Sozie Terms of Service
Welcome, and thank you for your interest in Sosie Limited (“Sozie,” “we”, or “us”) and our website at www.sozie.com (the “Website”), along with our related mobile applications and other services provided by us (collectively with the Website, the “Service”). These Terms of Service are a legally binding contract between you and Sozie regarding your use of the Service. If you are a Website visitor or a prospective Content Creator, Seller, or Retailer (as defined below) then these Terms only apply to your use of the Website. To download, install, or otherwise access or use the rest of the Service you must register as a Content Creator, Seller, or Retailer as set forth in these Terms.
PLEASE READ THE FOLLOWING TERMS CAREFULLY:
ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 18, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU (OR, IF APPLICABLE, YOU ON BEHALF OF YOUR MINOR) AND SOZIE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.)
- Sozie Service Overview. Sozie is a community-generated on-demand content platform for Sellers and Retailers. Users can register to become content creators known as Sozies (“Content Creators”), who may choose to accept opportunities to create content about brands or products from our third-party partners (“Sellers”) and share this content with online retailers who sell those products (“Retailers”). In some cases, a Seller for a particular product may also be the Retailer for that product. Content Creators may be eligible to receive cashback on their purchases of Seller products and can also earn cash or other rewards for referring other users to become Content Creators.
- Eligibility. You must be at least 18 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old or are a parent or guardian accepting these Terms on behalf of yourself and Your Minor; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms. If you are a parent or guardian accepting these Terms on behalf of yourself and Your Minor: (i) you certify and represent that you have the full legal authority, on behalf of Your Minor, to grant the rights granted in these Terms and otherwise enter into and accept these Terms and (ii) you further acknowledge and agree that all references to “you” in these terms refer to both you and Your Minor.
- Accounts and Registration. You do not need to register for an account to access the Website, which you may use to review information about the Service, submit information for the sole purpose of learning more about the Service, and to register as a Content Creator, Seller, or Retailer. To access the rest of the Service, you must register for an account as a Content Creator, Seller, or Retailer. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. When you register, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you should immediately notify us at email@example.com. As a Seller or Retailer, your use of the Service (outside of solely accessing the Website) will be governed by separate terms which will be provided when you register as a Seller or Retailer.
Incentives. Content Creators may receive cashback or other
incentives for purchasing and creating User Content about Seller products.
Content Creators may also receive referral incentives for referring new
Content Creators to the Service (such referral incentives together with the
cashback incentives, “Incentives”). Sozie reserves the right to determine the form, amount and conditions of
the Incentives. Sozie will make reasonable efforts to keep such Incentive
information published on the Service up to date. We encourage you to check
our Service periodically for current Incentive information. Sozie, at its
sole discretion, may make promotional offers with different features and
different Incentives to any of Sozie’s users. These promotional offers,
unless made to you, will not apply to your use of the Services, referral of
other potential Sozie reviewers, or these Terms.
- Authorization. You authorize Sozie and its third-party payment processors to remit Incentives to the payment method specified in your account. Your use of any third-party payment processor to receive Incentives is governed by such third-party payment processor’s applicable terms of service, available upon registration. Third-party payment processors are not under Sozie’s control, and, to the fullest extent permitted by law, Sozie is not responsible for your use of any third-party payment processor.
- Limited License. Subject to your complete and ongoing compliance with these Terms, Sozie grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sub licensable, revocable license to: (a) install and use one object code copy of any mobile or other downloadable application associated with the Service (whether installed by you or pre-installed on your mobile device by the device manufacturer or a wireless telephone provider) on a mobile device that you own or control; and (b) access and use the Service.
- License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Service; (b) make modifications to the Service; or (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, then you may not use it.
- Feedback. We respect and appreciate the thoughts and comments from our users. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant Sozie an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.
- Ownership; Proprietary Rights. The Service is owned and operated by Sozie. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service provided by Sozie (“Materials”) are protected by intellectual property and other laws. All Materials included in the Service are the property of Sozie or its third-party licensors. Except as expressly authorized by Sozie, you may not make use of the Materials. There are no implied licenses in these Terms and Sozie reserves all rights to the Materials not granted expressly in these Terms.
