TemplateMonster Terms of Use

Preamble & General Introduction

Welcome to the TEMPLATEMONSTER.COM Marketplace (the "Platform" or "Marketplace"). The Platform is operated by JETIMPEX, INC (the "Operator", "we", "us", or "our"). This TEMPLATEMONSTER.COM Marketplace User Agreement and Terms of Service, along with all policies, guidelines, and schedules incorporated herein by reference (collectively, this "Agreement"), constitutes a legally binding contract between the Operator and every individual or entity who accesses, browses, or uses the Platform (referred to as "you", "your", or "User").

IMPORTANT NOTICE REGARDING YOUR LEGAL RIGHTS: BY ACCESSING, BROWSING, OR USING THE PLATFORM, YOU ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT IN ITS ENTIRETY. UNLESS OTHERWISE EXPLICITLY STATED, ALL TERMS, RESPONSIBILITIES, DISCLAIMERS, LIABILITY LIMITS, AND OBLIGATIONS CONTAINED IN THIS AGREEMENT APPLY EQUALLY AND WITHOUT DISTINCTION TO BOTH REGISTERED ACCOUNT HOLDERS ("MEMBERS") AND UNREGISTERED GUEST VISITORS ("GUEST USERS").

PLEASE READ SECTION 12 OF THIS AGREEMENT EXTREMELY CAREFULLY. SECTION 12 CONTAINS A BINDING ARBITRATION AGREEMENT AND A CLASS ACTION WAIVER. SUBJECT TO LIMITED EXCEPTIONS, IT REQUIRES YOU AND THE OPERATOR TO RESOLVE ALL DISPUTES ON AN INDIVIDUAL BASIS THROUGH FINAL, BINDING, AND COMPULSORY ARBITRATION, RATHER THAN IN A COURT OF LAW, AND WAIVES YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, JURY TRIAL, OR REPRESENTATIVE PROCEEDING.

1. Deemed Acceptance and Contractual Binding

1.1 Mutual Agreement to Terms

Your access to, browsing of, or use of the Platform is strictly conditional upon your unconditional acceptance of this Agreement. If you do not agree to be bound by every term and condition set forth herein, you must immediately cease all access to and use of the Platform, and you are prohibited from downloading any Digital Assets (as defined below).

1.2 Absolute Parity of Users

This Agreement establishes a unified regulatory framework. Every visitor to the Platform is a "User" and is bound by these terms. For the avoidance of doubt, the absence of a registered user profile or account does not exempt a Guest User from any restriction, warranty, waiver, dispute resolution protocol, or liability limitation contained herein. Guests and Members are subject to the identical set of operational rules and legal boundaries.

1.3 Representation of Third-Party Legal Authority

If you access or use the Platform on behalf of an employer, corporation, partnership, or any other third-party entity, you represent, warrant, and covenant that you possess full and unrestricted legal authority to bind that third party to this Agreement. In such an event, "you" and "your" will refer collectively to you as an individual and the entity you represent.

2. Licence to Access and System Use Restrictions

2.1 Restricted Permission to Access

Subject to your ongoing, strict compliance with this Agreement, the Operator grants you a non-exclusive, limited, non-transferable, freely revocable, and non-sublicensable licence to access and use the Platform solely for your personal or commercial business operations. The Operator reserves all rights, titles, and interests in the Platform that are not expressly granted under this Section.

2.2 Prohibited Activities and Platform Abuse

You agree that you will not, directly or indirectly, nor permit any third party to, engage in any of the following prohibited behaviours:

