Welcome to Sociala!

These Terms of Use (the “Terms”) govern your access to and use of the AI-Powered Personalized Learning platform integrated with Content Monetisation on Social Networks where fans can support and engage with creators and educators, entitled “Sociala” (the “Platform”).The Platform is owned and operated bySociala Inc., a Delaware corporation (“Sociala,” “we” or “us”). Please read these Terms carefully before accessing or using the Platform.

1. Acceptance of the Terms of Use

By accessing or using the Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms or the Privacy Policy, you may not access or use the Platform.

2. Description of the Platform

The Platform offers a multifaceted experience, integrating social networking capabilities, educational resources, and opportunities for content creators to monetize their creations. This includes interactive features, educational content, and tools for content creators to engage with their audience and generate revenue.

3. General Conditions

You agree not to misuse the Platform, including by interfering with its normal operation or accessing it using a method other than the interface and instructions we provide. You may use the Platform only as permitted by law and these Terms. Any breach of these Terms may result in termination of your access to the Platform.

4. Data Privacy and Security

We are committed to protecting the security, confidentiality, and integrity of your data. We employ appropriate safeguards to achieve this, including encryption of data transmission where applicable. By using the Platform, you consent to our access to your account information for service-related purposes, as outlined in our Privacy Policy. You are responsible for the security of your data on the Platform and must comply with all applicable laws regarding data collection, security, and dissemination.

5. Eligibility

You must be at least 13 years old to use the Platform. By using the Platform, you represent and warrant that you are at least 13 years old and that you have the legal capacity to enter into these Terms. If you are under 18 years old, you must have parental consent to use the Platform.

6. Account Registration

To access certain features of the Platform, you may be required to create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your account. You agree to accept responsibility for all activities that occur under your account or password.

7. Content

You are solely responsible for the content that you post, upload, share, or otherwise make available on the Platform (“User Content”). You agree not to post User Content that is unlawful, defamatory, obscene, offensive, or otherwise objectionable. You retain ownership of any intellectual property rights that you hold in your User Content, but by posting User Content on the Platform, you grant Sociala a non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content throughout the world in any media.

8. Prohibited Conduct

You agree not to:

• Use the Platform for any illegal purpose or in violation of any applicable laws;
• Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
• Interfere with or disrupt the operation of the Platform or servers or networks connected to the Platform;
• Attempt to gain unauthorized access to the Platform or any accounts, computer systems, or networks connected to the Platform;
• Collect or store personal data about other users of the Platform without their express consent; or
• Engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Platform.

9. Intellectual Property

The Platform contains HTML, applications, messages, text, files, images, photos, video, sounds, profiles, works of authorship and other content (collectively, “Content”) of Sociala or its licensors (“Sociala Content”). The Platform (including the Sociala Content) is protected by copyright, trademark, trade secret and other laws; and as between you and Sociala, Sociala owns and retains all rights in the Platform and the Sociala Content. Sociala hereby grants to you a limited, revocable, non-sublicensable license to access, display and perform the Sociala Content (excluding any computer code) solely for your personal, non-commercial use and solely as necessary to access and use the Platform. Except as expressly permitted by Sociala in these Terms or on the Platform, you may not copy, download, stream, capture, reproduce, duplicate, archive, upload, modify, translate, create derivative works based upon, publish, broadcast, transmit, retransmit, distribute, perform, display, sell or otherwise use or transfer any Sociala Content. You may not, either directly or through the use of any device, software, online resource or other means, remove, alter, bypass, avoid, interfere with or circumvent any copyright, trademark or other proprietary notice on the Sociala Content or any digital rights management mechanism, device, or other content protection or access control measure associated with the Sociala Content.The Platform and its original content, features, and functionality are owned by Sociala and are protected by international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You may not copy, reproduce, or distribute any material from the Platform without our prior written consent.

The trademarks, logos and service marks (“Marks”) displayed on the Platform are the property of Sociala or other third parties. You are not permitted to use these Marks without the prior written consent of Sociala or such third party.

10. Third-Party Services.

The Platform may make available, or third parties may provide, links to other webPlatforms, applications, resources, advertisements, Content or other products or services created, hosted or made available by third parties (“Third-Party Services”), and such third parties may use other third parties to provide portions of the Third-Party Service to you, such as technology, development or payment services. When you access or use a Third-Party Service, you are interacting with the applicable third party, not with Sociala, and you do so at your own risk. Sociala is not responsible for, and makes no warranties, express or implied, as to, the Third-Party Services or the providers of such Third-Party Services (including without limitation the accuracy or completeness of the information provided by such Third-Party Service or the privacy practices of any third party). Inclusion of any Third-Party Service or a link thereto on the Platform does not imply approval or endorsement of such Third-Party Service. Sociala is not responsible or liable for the Content or practices of any Third-Party Service or third party, even if such Third-Party Service links to, or is linked by, the Platform.

