FlightSim.asia Vendors Agreement

(Payware Vendors) — 19 July 2026

This Vendor Agreement (“Agreement”) is between FlightSim Asia Pte. Ltd., a private limited company registered in Singapore (UEN 202539554H) (“we”, “us”, “our”, the “Platform”), and you, as a Vendor of Payware Items on FlightSim.asia. It supplements our Terms of Use and applies whenever you list or sell a Payware Item.

1. Definitions

1. “Platform” means FlightSim.asia, operated by FlightSim Asia Pte. Ltd. (“we”, “us”, “our”).
2. “Vendor” (“you”) means a person or entity approved to list Payware Items for sale on the Platform.
3. “Payware Item” means content offered for sale by a Vendor through the Platform, including add-ons, aircraft, sceneries, liveries, tools, and other digital content.
4. “Freeware Item” means content submitted without charge under the general Terms of Use.
5. “Customer” means a person who purchases a Payware Item.
6. “List Price” means the base price you set for a Payware Item, before any regional pricing adjustment under Section 6.
7. “Sale Price” means the amount actually paid by a Customer for a Payware Item in a given transaction, which may vary by region under Section 6, inclusive of any tax we collect. It is not the same as your List Price.
8. “Platform Fee” means our commission on each sale, as set out in Appendix A or otherwise notified to you under Section 7.
9. “Net Proceeds” means the Sale Price, less the Platform Fee, less payment processing costs, and less any tax we remit, payable to you as royalty under Section 5.
10. “Payment Facilitator” (“Payfac”) means a licensed third-party payment processing partner we use to process Payware transactions and issue Payouts. We currently use Stripe Connect for this purpose, and may add, change, or use more than one Payment Facilitator over time.
11. “Payfac Account” means the connected or sub-merchant account you establish with a Payment Facilitator (for example, a Stripe Connect account) to receive Payouts.
12. “Payout” means a payment of Net Proceeds we make to you via a Payment Facilitator.

2. Eligibility & Onboarding

1. You must be at least 18 years old and legally able to enter a binding contract to become a Vendor. This is a stricter requirement than the general Terms of Use, which permit account holders as young as 13 (with parental permission under 18); it applies specifically to selling Payware.
2. You must complete the identity verification requirements of the Payment Facilitator we use for your account, and keep your Payfac Account in good standing throughout your time as a Vendor.
3. You must own, or hold a written licence sufficient to grant, all rights necessary to sell each Payware Item you list.
4. We may accept or decline any application to become a Vendor, and may suspend or revoke Vendor status, at our discretion.
5. We may use more than one Payment Facilitator, or change which Payment Facilitator handles your account, at our discretion. If this happens, you may need to complete new verification steps before Payouts resume.

3. Relationship to the Terms of Use

1. This Agreement supplements, and forms part of, our Terms of Use. Where this Agreement conflicts with the Terms of Use in relation to Payware Items, this Agreement governs.
2. For the avoidance of doubt, the restriction in the Terms of Use against collecting fees for submitted content does not apply to Payware Items listed under this Agreement.

4. Sale Structure & Seller of Record

1. In respect of Payware Items, the Platform sells to the Customer as merchant of record, in our own name, through a Payment Facilitator.
2. You are not a party to the sale contract between us and the Customer. In consideration for the licence granted under Section 5, we pay you Net Proceeds as a royalty for each sale of your Payware Item(s).
3. We are responsible for processing payment from, and (subject to Section 9) issuing refunds to, Customers. You must not independently collect payment from, or issue refunds to, Customers in connection with a Payware Item listed on the Platform.

5. Licence Grant for Payware Content

1. You grant us a non-exclusive, worldwide, royalty-bearing (to you) licence to reproduce, host, distribute, publicly display, and sell each Payware Item you list, and to prepare reasonable excerpts, screenshots, and thumbnails of it for marketing and promotional purposes.
2. Unlike Freeware Items submitted under the Terms of Use, this licence does not permit us to remix or transform your Payware Item, beyond preparing the excerpts described above, without your separate written consent.
3. You retain ownership of your Payware Item. Removing it from sale ends our right to sell it going forward, but does not affect the rights already granted to Customers who purchased it beforehand.
4. This licence ends when the Payware Item is removed from sale and your Vendor status ends, except as needed to continue serving Customers who already purchased it.

6. Pricing

1. You set a List Price for each Payware Item, subject to any minimum or maximum we may publish from time to time.
2. We support regional pricing across markets and currencies. Unless you choose otherwise, each Payware Item defaults to:
   1. (a) Recommended adjustments — we apply our published regional price adjustments per market.
   You may instead select, per Payware Item:
   1. (b) Custom adjustments — you set your own regional price adjustments, per market/currency, using the table we provide.
   2. (c) Opt-out — no regional adjustment is applied, and Customers are shown and charged a straight currency conversion of your List Price into their local currency (a “Currency-Localised Price”), with no regional discount or premium.
3. Where option (a) or (b) applies, the amount charged to a Customer in a given market (the “Regional Price”) may be higher or lower than a direct currency conversion of your List Price.
4. Regardless of which option applies, the Sale Price used to calculate your Net Proceeds under Section 7 is the amount actually paid by the Customer in that transaction — the Regional Price or Currency-Localised Price, as applicable — and not your List Price.
5. You may change your List Price, or switch between options (a), (b), and (c), at any time; changes apply to sales made after the change. Unless you have selected options (b) or (c), updates we make to our recommended regional adjustments apply automatically to future sales.