1. Disruptive Operations: Interfere with, disable, or disrupt the integrity, security, or performance of the Platform, its related networks, or hosting servers (e.g., via unsolicited electronic bulk messaging, denial-of-service or "flooding" attacks, or the introduction of viruses, Trojan horses, worms, logic bombs, or other malicious code).
2. Unauthorized Access: Attempt to breach, bypass, or gain unauthorized access to any restricted portion of the Platform, user accounts, server databases, or connected systems and networks.
3. Commercial Exploit: Rent, lease, lend, sell, sublicense, distribute, or otherwise commercially exploit the Platform's core systems, code, or interface, except as explicitly permitted under a purchased license for a specific Digital Asset.
4. Security Auditing: Probe, scan, or attempt to penetrate or test the security, authentication measures, or vulnerability of the Platform without the express, prior written authorization of the Operator.
5. Automated Scraping: Deploy or utilize any data mining tools, web scrapers, automated spiders, scrapers, indexers, robots, or similar automated data-gathering or extraction utilities to harvest metadata, images, directories, or assets from the Platform.
6. Competitive Duplication: Access or analyze the Platform or its underlying infrastructure to build a competitive, similar, or clone product or service, or to obtain unauthorized industrial intelligence.
7. Reverse Engineering: Copy, modify, decompile, reverse-compile, disassemble, translate, or reverse-engineer any software component, script, design element, or codebase that comprises the Platform.
8. Anonymity Manipulation: Employ virtual private networks (VPNs), proxy servers, or other IP-masking tools for fraudulent purposes, to evade geographic tax rules, or to bypass active account suspensions or network bans.
9. Protective Measures Removal: Strip, alter, or obscure any watermarks, digital rights management markers, copyright notices, trademark designations, or other proprietary markings from preview files or acquired assets.
10. Identity Falsification: Provide false, inaccurate, or outdated contact details, impersonate any physical person or legal entity, or misrepresent an affiliation with any person or company.
11. Excessive Retrieval Patterns: Engage in download or browsing behaviours that deviate significantly from standard human usage or violate our Fair Use Guidelines, including bulk automated downloading of files.

3. Member Accounts and Community Obligations

3.1 Age Threshold

You must be at least eighteen (18) years of age to access, browse, register an account on, or transact business via the Platform. By using the Platform, you warrant that you meet this minimum age requirement.

3.2 Account Profile Registration

While Guest Users may browse the Platform and complete purchases via guest checkout, certain features may require the creation of a Member account. Registration of an account is free of charge. Account creation does not confer any special legal status; both registered Members and Guest Users remain subject to the same standard of rules and liability under this Agreement.

3.3 Security, Integrity, and Non-Transferability

If you register an account, you agree to the following conditions:

• Accuracy: You must provide true, complete, and updated registration details, including a valid and actively monitored email address.
• Confidentiality: You are solely responsible for maintaining the absolute confidentiality of your login credentials (username and password). You must not disclose them to any third party.
• Account Responsibility: You are legally and financially liable for all activities, downloads, purchases, and communications executed under your account. You must notify the Operator immediately at our official support channel of any unauthorized access, security breach, or loss of login credentials.
• Non-Transferability: Your account is strictly personal to you. You are prohibited from selling, leasing, transferring, or assigning your account or username to any other party.

3.4 Community Partnerships and Author Registration

Members may apply to participate in our optional Affiliate Program or sign up as an "Author" (or "Seller") to list Digital Assets for licence. Becoming an Author is subject to the additional Author Terms, which supplement this Agreement. This Agreement continues to apply in full force to Sellers in their capacity as Platform Users.

4. Platform Transactional Architecture and Digital Asset Licensing

4.1 Peer-to-Peer Intermediary Model

The Platform serves as an online transactional intermediary. The digital files, software, themes, templates, audio tracks, and graphics hosted on the Platform (each, a "Digital Asset") are owned entirely by the third-party Authors who uploaded them, and not by the Operator. The Operator provides the hosting, display, and payment processing infrastructure, but does not own, manufacture, or control the quality, safety, or legal compliance of the Digital Assets.

4.2 Non-Exclusive Licensing (Not a Sale of Title)

When you purchase a Digital Asset on the Platform, you are not buying the physical or intellectual ownership of the asset. Instead, you are buying a restricted, non-exclusive, non-transferable, worldwide licence to use that Digital Asset in accordance with the specific terms of the licence model you select at checkout. Ownership of the underlying intellectual property remains at all times with the Author. This licensing structure applies identically to all purchasers, whether checking out as a logged-in Member or as an unregistered Guest User.

4.3 Digital Asset Technical Support Framework

4.3.1 Primary Responsibility of the Author

Any technical assistance, troubleshooting, updates, or maintenance regarding a licensed Digital Asset (collectively, "Technical Support") is provided solely and directly by the third-party Author who listed the asset. The Operator disclaims all liability and responsibility arising from an Author's failure, delay, or refusal to provide Technical Support.