11. Compliance with Laws.

You represent that, in agreeing to, and performing under, these Terms, you are not violating, and will not violate, any governmental laws, rules, regulations or orders that are applicable to your use of the Platform (“Applicable Laws”). Without limiting the foregoing, you represent that, in connection with your performance under these Terms, you shall: (a) comply with Applicable Laws relating to anti-bribery and anti-corruption, which may include the US Foreign Corrupt Practices Act of 1977 and the UK Bribery Act 2010; (b) comply with Applicable Laws administered by the U.S. Commerce Bureau of Industry and Security, U.S. Treasury Office of Foreign Assets Control or other governmental entity imposing export controls and trade sanctions (“Export Laws”), including designating countries, entities and persons (“Sanctions Targets”); and (c) not directly or indirectly export, re-export or otherwise deliver any Platform software, content or services to a Sanctions Target, or broker, finance or otherwise facilitate any transaction in violation of any Export Laws. You represent that you are not a Sanctions Target or prohibited from receiving Platform software, content or services pursuant to these Terms under Applicable Laws, including Export Laws.

12. Termination

We may terminate or suspend your access to the Platform immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms. Upon termination, your right to use the Platform will immediately cease. All provisions of these Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

13. Term and Renewal

Your access to the Platform continues for the duration of your subscription. We reserve the right to modify or discontinue services and suspend or terminate accounts for violations of these Terms. We will make reasonable efforts to notify you of any changes.

14. Billing, Plans, and Payments

If you subscribe to any services on the Platform, you agree to pay all specified fees, which are non-refundable. We may modify billing rates with notice. Your subscription entitles you to access the Platform for the specified period, subject to compliance with these Terms.

15. Warranty Disclaimer

THE PLATFORM AND ALL CONTENT AND OTHER ITEMS MADE AVAILABLE BY SOCIALA ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. SOCIALA ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (i) ERRORS, MISTAKES OR INACCURACIES OF DATA OR INFORMATION POSTED, DISPLAYED, PUBLISHED OR MADE AVAILABLE FOR DOWNLOAD OR USE ON THE PLATFORM, (ii) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM USE OF THE PLATFORM, (iii) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PLATFORM, OR (IV) THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY NOT UNDER SOCIALA’S CONTROL.

16. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL SOCIALA, ITS AFFILIATES OR THEIR RESPECTIVE EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATING TO THE PLATFORM; AND (B) IN NO EVENT SHALL SOCIALA’S CUMULATIVE AND AGGREGATE LIABILITY UNDER THESE TERMS EXCEED TWO HUNDRED U.S. DOLLARS. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

17. Indemnification

You agree to defend, indemnify and hold harmless Sociala, its affiliates and their respective employees, contractors, agents, officers and directors from and against any and all claims, damages, obligations, losses, liabilities, costs, debt or expenses (including without limitation attorneys’ fees) arising out of or related to any claim, suit, action or proceeding by a third party arising out of or relating to your use of the Platform, breach of these Terms (including any Sociala policy referenced in these Terms), violation of law, or any Content that you post, upload or cause to interface with the Platform, or otherwise transfer, process, use or store in connection with the Platform.

18. Assignment

You may not assign, transfer or sublicense all or any of your rights or obligations under these Terms without Sociala’s express prior written consent. Sociala may assign, transfer or sublicense all or any of Sociala’s rights or obligations under these Terms without restriction.

19. Severability

If any provision of these Terms is held invalid or unenforceable, the remainder of these Terms shall continue in full force and effect.

20. Electronic Communications

When you visit the Platform or send emails to Sociala, you are communicating with Sociala electronically; and you consent to receive communications from Sociala electronically. Sociala will communicate with you by email or by posting notices on the Platform. You agree that all agreements, notices, disclosures and other communications that Sociala provides to you electronically satisfy any legal requirement that such communications be in writing.

21. Modifications

Sociala may modify these Terms at any time by posting a revised version on the Platform. By accessing the Platform, you agree to the latest version of these Terms.

22. Governing Law

This Agreement will be interpreted, construed and enforced in all respects in accordance with the laws of the State of Delaware without reference to its choice of law principles. Any legal action or proceeding arising under or relating to this Agreement shall be brought exclusively in the state or federal courts located in New Castle County, State of Delaware, USA, and the parties expressly consent to personal jurisdiction and venue in those courts.

23. Miscellaneous

These Terms constitute the complete and exclusive statement of the agreement between the parties and supersede all proposals, oral or written, and all other communications between the parties relating to the subject matter of these Terms. In the event any information posted on the Platform from time to time conflicts with any provision of these Terms, the applicable provision of these Terms shall control. Any terms and conditions of any other instrument issued by you in connection with these Terms which are in addition to, inconsistent with or different from these Terms shall be of no force or effect. These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and Sociala. The failure of Sociala to exercise or enforce any condition, term or provision of these Terms will not operate as a waiver of such condition, term or provision. Any waiver by Sociala of any condition, term or provision of these Terms shall not be construed as a waiver of any other condition, term or provision. You agree that a printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Sociala will not be responsible for failures to fulfill any obligations due to causes beyond its control. Non-English translations of these Terms are provided for convenience only. In the event of any ambiguity or conflict between translations, the English version is authoritative and controls.

By accessing or using the Platform, you agree to abide by these Terms. If you have any questions or concerns, please contact us at [email protected]. Thank you for using our Platform.