UPSILANDS

Terms of Service

1. Applicability of these Terms

These Terms of Service (“Terms”) apply to all projects, commissions, and services provided by upsiLands (sole proprietorship based in Furtwangen, Germany).

By commissioning, purchasing, or otherwise engaging in any services from upsiLands, the Client (“you”) agrees to be bound by these Terms.

Any separate written agreements (e.g., project-specific contracts) may override individual parts of these Terms, but unless explicitly stated otherwise, these Terms remain in full effect.

2. Services Provided

upsiLands provides development and creative services primarily focused on the Roblox platform, including but not limited to:

  • Scripting and programming of game systems
  • Creation and integration of in-game assets (e.g., UI, modules, tools)
  • Game design consulting and technical support

All services are defined and agreed upon with the Client before project start.

upsiLands does not guarantee the success of a game, commercial results, or performance beyond the agreed scope. Any additional requests or changes outside the initial agreement may require separate compensation.

3. Payments

  1. Payment Methods
    Accepted payment methods include:
    • Bank transfer in EU
    • PayPal
    • Stripe
    • Wise
    • Roblox Robux (converted at the official DevEx rate at the time of payment)
  2. Payment Models
    • Full Upfront: Required when services involve environments or assets to which the Client has direct access.
    • Partial Upfront (50/50): 50% before the project begins, 50% upon delivery. Available at upsiLands’ discretion depending on the Client’s trustworthiness and project scope.
    • Upon Completion: Payment only after delivery is accepted only if the Client has no access to the deliverables before full payment. For large projects, upsiLands may request Proof of Funds before starting work.
  3. Payment Obligations
    • Regardless of payment model, the Client is obligated to pay the full agreed amount once the project has started.
    • Refunds are not provided except in cases where upsiLands fails to deliver the agreed scope of work.
    • Late or failed payments give upsiLands the right to withhold, revoke, or disable delivered work.
  4. Currency & Fees
    • All payments are calculated in EUR (€). If another currency or Robux is used, conversions are based on the official DevEx rate or the conversion rate of the chosen payment processor at the time of payment.
    • Any transfer fees, PayPal/Stripe/Wise fees, or currency conversion costs are borne by the Client.
  5. Ownership & Access
    • Deliverables remain the sole property of upsiLands until full payment has been received.
    • If payment is not completed, the Client has no rights to use, modify, or publish the work.

4. Ownership & Rights

  1. Ownership Transfer
    • All deliverables remain the property of upsiLands until full payment is received.
    • Upon full payment, the Client receives the right to use, develop, or resell the deliverables, subject to the conditions below.
  2. Attribution & Resale
    • Any resale or redistribution of deliverables requires clear credit to upsiLands.
    • The Client must notify upsiLands prior to any resale. If no notification is given, it will be assumed that no resale rights are granted.
    • Unauthorized resale without attribution or notification is considered a breach of these Terms.
  3. Scope Changes & Project Termination
    • If the project scope changes substantially beyond the original agreement, upsiLands reserves the right to terminate the project immediately without obligation to refund the Client.
    • Scope changes may be handled by creating a new commission or applying an upcharge, at the sole discretion of upsiLands.
  4. Professional Conduct
    • If the Client acts unprofessionally, disrespectfully, or in bad faith, upsiLands reserves the right to terminate the commission at any time without refund obligations.
  5. Collaboration with Other Developers
    • By default, commissions are executed solely by upsiLands.
    • If the Client requests collaboration with additional developers, this requires:
      • A 50% upcharge on the agreed price
      • A minimum project value of €100
    • If upsiLands is placed into collaboration without prior notice, the commission may be terminated immediately.
  6. Independence of Pricing
    • upsiLands is not responsible for any influence its pricing may have on the market or on other developers’ rates.
  7. Right to Revoke Access
    • In the event of breach of these Terms (e.g., unauthorized resale, non-payment, or misconduct), upsiLands may revoke, disable, or otherwise restrict access to delivered work.

5. Liability & Warranties

  1. No Guarantee of Results
    • upsiLands provides services to the best of its ability but does not guarantee any specific outcomes, such as commercial success, player engagement, or performance of the Client’s project.
  2. Post-Delivery Modifications
    • Once deliverables are provided, any modifications made by the Client or third parties are at the Client’s own risk.
    • upsiLands is not liable for errors, bugs, or issues that arise from modifications not performed by upsiLands.
  3. Documentation & Instructions
    • If the Client requires documentation, tutorials, or setup instructions for deliverables, this must be agreed upon before final payment.
    • Any requests for documentation after delivery may be subject to additional charges.
  4. Limitation of Liability
    • upsiLands is not liable for indirect damages, loss of profit, or business interruption caused by the use of delivered work.
    • Liability is limited to the amount paid by the Client for the specific project.

6. Termination & Dispute Resolution

  1. Right to Terminate by upsiLands
    • upsiLands reserves the right to terminate any commission or project immediately if:
      • The Client breaches these Terms (e.g., non-payment, unauthorized resale, unprofessional behavior).
      • The project scope changes substantially without mutual agreement.
      • The Client fails to provide necessary information, communication, or resources.
    • In such cases, upsiLands has no obligation to refund payments already received.
  2. Right to Terminate by Client
    • The Client may terminate a project at any time.
    • However, the Client remains responsible for payment of all work completed up to the termination date.
  3. Effect of Termination
    • Upon termination, the Client loses any rights to use, publish, or redistribute deliverables unless full payment has been made.
    • If termination occurs before full payment, upsiLands may revoke or disable access to all deliverables.
  4. Dispute Resolution
    • In case of disputes, both parties agree to attempt good-faith resolution through direct communication first.
    • If no resolution is reached, disputes shall be handled under German law.
    • Place of jurisdiction is Villingen-Schwenningen, Germany.

7. Miscellaneous & Final Provisions

  1. Governing Law
    • These Terms are governed by the laws of Germany.
  2. Community Investigations
    • Any disputes or claims must be addressed directly between upsiLands and the Client.
    • The Client agrees not to initiate or participate in external “scam investigations” or reports (including but not limited to HiddenDevs, RoDevs, or other online communities) without first attempting direct resolution with upsiLands.
    • Public accusations without prior direct resolution are considered a breach of these Terms.
  3. Amendments
    • upsiLands may update these Terms at any time. Updated Terms will apply to all future projects after publication.
  4. Severability
    • If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions remain in full effect.
  5. Entire Agreement
    • These Terms constitute the entire agreement between upsiLands and the Client, superseding any prior verbal or written agreements unless explicitly stated otherwise.