4.3.2 Standard Support Duration

Unless otherwise explicitly stated on the specific Digital Asset's listing page at the time of purchase, each licensed transaction includes a standard Technical Support period of six (6) calendar months commencing immediately from the date and timestamp of the purchase (the "Standard Support Window"). Upon the expiration of this six-month period, any ongoing support is subject to renewal or extension, if offered by the Author.

4.3.3 Unified In-Platform Ticketing Communication System

To facilitate secure, trackable, and verifiable communications, the Operator provides an integrated messaging and ticketing interface (the "Support Desk"). All Technical Support inquiries, discussions, file sharing, and resolutions must be conducted exclusively through this Support Desk. Users and Authors agree not to seek or provide support through external channels unless authorized in writing by the Author.

4.3.4 Discretionary Operator Assistance

Notwithstanding the Author's primary support obligations under this Agreement, the Operator reserves the right, at its sole and absolute discretion, to provide direct, non-compulsory assistance to Users regarding:

1. Platform Utilisation: Guidance and general help concerning how to navigate the Platform, manage account settings, or use the interface.
2. Asset Selection: General information or advisory assistance to help Users choose a suitable Digital Asset for their requirements.
3. Asset Retrieval: Troubleshooting assistance to ensure Users can successfully access, download, or retrieve their acquired Digital Assets.
4. First-Tier Auxiliary Technical Support: Where feasible, the Operator may provide basic, first-tier technical troubleshooting for specific Digital Assets.

For the avoidance of doubt, any such direct assistance is entirely voluntary, non-compulsory, and provided on an "as-is" and "as-available" basis. It does not transfer the Author's primary support obligations to the Operator, nor does it create any ongoing obligation for the Operator to provide similar assistance in the future.

4.4 Immediate Downloading Obligation

Neither the Operator nor the Sellers guarantee that any particular Digital Asset will remain available on the Platform indefinitely. Authors reserve the right to remove their listings at any time. Consequently, you must download and locally save every purchased Digital Asset immediately upon transaction completion. The Operator disclaims all liability for files that become inaccessible due to subsequent removal.

4.5 Legal Warranties of the Author

When an Author lists a Digital Asset on the Platform, they make the following legally binding warranties directly to the purchaser (whether a Member or a Guest User):

1. Description Accuracy: The Digital Asset conforms in all material respects to the description, previews, and documentation provided on its listing page.
2. Proprietary Rights: The Author possesses all necessary intellectual property rights, licences, consents, clearances, and authorizations required to licence the Digital Asset on the terms of the selected licence.
3. Non-Infringement: The authorized use of the Digital Asset by the purchaser will not infringe or misappropriate the copyrights, trademarks, patent rights, trade secrets, privacy rights, or other proprietary rights of any third party.
4. Lawful Content: The Digital Asset and its description do not violate any local, national, or international laws, export regulations, or consumer protection acts, and are not defamatory, fraudulent, or criminally obscene.
5. Malicious Code Warranty: The Digital Asset does not contain any hidden computer viruses, trojans, worms, time bombs, spyware, or other destructive programs designed to compromise or limit the functionality of hardware or software.
6. Data Protection: The Author will process any purchaser-related personal data obtained through the after-purchase communication and assistance in strict compliance with applicable privacy laws.

4.6 Limited Author Indemnification

Each Author provides a limited, direct indemnity to their purchasers. If a third party asserts a claim against you alleging that your authorized use of the Author's Digital Asset infringes that third party's intellectual property rights, the Author will indemnify you against damages finally awarded by a court or agreed upon in a settlement, provided that you:

• Promptly notify the Author of the claim in writing;
• Grant the Author sole control over the legal defence and settlement of the claim; and
• Cooperate fully, at the Author's expense, in defending the claim.

4.7 Cap on Author Liability

Subject to any non-excludable statutory protections, the total aggregate liability of any Author to a purchaser for any single transaction is strictly capped at the total financial earnings received by that Author from the purchase of the specific Digital Asset, except in cases of proven wilful, fraudulent misrepresentation.