- Third-Party Software. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third-Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third-Party Components under the applicable third-party licenses or to limit your use of Third-Party Components under those third-party licenses.
- User Content Generally. Certain features of the Service permit users to submit, upload, publish, broadcast, or otherwise transmit (“Post”) content to Seller and Retailer websites and applications through the Service, including reviews, photos, video or audio (including sound or voice recordings and musical recordings embodied in the video or audio), messages, images, folders, data, text, and any other works of authorship or other works (“User Content”). You retain any copyright and other proprietary rights that you may hold in the User Content that you Post to the Service, subject to the licenses granted in these Terms. As a Content Creator, you must accurately link or otherwise associate your User Content to the applicable Seller product.
- Limited License Grant to Sozie. By Posting User Content to or via the Service, you grant Sozie a worldwide, exclusive, irrevocable, royalty-free, fully paid right and license (with the right to sublicense through multiple tiers) to host, store, transfer, publicly display, publicly perform (including by means of a digital audio transmission), communicate to the public, reproduce, modify for the purpose of formatting for display, create derivative works as authorized in these Terms, and distribute your User Content, in whole or in part, in any media formats and through any media channels, in each instance whether now known or hereafter developed; provided that you may use and share your User Content for personal use as permitted by the Service or otherwise through any online platform or service. This license includes Sozie’s right to sublicense your User Content to Sellers and Retailers (including through third party intermediaries), who may choose to share your User Content through their own websites and applications. All of the rights you grant in these Terms are provided on a through-to-the-audience basis, meaning the owners or operators of external services will not have any separate liability to you or any other third party for User Content Posted or otherwise used on external services via the Service. You agree to pay all monies owing to any person or entity resulting from Posting your User Content and from Sozie’s exercise of the license set forth in this Section. If you Post a photograph or image of a minor child to the Service, you represent that you are the parent or legal guardian of the minor child and have all necessary permissions to Post such User Content. You agree and acknowledge that Sozie will have no mechanism to take down User Content which has been sublicensed to Sellers or Retailers, including any photograph or image of a minor child that you Post to the Service, and that you will need to direct any take-down requests to the relevant Seller or Retailer as applicable.
- Specific Rules for Photographs and Images. If you Post a photograph or image to the Service that includes one or more persons, you hereby grant such persons and their administrators, guardians, heirs, and trustees, if any, an irrevocable, perpetual, royalty free, fully paid-up, worldwide license to reproduce, distribute, and publicly display that photograph for personal use and through any online platform or service, including the Service, Facebook, Instagram, and Twitter, but not to promote any third-party product, good, or service. The license contained in this Section does not permit the subject of any photo or their administrators, guardians, heirs, or trustees to sell that image or photograph, whether on a standalone basis or as embodied in any product.
You Must Have Rights to the Content You Post; User Content
Representations and Warranties.
You must not Post User Content if you are not the owner of or are not
fully authorized to grant rights in all of the elements of that User
Content, including in all ambient music and underlying musical works
embodied in any sound recording. Sozie disclaims any and all liability
in connection with User Content. You are solely responsible for your
User Content and the consequences of providing User Content via the
Service. By providing User Content via the Service, you affirm,
represent, and warrant to us that:
a. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Sozie and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by Sozie, the Service, and these Terms;
b. your User Content must depict only yourself, as the Content Creator, or, if you are agreeing to these Terms on behalf of Your Minor, that minor dependent child;
c. your User Content, and the Posting or other use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, misappropriate, or otherwise breach any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property, contract, or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Sozie to violate any law or regulation or require us to obtain any further licenses from or pay any royalties, fees, compensation or other amounts or provide any attribution to any third parties; and
d. your User Content could not be deemed by a reasonable person to be objectionable, violent, discriminatory, unlawful, infringing, profane, indecent, pornographic, sexually suggestive harassing, threatening, embarrassing, hateful, or otherwise inappropriate, including nudity, partial nudity, or sexual content such as content depicting genitals, fully-nude buttocks, or female-identified nipples. We have a zero-tolerance policy against sharing nudity or sexual content.
