses or uses in any unauthorized manner the hardware,
software, networks, technologies or other properties or services of
ours or of any end user, mobile operator or other third party.
o g. Our Operations. We have sole discretion to determine
all features and operations of this program and to set the retail
price and other terms on which we sell Apps. For avoidance of doubt,
if end users download an App that is free of charge, that App will be
deemed to be "purchased" by the end user for purposes of this
Agreement. You acknowledge that we have no obligation to promote,
distribute, or offer for sale any App, or to continue to do so. We are
responsible for and have sole discretion related to processing
payments, collecting payments, addressing requests for refunds, and
providing customer service related to our obligations, and we will
have sole ownership and control of all sales and other data we obtain
from end users in connection with this program.
o h. Support. You will provide reasonable technical and
product support for Apps as requested by end users or us or as
described in our Program Policies. Your technical support will include
levels of availability, response times and technical skills that are
at least equivalent to those for the support you provide to end users
of Similar Services. Without limiting the previous sentence, at a
minimum you will respond within 24 hours to any support request that
we identify as critical, and in all other cases within five business
days of request from an end user or us.
o i. List Price. The "List Price" for an App is an amount
that does not exceed, at any time, the lowest list price or suggested
retail price for such App (including any similar edition, version or
release) available or previously available on any Similar Service or
the lowest actual price at which you make or made such App available
for sale through any Similar Service. You will update the List Price
for each App as necessary to ensure that it meets the requirements of
this section 5i.
* 6. Royalty Payments and Reporting
o a. Royalties. Subject to the terms of this paragraph, we
will pay you Royalties approximately 30 days after the end of the
calendar month in which the applicable sale is made. At the time of
payment, we will make available to you a report detailing sales of
Apps and corresponding Royalties. All payments will be made in US
dollars (US$). If you are located in the United States, you will
provide us with information on a valid US bank account in your name,
and we will make payments to that account via Electronic Funds
Transfer ("EFT"). If you are located outside the United States, we
will pay you via check sent to a mailing address you provide for such
purpose. We are entitled to accrue and withhold payments, without
interest, until the total amount due to you (net of any tax
withholding, as further described below) is at least US$10.00 for
payments we make via EFT or US$100.00 for payments we make by check.
You may not maintain any action or proceeding against us with respect
to any report or payment unless you commence that action or suit
within 6 months after the date the report or payment was due. If we
pay you a Royalty on a sale and later issue a refund or credit to the
end user for such sale (or receive a chargeback related to the sale),
we may offset the amount of the Royalty we previously paid you against
future Royalties or other amounts that would otherwise be payable to
you under this Agreement, or require you to remit that amount to us.
We may also withhold and offset any sums you owe to us against amounts
that are payable to you. If a third party asserts that you did not
have all rights required to make available an App to us, if we
determine that you may be in breach of this Agreement, or if we have
other claims against you, we are entitled to hold all Royalties
pending resolution of such issue. When this Agreement terminates, we
may withhold all Royalties due for a period of three months from the
date they would otherwise be payable, in order to ensure our ability
to offset any end user refunds or other offsets to which we are
entitled.
[See rest of T&Cs at SlashGear]