5. Fees, Billing, and Transactional Processing

5.1 Pricing Breakdown

The total cost indicated at the final checkout screen (the "Total Transaction Price") comprises the following components, applied uniformly to both guest checkouts and logged-in account purchases:

• Licence Fee: The direct price set by the Author for the non-exclusive permission to use the Digital Asset.
• Platform User Fee (if and where applicable): A separate charge for optional Author support services (where offered).
• Administrative Service Fee: The transaction fee retained by the Operator to cover the digital delivery systems and customer support services.
• Handling Surcharge: An additional fee that may apply.
• Transaction Taxes: Any applicable sales, value-added, or digital service taxes.

5.2 Payment Gateways and Security Warranties

When you initiate a purchase, you are required to select a payment method (such as credit card, debit card, PayPal, or other third-party services). You represent and warrant that the payment information you provide is true, accurate, and current, and that you are fully authorized to use the chosen payment instrument. You authorize our integrated, PCI-compliant third-party Payment Processors to store your payment tokens and charge the full specified Total Transaction Price to your account.

5.3 Currency and Foreign Exchange Conversion

Unless explicitly stated otherwise at checkout, all prices listed on the Platform are denominated in United States Dollars (USD). If you transact in a currency other than USD, your financial institution or credit card issuer will perform the currency conversion. The Operator has no control over foreign exchange rates, conversion policies, or additional bank surcharges, which remain your sole financial responsibility.

5.4 Error Correction and Transaction Reversals

While we strive for pricing accuracy, errors may occasionally occur where an asset is listed with incorrect information or an inaccurate price. In such instances, the Operator reserves the right, in its sole discretion, to cancel or reverse the transaction, even if payment has already been processed and a download has commenced. In the event of such a reversal, the Operator will issue a full refund to your original payment method, the issued licence will be immediately revoked and voided, and you must delete all local copies of the Digital Asset.

5.5 Independent Transaction Screening and Anti-Fraud Verification

5.5.1 Discretionary Platform Verification

To maintain the security, safety, and operational integrity of the Platform, the Operator reserves the right, at its sole and absolute discretion, to conduct independent fraud-prevention screenings and transaction verifications on any purchase. This screening right is entirely independent of, and supplemental to, any fraud mitigation checks, security filters, or holds applied by third-party Payment Processors. By initiating a transaction or attempting to acquire a Digital Asset on the Platform, you explicitly agree and consent to this verification process.

5.5.2 Verification Timelines and User Cooperation

While the vast majority of transaction verifications are completed automatically within approximately five (5) minutes of checkout, certain transactions may require an extended evaluation period. During this period, the processing of your payment and the delivery of, or access to, your licensed Digital Asset may be temporarily suspended. To successfully complete an escalated transaction screening, the Operator may require active cooperation from you, which may include:

• Confirming the legitimate ownership of the payment card, account, or instrument used;
• Verifying your personal identity; or
• Providing supplementary documentation (such as government-issued photo identification or redacted billing statements) or participating in a brief verification phone call with our security team.

5.5.3 Security, Storage, and Data Protection

All personal details, identity documents, and communication records collected during the transaction verification process are classified as highly confidential. The Operator will store, process, and protect all such data in strict compliance with the Platform's Privacy Policy and standard security safeguarding measures. Any sensitive documents provided solely for identity or card ownership verification will be securely handled and purged once the transaction has been cleared or resolved, in accordance with applicable data protection regulations.

5.6 Dispute Window for Financial Charges

You must notify the Operator of any billing inaccuracies, double-charges, or payment discrepancies within sixty (60) days of the transaction date. Failure to raise a billing dispute within this sixty-day timeframe constitutes an absolute waiver of your right to contest the charge, unless a longer period is mandated by applicable consumer protection laws.

6. Taxation Compliance and Responsibilities

6.1 User Tax Obligations

Except to the extent that the Operator is legally mandated to collect and remit taxes on your behalf, you are solely responsible for identifying, calculating, reporting, and paying all taxes associated with your purchases or listings on the Platform. This includes all local sales taxes, digital transaction taxes, and value-added taxes (VAT).