- User Content Disclaimer. We are under no obligation to edit or control User Content that you or other users Post and will not be in any way responsible or liable for User Content. Sozie may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms, is alleged to violate the rights of third parties, or is otherwise objectionable, and Sellers and Retailers (or third party intermediaries) may also do so. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Sozie with respect to User Content, including User Content of others.
- Text Messaging. You agree that Sozie and those acting on our behalf may send you text (SMS) messages at the phone number you provide us. These messages may include operational messages about your use of the Service, as well as marketing messages. Text messages may be sent using an automatic system. Standard data and message rates may apply whenever you send or receive such messages, as specified by your carrier. IF YOU WISH TO OPT OUT OF MARKETING TEXT MESSAGES FROM SOZIE, YOU CAN EMAIL CONTACT@SOZIE.COM OR TEXT THE WORD “STOP” TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES. IF YOU WISH TO OPT OUT OF ALL TEXT MESSAGES FROM SOZIE, YOU CAN EMAIL CONTACT@SOZIE.COM OR TEXT THE WORD “STOPALL” TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES, HOWEVER YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL MESSAGES MAY IMPACT YOUR USE OF THE SERVICE. You may continue to receive text messages for a short period while we process your request, including a message confirming the receipt of your opt-out request. Your agreement to receive marketing texts is not a condition of any purchase on or use of the Service.
- Push Notifications. When you install our app on your mobile device, you agree to receive push notifications, which are messages an app sends you on your mobile device when you are not in the app. You can turn off notifications by visiting your mobile device’s “settings” page.
- Email. We may send you emails concerning our products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.
Prohibited Conduct; Community Guidelines.
BY USING THE SERVICE, YOU AGREE NOT TO:
a. use the Service for any illegal purpose or in violation of any local, state, national, or international law;
b. use the Service to publish any private or confidential information, including, without limitation, your or any other person's credit card information, social security or alternate national identity numbers, non-public phone numbers or non-public email addresses;
c. spam, defame, stalk, abuse, impersonate, intimidate, harass, threaten, demean, embarrass, bully, or otherwise harm any other user of the Service;
d. violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;
e. access, search, or otherwise use any portion of the Service through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by Sozie;
f. interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use, printing or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
g. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service; or (v) soliciting, collecting, or using the login credentials of another user;
h. perform any fraudulent activity including impersonating any person or entity, creating an account for anyone other than yourself, claiming a false affiliation or identity, accessing any other Service account without permission, falsifying your age or date of birth, or creating an account through unauthorized means including but not limited to by using an automated device, script, bot, sider, crawler or scraper;
i. sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 6) or any right or ability to view, access, or use any Materials; or
j. attempt to do any of the acts described in this Section 10.1 or assist or permit any person in engaging in any of the acts described in this Section 10.1.
- Community Guidelines. Your use of the Service must at all times be in compliance with our Community Guidelines. The Community Guidelines are incorporated by this reference into, and made a part of, these Terms.
- BY USING THE SERVICE, YOU AGREE NOT TO:
- Disclosure Requirements. In the United States, you, as testing program participants, are required by law to disclose that you have received an incentive for product testing purposes in all reviews, social media posts, videos and blogs as specified below. If Sozie becomes aware that you are not in compliance with federal law or regulatory guidance, including the Federal Trade Commission’s (“FTC”) Endorsement Guidelines, we may suspend or terminate your account without notice.
- Disclosure Guidelines. Sozie automatically appends the suggested line “I received an incentive to write this review” or other designations to identify the review of a product as incentivized to all reviews you create through our mobile application. You are legally required to disclose whether you have any financial, employment, family, or personal relationship with the brand or product that is being reviewed. Only submit content for products that you have actually purchased, tried, or used, and always be honest and truthful in your reviews. We strongly encourage you to review and stay up-to-date with the FTC’s Endorsement Guidelines and related materials, available at this link, to make sure you fully comply with their requirements.