7. Platform Fee

1. The Platform Fee is 15%of the Sale Price — that is, calculated on the amount actually paid by the Customer in each transaction under Section 6, not on your List Price — excluding tax we collect and remit. It is applied uniformly across Vendors and Payware Items, unless we notify you of a different rate for your account under Section 14 (Promotions & Discounts).
2. We may change the standard Platform Fee for future sales with reasonable written notice. Changes do not apply retroactively to completed sales.

8. Payouts

1. We pay Net Proceeds to your Payfac Account on a rolling basis, following the standard automatic payout schedule the Payment Facilitator offers for your account's country (for Stripe Connect, this is typically daily, after an initial payout delay for new accounts). We may configure a different cadence — for example, weekly or monthly — for some or all Vendors, and may change the payout schedule with reasonable notice.
2. We do not currently apply a minimum payout threshold. If we introduce one in future, we will update this Agreement and notify you in advance.
3. Where sales of a Payware Item occur in more than one currency (for example, due to regional pricing under Section 6), the Platform Fee is deducted per transaction in the currency of that sale. The resulting amounts are converted to your settlement currency — the currency configured for your Payfac Account, generally based on your account's home country — at the prevailing exchange rate used by the Payment Facilitator at the time of Payout, unless the Payment Facilitator supports holding and paying out balances in additional currencies without conversion.
4. You are responsible for keeping your Payfac Account details accurate and up to date. We are not liable for a failed or misdirected Payout caused by outdated or incorrect account details.

9. Refunds & Chargebacks

1. As merchant of record, we determine our refund policy toward Customers. Our default position is that sales are final, except where we decide in our discretion to issue a refund, or where applicable law requires one.
2. Where a Customer has a statutory right to a refund (for example, a cooling-off or withdrawal right for digital content under EU or UK consumer law), we will honour that right, and may require Customers to acknowledge immediate access and waive that right at the point of purchase where permitted by law, so that such rights remain the exception rather than the default.
3. We may deduct the amount of any refund or chargeback relating to your Payware Item — calculated in the currency of the original transaction — from your Net Proceeds or a future Payout.

10. Taxes

1. Where required, we are responsible for determining, collecting, and remitting applicable sales tax, VAT, or GST on the sale to the Customer.
2. You are solely responsible for any tax arising on the Net Proceeds you receive, including income tax in your jurisdiction. You must provide accurate tax information as required for your Payfac Account.
3. We may issue payout statements to help you account for Net Proceeds received, but nothing in this Agreement constitutes tax advice, and we do not act as your tax agent.

11. Vendor Warranties & Indemnity

1. You warrant that you own, or hold sufficient rights to, each Payware Item you list, and that it does not infringe any third party's intellectual property or other rights.
2. We recognise that some Payware Items (for example, liveries) may reference real-world liveries, airlines, or aircraft types by way of accurate representation; this warranty concerns your rights to distribute the specific files you upload, not general references of that kind.
3. You will indemnify us against claims, losses, and reasonable costs arising from a breach of this warranty.
4. If we receive a credible third-party rights claim against a Payware Item, we may remove it from sale and withhold related Payouts while we investigate, without that action being a breach of this Agreement.

12. Prohibited Conduct

1. You must not distribute keys, cracks, or workarounds that let Customers bypass payment for a Payware Item.
2. You must not solicit Customers to purchase a Payware Item outside the Platform in order to avoid the Platform Fee.
3. You must not inflate sales, reviews, or ratings for a Payware Item by any artificial means, including self-purchase.
4. You must not upload content containing malware, or that misrepresents what a Customer is purchasing.

13. Listing Standards & Moderation

1. We may set, and update, listing requirements (such as required screenshots, compatibility information, and description standards) for Payware Items.
2. We may decline to list, or remove, a Payware Item at our discretion, including for quality, compatibility, or policy reasons, or in response to a rights claim under Section 11.
3. We may feature or promote your Payware Item (for example, on the homepage, in newsletters, or on social media) using the marketing materials described in Section 5.

14. Promotions & Discounts

1. We may, from time to time, offer promotional incentives to Vendors, including reduced or waived Platform Fees for a defined group of Vendors or period of time.
2. The terms of a specific promotion will be described in writing (for example, by email or in your Vendor dashboard) at the time it is offered, and those terms govern that promotion. This Section does not itself entitle you to any specific promotion.

15. Term & Termination

1. This Agreement takes effect when you are approved as a Vendor and continues until ended under this Section.
2. You may stop selling Payware Items, or ask to end your Vendor status, at any time; this does not affect sales already completed.
3. We may suspend or end your Vendor status at our discretion, including for breach of this Agreement or the Terms of Use, with or without notice depending on severity.
4. Sections 5(c), 9, 10, 11, and 18 survive the end of this Agreement.

16. Relationship of the Parties

1. You act as an independent Vendor, not as our employee, partner, agent, or joint venturer, except as expressly needed to give effect to Section 4 (Sale Structure & Seller of Record).

17. Changes to This Agreement

1. We may update this Agreement from time to time and will give you written notice to your registered e-mail address, consistent with our Terms of Use.
2. Continuing to list or sell Payware Items after an update takes effect constitutes acceptance of the update.

18. Governing Law & Disputes

1. This Agreement is governed by the laws of Singapore, consistent with our Terms of Use.
2. Should any part of this Agreement be found legally void, the remaining parts remain in force.