7. Cancellation and Refund Policy

7.1 Digital Nature Non-Refundability Standard

Due to the digital, immediately downloadable, and easily reproducible nature of the Digital Assets sold on the Platform, all purchases are considered final and non-refundable. The Operator is under no contractual obligation to provide a refund or exchange once a transaction is processed. This policy applies uniformly to all buyers without regard to whether the purchase was executed via a Member account or guest checkout.

7.2 Discretionary Exceptions for Refund Requests

The Operator will evaluate refund requests strictly on an individual basis, at its sole discretion, in accordance with our Platform Refund Policy. For the avoidance of doubt, refunds will not be granted in the following scenarios:

• You simply changed your mind after purchasing the asset.
• You purchased the Digital Asset by mistake or in error.
• You lack the technical software, hardware, or expertise required to use, edit, or install the Digital Asset.
• You claim goodwill or emotional dissatisfaction.
• You can no longer download the Digital Asset because it has been removed from the Platform by its Creator.
• The refund request is submitted after the maximum eligibility period: more than 30 days from purchase.

7.3 Currency and Refund Processing

If the Operator or an Author authorizes a refund, it will be processed back to the exact payment method used to complete the purchase. All refunds are executed in US Dollars (USD). The Operator is not liable for, and will not reimburse, any currency exchange losses, bank fee adjustments, or intermediary charges incurred during the refund processing window.

7.4 Consequences of Payment Gateway Disputes

If you bypass our internal support system and lodge a formal chargeback, payment dispute, or claim with a credit card network, bank, or payment processor (such as PayPal), the Operator may immediately suspend your Member account, block your email address from guest checkout, and blacklist your IP address. This restriction will remain in effect until the dispute is cancelled or resolved. Bypassing our internal resolution channels is a violation of this Agreement.

7.5 European Union Statutory Right of Withdrawal

If you are a resident of the European Union, you have a statutory right to withdraw from your purchase within fourteen (14) days from the date of payment. However, you explicitly acknowledge and agree that your right of withdrawal is completely lost the moment you download, access, install, stream, or otherwise use the Digital Asset. If you do not access the file during the 14-day window, you may request a withdrawal refund, which will be issued within fourteen (14) days of your request.

8. Intellectual Property and Infringement Reporting

8.1 Proprietary Platform IP

All rights, titles, and interests in the Platform, including the design, layout, "look and feel," database architecture, search algorithms, graphics, text, brand names, trade dress, trademarks, logos, and proprietary software code (collectively, the "Operator IP"), are owned exclusively by TEMPLATEMONSTER.COM or its licensors. You are strictly prohibited from copying, adapting, or utilizing the Operator IP without our express, prior written consent.

8.2 Ownership of Digital Assets

For the avoidance of doubt, the Operator does not claim ownership over the Digital Assets uploaded by Authors. The Author retains full intellectual copyright ownership of their respective assets, subject only to the licences granted to purchasers and the distribution rights granted to the Operator under our Author Terms.

8.3 Intellectual Property Infringement Policy

The Operator respects intellectual property rights and requires all Users to do the same. If you believe that any Digital Asset hosted on the Platform infringes your copyright, trademark, or other intellectual property rights, you must submit a formal takedown request to our designated agent in accordance with our Intellectual Property Policy. Your notice must contain detailed identification of the infringed work, the location of the infringing asset on our site, and your contact information. False or malicious infringement notices may subject you to severe legal and financial penalties.

9. Privacy, Data Tracking, and Cookies Consent

9.1 Unified Privacy Framework

The Operator takes your privacy seriously. The collection, storage, and processing of your personal information are governed by our global Privacy Policy. By accessing or using the Platform, you acknowledge that you have read and consented to the data practices described in our Privacy Policy.

9.2 Integrated Cookie Declaration and Web Tracking

The Platform utilizes tracking cookies, local storage tokens, and web beacons to ensure security, optimize performance, analyze server traffic, and deliver customized content. By using the Platform, you consent to our deployment of the following categories of cookies:

• Mandatory Security Cookies: Essential cookies that verify identity, distinguish human traffic from automated bots (e.g., Cloudflare security validation), and manage active browsing sessions. These cookies are required for the basic operation of the Platform and cannot be disabled.
• User Preference Cookies: Cookies that store local display preferences, language choices, and region settings to enhance your browsing experience.
• Performance and Analytical Cookies: Tracking codes that record site interaction patterns (such as which articles or categories are viewed most frequently) to help us optimize the platform. These remain anonymous and aggregated.