Re-shared Content. If you choose to share your User
Content or otherwise comment on the reviewed products on any third-party
platform including but not limited to Facebook, Instagram, Pinterest,
TikTok, Snapchat, Twitter, or a personal blog, you must always comply
with the FTC Endorsement Guidelines’ disclosure requirements. You should
include one of the following phrases:
a. I received an incentive for my honest review of this product, thanks @Sozie and @< brand >!
b. I received cash back for my honest review of this product, thanks @Sozie and @< brand >!
c. I received cash back from @Sozie for trying this @< brand > product and sharing my honest review.
d. I tried this @< brand > product and got cash back courtesy of @Sozie and now I'm going to share my honest review!
- Disclaimer of Liability for Non-compliance. Sozie provides suggested language for your FTC compliance for informational purposes only. Nothing in these Terms is intended to be or should be interpreted as legal advice. You are solely responsible for your regulatory compliance, including with the FTC Endorsement Guidelines, and Sozie expressly disclaims liability for, and you agree to indemnify Sozie for, any noncompliance or alleged noncompliance with the regulatory requirements or FTC rules.
Intellectual Property Rights Protection
- Respect of Third-Party Rights. Sozie respects the intellectual property rights of others, takes the protection of intellectual property rights very seriously, and asks users of the Service to do the same. Infringing activity will not be tolerated on or through the Service.
- DMCA Notification. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. § 512, as amended). If you have an intellectual property rights-related complaint about any material on the Service, you may contact our Designated Agent at the following address:
Procedure for Reporting Claimed Infringement. If you
believe that any content made available on or through the Service has
been used or exploited in a manner that infringes an intellectual
property right you own or control, then please promptly send a written
“Notification of Claimed Infringement” to the Designated
Agent identified above containing the following information:
a. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
b. a description of the copyrighted work or other intellectual property right that you claim has been infringed;
c. a description of the material that you claim is infringing and where it is located on the Service;
d. your address, telephone number, and email address;
e. a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright or other intellectual property right owner, its agent, or the law; and
f. a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or other intellectual property right owner or authorized to act on the copyright or intellectual property owner’s behalf.
Your Notification of Claimed Infringement may be shared by Sozie with the user alleged to have infringed a right you own or control as well as with the operators of publicly available databases that track notifications of claimed infringement, and you consent to Sozie making such disclosures. You should consult with your own lawyer or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.
- Repeat Infringers. Sozie’s policy is to: (a) remove or disable access to material that Sozie believes in good faith, upon notice from an intellectual property rights owner or authorized agent, is infringing the intellectual property rights of a third party by being made available through the Service; and (b) in appropriate circumstances, to terminate the accounts of and block access to the Service by any user who repeatedly or egregiously infringes other people’s copyright or other intellectual property rights. Sozie will terminate the accounts of users that are determined by Sozie to be repeat infringers. Sozie reserves the right, however, to suspend or terminate accounts of users in our sole discretion.
Counter Notification. If you receive a notification
from Sozie that material made available by you on or through the Service
has been the subject of a Notification of Claimed Infringement, then you
will have the right to provide Sozie with what is called a
“Counter Notification”. To be effective, a Counter
Notification must be in writing, provided to Sozie’s Designated Agent
through one of the methods identified in Section 12.2, and include
substantially the following information:
a. your physical or electronic signature;
b. identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
c. a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
d. your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if you are residing outside of the United States, then for any judicial district in which Sozie may be found, and that you will accept service of process from the person who provided notification under Section 12.2 above or an agent of that person.
A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. § 512 to confirm the party’s obligations to provide a valid counter notification under the Copyright Act.
- Reposting of Content Subject to a Counter Notification. If you submit a Counter Notification to Sozie in response to a Notification of Claimed Infringement, then Sozie will promptly provide the person who provided the Notification of Claimed Infringement with a copy of your Counter Notification and inform that person that Sozie will replace the removed User Content or cease disabling access to it in 10 business days, and Sozie will replace the removed User Content and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the Counter Notification, unless Sozie’s Designated Agent receives notice from the party that submitted the Notification of Claimed Infringement that such person has filed an action seeking a court order to restrain the user from engaging in infringing activity relating to the material on Sozie’s system or network.
- False Notifications of Claimed Infringement or Counter Notifications. The Copyright Act provides at 17 U.S.C. § 512(f) that: “[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, will be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright owner or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of Sozie relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.” Sozie reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.
Attn: Legal Department (IP Notification)
85 Great Portland Street, First Floor
London, United Kingdom
- Modification of Terms. We may, from time to time, change these Terms. Please check these Terms periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. We may require that you accept modified Terms in order to continue to use the Service. If you do not agree to the modified Terms, then you should discontinue your use of the Service and remove all User Content. Except as expressly permitted in this Section 13, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.
Term, Termination, and Modification of the Service
- Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated as described in Section 14.2.
- Termination. If you violate any provision of these Terms, then your authorization to access the Service and these Terms automatically terminate. In addition, Sozie may, at its sole discretion, terminate these Terms or your account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. You may terminate your account and these Terms at any time by emailing firstname.lastname@example.org. A termination request will be replied to for confirmation and Sozie will remove your User Content and data as a matter of priority as soon as it is operationally feasible for us to do so and no later than 7 days counting from the day after deactivation confirmation is received. Deactivation of your account means that your data and User Content will no longer be accessible to you through your account, or within the Service. However, your data and User Content may persist wherever it is used by a Seller or Retailer. You acknowledge and agree that Sozie has no responsibility or liability as it relates to Sellers’ and Retailers’ continued use of User Content after the term of these Terms or deactivation of your account.
- Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; and (c) Sections 5.3, 6, 14.3, 15, 16, 17, 18, and 19 will survive. You are solely responsible for retaining copies of any User Content you Post to the Service since upon termination of your account, you may lose access rights to any User Content you Posted to the Service. If your account has been terminated for a breach of these Terms, then you are prohibited from creating a new account on the Service using a different name, email address or other forms of account verification.
- Modification of the Service. Sozie reserves the right to modify or discontinue all or any portion of the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. Sozie will have no liability for any change to the Service, including any paid-for functionalities of the Service, or any suspension or termination of your access to or use of the Service. You should retain copies of any User Content you Post to the Service so that you have permanent copies in the event the Service is modified in such a way that you lose access to User Content you Posted to the Service.
- Indemnity. To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Sozie, its affiliates and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the “Sozie Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with: (1) your unauthorized use of, or misuse of, the Service; (2) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (3) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (4) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
Disclaimers;No Warranties by Sozie
- THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. SOZIE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. SOZIE DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND SOZIE DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR SOZIE ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE SOZIE ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.
- THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 16 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Sozie does not disclaim any warranty or other right that Sozie is prohibited from disclaiming under applicable law.
Limitation of Liability
- To the fullest extent permitted by law, in no event will the sozie entities be liable to you for any indirect, incidental, special, consequential or punitive damages (including damages for loss of profits, goodwill, or any other intangible loss) arising out of or relating to your access to or use of, or your inability to access or use, the service or any materials or content on the service, whether based on warranty, contract, tort (including negligence), statute, or any other legal theory, and whether or not any sozie entity has been informed of the possibility of damage.
- Except as provided in sections 18.5 and 18.6 and to the fullest extent permitted by law, the aggregate liability of the sozie entities to you for all claims arising out of or relating to the use of or any inability to use any portion of the service or otherwise under these terms, whether in contract, tort, or otherwise, is limited to the greater of: (a) the amount you have paid to sozie for access to and use of the service in the 12 months prior to the event or circumstance giving rise to the claim and (b) US$100.
- In no event will the sozie entities be liable to you for any actions taken by retailers, including actions taken by retailers in connection with or as a result of your use of the services or purchase of products for the purpose of creating user content on the service. you are solely responsible for your own compliance with retailers’ policies, including policies regarding returns of products.
- Each provision of these terms that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is intended to and does allocate the risks between the parties under these terms. this allocation is an essential element of the basis of the bargain between the parties. each of these provisions is severable and independent of all other provisions of these terms. the limitations in this section 17 will apply even if any limited remedy fails of its essential purpose.
Dispute Resolution and Arbitration
- Generally. Except as described in Section 18.2 and 18.3, you (or, if applicable, you, on behalf of Your Minor) and Sozie agree that every dispute arising in connection with these Terms, the Service, or communications from us will be resolved through binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury, is less formal than a court proceeding, may allow for more limited discovery than in court, and is subject to very limited review by courts. This agreement to arbitrate disputes includes all claims whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. Any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement will be resolved by the arbitrator.