9.3 Unified Cookie Consent Management

Unregistered Guest Users and registered Members are subject to the same tracking mechanisms. You may customize your cookie preferences or withdraw your consent via the "Cookie Settings". However, disabling performance or preference cookies may negatively impact the functionality and responsiveness of the Platform.

9.4 Aggregated Data Commercialization Licence

By using the Platform, you grant the Operator a non-exclusive, royalty-free, perpetual, and worldwide right to collect, compile, analyze, and commercially utilize anonymized, aggregated data derived from your browsing behavior, transaction history, and platform preferences. This license does not apply to personally identifiable information, which remains protected as outlined in our Privacy Policy.

10. Disclaimers, Risk Allocation, and Liability Limitations

10.1 "As-Is" Platform Disclaimer

To the maximum extent permitted by applicable law, the Platform, all Digital Assets, and all services provided by the Operator are made available on an "as-is" and "as-available" basis. The Operator expressly disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, security, uptime, or error-free performance. We do not warrant that the quality of any Digital Assets will meet your expectations or that the Platform will remain uninterrupted.

10.2 Total Release of Liability for Digital Assets

Because the Digital Assets are owned, manufactured, and uploaded solely by independent third-party Authors, the Operator has no legal responsibility for their safety, quality, or legality. You understand and agree that any legal claims, complaints, or disputes relating to a Digital Asset must be brought directly against the Author of that asset, and you hereby release the Operator and its parent, subsidiary, and affiliate companies (the "Group Companies") from any and all liability arising out of or in connection with the Digital Assets, including any claims based on intellectual property infringement, software bugs, or incorrect product descriptions.

10.3 Exclusion of Consequential Damages

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, PRODUCT LIABILITY, OR OTHERWISE) SHALL THE OPERATOR OR THE GROUP COMPANIES BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES. THIS EXCLUSION INCLUDES, BUT IS NOT LIMITED TO, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES, DAMAGE TO REPUTATION, LOSS OF DATA, SYSTEM DOWNTIME, OR SOFTWARE CORRUPTION, EVEN IF THE OPERATOR WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES.

10.4 Absolute Financial Liability Cap

OUR TOTAL AGGREGATE LIABILITY TO YOU IN CONNECTION WITH YOUR USE OF THE PLATFORM, THESE TERMS, OR ANY ACQUIRED DIGITAL ASSETS IS STRICTLY LIMITED TO THE GREATER OF:

1. One Hundred US Dollars ($100.00 USD); or
2. The total amount of Platform Service Fees you actually paid to the Operator in the twelve (12) month period immediately preceding the date the liability accrued.

10.5 Strict Enforcement and Local Law Carve-outs

These liability limitations represent a fundamental element of the bargain between you and the Operator. If you are dissatisfied with the Platform or these terms, your sole and exclusive remedy is to immediately cease using the Platform. Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities; in such jurisdictions, our liability will be limited to the maximum extent permitted by law.

10.6 User Indemnification

You agree to defend, indemnify, and hold harmless the Operator, the Group Companies, and their respective directors, officers, employees, and agents from and against any and all claims, damages, losses, costs (including reasonable legal fees), and expenses arising out of or in connection with:

• Your breach or violation of any clause of this Agreement;
• Your misuse, unauthorized distribution, or licensing violations of any Digital Assets; or
• Any third-party claims arising from your activity on the Platform.

11. Termination, Blocking, and Access Restrictions

11.1 Platform Discretion over Access

Accessing, browsing, or registering an account on the Platform is a privilege, not a right. The Operator reserves the right, in its sole and absolute discretion, to evaluate user activity, determine whether any User has violated this Agreement or our Community Guidelines, and restrict access as deemed necessary.

11.2 Access Denial Protocols for Violating Users

If you violate any term of this Agreement, the Operator may take immediate, unilateral action without prior notice. To maintain a unified standard of safety, our enforcement applies as follows:

• For Account Holders (Members): We may temporarily suspend or permanently terminate your account, void your download permissions, and forfeit any accrued benefits. If your account is terminated, you are permanently prohibited from registering a new account under any name or email address.
• For Guest Users: We may blacklist your email address from checkout, block your credit card or payment profiles, restrict your IP address from browsing, and deploy device-blocking technologies to deny you future access.

11.3 Grounds for Immediate Access Termination

Grounds for immediate restriction include, but are not limited to:

• Any breach of this Agreement, Author Terms, or our Acceptable Use Policy.
• Commission of illegal, fraudulent, or criminally deceptive actions via our servers.
• Serious infringement of intellectual property rights.
• Threats of physical or legal harm directed at the Operator's employees, facilities, or other Users.
• Public communications or coordinated campaigns that malicious and unfairly damage the commercial reputation of the Operator or the Group Companies.

11.4 Survival of Core Terms

The expiration or termination of this Agreement, or the deletion/blocking of your access, will not affect the survival of clauses that by their nature are intended to remain in force. Surviving provisions include, but are not limited to: Section 4 (Asset Licensing and Disclaimers), Section 8 (Proprietary IP), Section 10 (Liability Caps & Indemnity), Section 12 (Mandatory Arbitration & Class Action Waiver), and Section 13 (Miscellaneous / Governing Law).

12. Compulsory Binding Arbitration and Class Action Waiver

12.1 Agreement to Mandatory, Out-of-Court Arbitration

YOU AND THE OPERATOR MUTUALLY AGREE THAT ANY CONTROVERSY, CLAIM, DISPUTE, OR LITIGATION ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT, THE USE OF THE PLATFORM, THE PURCHASE OF DIGITAL ASSETS, OR THE BREACH, TERMINATION, OR VALIDITY THEREOF, SHALL BE SETTLED EXCLUSIVELY BY BINDING INDIVIDUAL ARBITRATION. ARBITRATION SHALL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (THE "AAA") IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES IN EFFECT AT THE TIME THE ARBITRATION IS COMMENCED. JUDGMENT ON THE AWARD RENDERED BY THE ARBITRATOR MAY BE ENTERED IN ANY COURT POSSESSING JURISDICTION OVER THE RELEVANT PARTY OR THEIR ASSETS.

12.2 Unified Binding Effect

This arbitration agreement is absolute and applies identically to all Users. Guest Users and registered Members are equally bound. You explicitly acknowledge that by agreeing to this clause, you are relinquishing your constitutional right to have your dispute heard, tried, or resolved by a judge or jury in a court of law.

12.3 Complete Waiver of Class and Representative Actions

YOU AND THE OPERATOR EXPLICITLY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NEVER AS A PLAINTIFF, CLASS REPRESENTATIVE, OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, CLASS-WIDE ARBITRATION, COLLECTIVE PROCEEDING, PRIVATELY DEPUTIZED ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE LAWSUIT. The arbitrator is strictly prohibited from consolidating more than one person's claims, and may not preside over any form of class or representative proceeding. The arbitrator may award legal or injunctive relief only in favour of the individual party seeking relief and only to the extent necessary to satisfy that party's specific, proven individual claim.

12.4 Venue and Location of Arbitration

The physical seat and legal venue for all arbitration proceedings under this Agreement shall be the State of Florida, United States of America. The language of the arbitration shall be English. The dispute shall be heard and resolved by a single, neutral arbitrator mutually agreed upon by both parties.

12.5 Arbitration Cost Allocation

Each party shall independently bear its own costs, expenses, and disbursements in connection with the arbitration, including its own legal counsel fees, expert witness costs, and discovery fees. The administrative fees of the AAA and the professional fees of the arbitrator shall be divided equally between the parties, unless the arbitrator determines that a different allocation is required by applicable law or AAA rules.

12.6 Strict Confidentiality of Dispute Proceedings

To protect the commercial interests of all parties, all aspects of the arbitration proceeding, including the initial notice, discovery disclosures, arguments, testimonies, interim rulings, and the final decision or monetary award rendered by the arbitrator, shall remain strictly confidential. No party shall disclose any details of the dispute to any third party, except as required by law, court order, or to enforce the final arbitration award.