- Exceptions. Although we are agreeing to arbitrate most disputes between us, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
- Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 18 within 30 days after the date that you agree to these Terms by sending a letter to Sosie Limited, Attention: Legal Department – Arbitration Opt-Out, 85 Great Portland Street, First Floor, London, United Kingdom that specifies: your full legal name, the email address associated with your account on the Service, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once Sozie receives your Opt-Out Notice, this Section 18 will be void and any action arising out of these Terms will be resolved as set forth in Section 19.2. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
- Arbitrator. This arbitration agreement, and any arbitration between us, is subject the Federal Arbitration Act and will be administered by the American Arbitration Association (“JAMS”) under its Consumer Arbitration Rules (collectively, “JAMS Rules”) as modified by these Terms. The JAMS Rules and filing forms are available online at www.adr.org, by calling the JAMS at +1-800-778-7879, or by contacting Sozie.
- Notice of Arbitration; Process. Before initiating arbitration, a party must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Sozie’s address for Notice of Arbitration is: Sosie Limited, 85 Great Portland Street, First Floor, London, United Kingdom. The Notice of Arbitration must: (a) identify the name or account number of the party making the claim; (b) the nature and basis of the claim or dispute; and (c) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Sozie may commence an arbitration proceeding. If you commence arbitration in accordance with these Terms, Sozie will reimburse you for your payment of the filing fee, unless your claim is for more than US$10,000 or if the Company has received 25 or more similar demands for arbitration, in which case the payment of any fees will be decided by the JAMS Rules. If the arbitrator finds that either the substance of the claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the JAMS Rules and the other party may seek reimbursement for any fees paid to JAMS.
- Arbitration Proceedings. Any arbitration hearing will take place in the county and state of your residence unless we agree otherwise or, if the claim is for US$10,000 or less (and does not seek injunctive relief), you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a telephonic or video hearing; or (c) by an in-person hearing as established by the JAMS Rules in the county (or parish) of your residence. During the arbitration, the amount of any settlement offer made by you or Sozie must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.
- Arbitration Relief. Except as provided in Section 18.8, the arbitrator can award any relief that would be available if the claims had been brough in a court of competent jurisdiction. If the arbitrator awards you an amount higher than the last written settlement amount offered by Sozie before an arbitrator was selected, Sozie will pay to you the higher of: (a) the amount awarded by the arbitrator and (b) US$10,000. The arbitrator’s award shall be final and binding on all parties, except (1) for judicial review expressly permitted by law or (2) if the arbitrator's award includes an award of injunctive relief against a party, in which case that party shall have the right to seek judicial review of the injunctive relief in a court of competent jurisdiction that shall not be bound by the arbitrator's application or conclusions of law. Judgment on the award may be entered in any court having jurisdiction.
- No Class Actions. YOU AND SOZIE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Sozie agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
- Modifications to this Arbitration Provision. If Sozie makes any substantive change to this arbitration provision, you may reject the change by sending us written notice within 30 days of the change to Sozie’s address for Notice of Arbitration, in which case your account with Sozie will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
- Enforceability. If Section 18.8 or the entirety of this Section 18 is found to be unenforceable, or if Sozie receives an Opt-Out Notice from you, then the entirety of this Section 18 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 19.2 will govern any action arising out of or related to these Terms.
- Governing Law. These Terms are governed by the laws of the State of New York without regard to conflict of law principles. You and Sozie submit to the personal and exclusive jurisdiction of the state courts and federal courts located within New York County, New York, for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in Washington, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
- Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
- Contact Information. The Service is offered by Sosie Limited, located at 85 Great Portland Street, First Floor, London, United Kingdom. You may contact us by sending correspondence to that address or by emailing us at email@example.com.
- Notice to California Residents. If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
- No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.
- International Use. Access to the Service from countries or territories or by individuals where such access is illegal is prohibited.
- Notice Regarding Apple. This Section 20 only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Sozie only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the content of it. Apple has no obligation to furnish any maintenance and support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; or (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Service and/or your possession and use of the Service infringe a third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
Last Updated: April 1, 2022