12.7 Explicit Exceptions to Arbitration

Notwithstanding Section 12.1, you and the Operator agree that the following three (3) categories of claims are exempt from mandatory arbitration and must be brought exclusively in a court of competent jurisdiction:

1. Intellectual Property Protection: Any claim seeking to protect, enforce, or enjoin the actual, threatened, or alleged infringement, theft, dilution, or misappropriation of a party's copyrights, trademarks, patents, trade secrets, or proprietary code.
2. Emergency Injunctive Relief: Any lawsuit seeking temporary, emergency, or preliminary injunctive relief in exigent circumstances (e.g., to prevent hacking, cyber-attacks, or imminent data breaches).
3. Collection of Unpaid Platform Fees: Any action brought by the Operator to recover outstanding or unpaid transaction or processing fees due from an Author or Purchaser.

12.8 Severability of Class Waiver

If any court or arbitrator determines that applicable statutory law prevents the enforcement of any of the limitations or waivers set forth in this Section (such as the class action waiver) with respect to a particular claim for relief, then that specific claim (and only that claim) must be severed from the arbitration and may be litigated in a civil court, while all remaining claims continue to be resolved through binding individual arbitration.

13. Miscellaneous Legal Provisions (Boilerplate)

13.1 Governing Law

This Agreement, and all disputes arising directly or indirectly out of your use of the Platform, shall be governed by, construed, and enforced in accordance with the laws of the State of Florida, United States of America, without regard to its conflicts of law principles.

13.3 Global Sanctions and Export Trade Compliance

The Platform's services are subject to international trade and economic sanctions. By using the Platform, you represent and warrant that:

• You are not located in, a resident of, or a citizen of any country subject to comprehensive US, UK, or EU economic sanctions.
• You are not listed on any government restricted-party list (e.g., the US Specially Designated Nationals list).
• You will not make Platform assets available to any sanctioned individual or utilize the services for any prohibited military or proliferation purposes.

13.4 No Partnership or Agency Relationship

Nothing in this Agreement shall be interpreted as establishing a partnership, joint venture, employment relationship, or general agency between you and the Operator. Neither party has the authority to bind the other. However, you acknowledge that the Operator acts as a limited, designated payment agent for the Authors for the sole, restricted purpose of receiving transaction payments from buyers on the Author's behalf.

13.5 Unilateral Amendments to the Agreement

The Operator reserves the right to modify, amend, or rewrite this Agreement (and any referenced policies) at any time. We will publish the updated version on our website and adjust the "Last Revised" date. If an amendment materially and adversely affects your legal rights, we will provide you with reasonable prior notice. Your continued use of the Platform after the effective date of any modification constitutes your binding acceptance of the revised terms. If you do not agree to the updates, your sole remedy is to stop accessing the Platform.

13.6 Changes to Platform Scope and Features

We reserve the right to add, modify, suspend, or permanently discontinue any feature, functionality, category, or database of the Platform at any time, with or without prior notice to you, and without incurring any liability.

13.7 Assignment and Transferability

You are strictly prohibited from transferring, delegating, or assigning this Agreement, or any of your rights and obligations hereunder, without the express prior written consent of the Operator. The Operator may freely assign or transfer its rights and obligations under this Agreement, in whole or in part, to any subsidiary, affiliate, or successor entity (by merger, acquisition, or asset sale) at any time, without your consent or prior notice.

13.8 Entire Agreement

This Agreement, along with the Author Terms (for Sellers) and the Privacy Policy, represents the entire and exclusive agreement between you and the Operator concerning the Platform. It completely supersedes and replaces all prior or contemporaneous verbal or written agreements, proposals, representations, negotiations, or drafts on the subject matter. The English version of this Agreement shall be the sole legally controlling version.

13.9 Severability of Provisions

If any individual provision, paragraph, or clause of this Agreement is held to be invalid, illegal, or unenforceable by an arbitrator or court of competent jurisdiction, such finding will not affect the validity or enforceability of any other provision, which shall remain in full force and effect. The invalid clause shall be modified to the minimum extent necessary to make it valid and enforceable, while preserving its original commercial intent.

13.10 No Implied Waiver

A failure or delay by the Operator to enforce any right, power, or provision under this Agreement does not constitute a waiver of that right, nor does it prevent the Operator from enforcing that exact provision, or any other provision, in the future.