Captive Bit
Terms of Service & Use

The following sections provide the Terms of Use and Service (“Terms”) for the Captive Bit website, https://captivebit.com/ (the “Website”), and the related Captive Bit platform (the “Platform”), Captive Bit mobile applications (the “App”), operated by Captive Bit Inc. (“Company”, “We”, “we”, “ Us”, “us” or “Our”, “our”). 

We refer collectively to all these services as the “Platform”. The Platform and any features, content, tools, methodologies, and functionality offered on, or through, our Website and the App are collectively referred to as the “Services”. We interchangeably use “Platform” or “Services” to refer to the services provided by us. 

For purposes of these Terms, “You”, “you”, “Your” and “your” (as well as variations of these that are case insensitive), means you as the user of the Services or the Platform. If you use the Services or the Platform on behalf of a third party (a company, another individual, another entity, or otherwise) then “you” includes you and that third party, and in such cases you represent and warrant that (a) you are an authorized representative of the third party entity with the authority to bind the entity to these Terms, and (b) you agree to these Terms on the third party’s behalf. 

Please read these Terms carefully, as they include significant information about your legal rights and responsibilities. These Terms govern your use and access of the Platform and Services and set a legally binding agreement between you and the Company. 

These Terms are not the only terms of use in relation to the Captive Bit Platform. In some instances, there are additional terms (“Additional Terms”), that govern particular parts of the Services or specific use of the Platform. In case there is a conflict between these Terms and the Additional Terms; the Additional Terms are the binding ones, unless they explicitly indicate otherwise.

The Platform is not intended, and our Services are not permitted, for children under the age of 13. We do not knowingly collect personal information from individuals under the age of 13. In case we discover that personal information of a child under the age of 13 is mistakenly or otherwise collected, we will delete such information in accordance with applicable law. 

If you access the Service or the Platform, you create, register, log into an account, or otherwise use the Services, you declare that you are at least of the age of majority in your jurisdiction. If you are under the age of majority, you declare that if you access the Platform or the Services, you will only do so with the consent of and the supervision of a legal guardian who agrees to be bound to these Terms on your behalf. 

These Terms, and the Additional Terms, do not affect your statutory rights under applicable laws, which cannot be limited, altered or excluded. Additionally, to the extent permissible by law, these Terms limit the Company’s liability to you. In case of a conflict, or a dispute, these Terms require you to indemnify us and to settle such disputes through individual arbitration. Section 9 of these terms contains an arbitration clause and class action waiver. By agreeing to these Terms, you agree to: (a) resolve all disputes with the Company related to the Services, the Platform, or its use, through binding individual arbitration. This means that you waive any right to have those disputes decided by a judge or jury, and (b) to waive your right to participate in class arbitrations, representative actions, or class actions, in connection with your use of the Services or the Platform. 

Any rights or permissions that are not expressly given through these terms and conditions are entirely reserved by the Company, its licensors and its other parties. No rights can be assumed, interpreted, or analyzed under any industry custom, legal theories, conclusion, or otherwise. 

If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of the remaining parts and provisions of these Terms. 

By accessing and/or using the Services, or the Platform, uploading or downloading any contents, 

creating or using an account, you are accepting and acknowledging these Terms entirely. If you do not understand or agree to these Terms, please do not use the Platform or the Services.

A. IP:

‍Intellectual property (IP) and Ownership of Services: Company, or our licensors or certain other parties, owns or have rights to all services provided by our platform, which includes, but not limited to, the look-and-feel, layout, texts, graphics, videos, photographs, images, drawings, logos, art-works, articles, posts, replies, databases, files, designs, typefaces, sounds, techniques, algorithms, artificial intelligence, machine learning, deep mining, searches, formatting, business model, software, advertising materials, and proprietary content. All proprietary content (the “Platform IP”), technologies, information, features, and other materials are protected and governed by copyright, patents, trademark, trade secrets, trade names, and other intellectual property laws to the fullest extent possible. By accessing or using the Platform, you agree not to take any action(s) that are inconsistent with such ownership and interests. 

B. Trademarks:

‍The Company’s trademarks, logos, slogans, icons, and service marks, product, service names (the “Company Trademarks”) used and displayed on our Platform are Company’s registered and unregistered trademarks or service marks. Other product and service names located on the Platform may be trademarks or service marks owned by the Company’s affiliates or third parties (the “Affiliate Trademarks” and “Third-Party Trademarks,” and, collectively with the Company Trademarks, the “Trademarks”). 

To the extent of applicable laws, you are prohibited from using such trademarks to harm, damage the repetition, insult, or otherwise, the Company or a third-party entity, product or service. You are prohibited from using these Trademarks, our Platform or any Services, in any way that may damage any goodwill of the Company or its Trademarks. You are prohibited to use the Company Trademark as part of any web link, online resource, or a physical document without a prior written consent from the Company. All gains and goodwill generated from the use of any such Trademarks will insure solely to the benefit of Company and/or to the benefit of its third-party owner thereof. 

Except as otherwise permitted by law, you may not use the Trademarks to disparage Company or any applicable third-party, Company’s or a third- party’s products or services (including, without limitation, the Platform), or in any manner (including, but not limited to, using commercially reasonable judgment) that may damage any goodwill in the Trademarks. You may not use any Trademarks as part of a link to or from the Platform without Company’s prior express written consent. 

C. User-Generated Content (UGC) License 

You may be able to create, submit, upload, and post your own generated content to the Platform, such as video clips, live recordings, sound recordings, public exchanges, private exchanges, and other works created or submitted by you (collectively, “User-Generated Content” or “UGC”). Creating, uploading and posting any UGC on our Platform warrant that you have, or have obtained, all necessary rights, clearances, copyrights, consents, power, authority, permission and licenses for your UGC. You agree that your UGC will not contain material that is deemed illegal by governing laws. You warrant to Company that all UGC uploaded to the platform by you, or on your behalf, is your original work of authorship and that you are the sole and exclusive owner of such UGC. You acknowledge and agree that you will not upload any UGC that are deemed confidential or include proprietary materials. If your UGC features any person(s), you must obtain express permission from this (these) person(s) first to grant the Company the license. In the case the person is considered under the age of majority by the governing law of their jurisdiction, the express permission must be obtained from the person’s parent or legal guardian. 

Subject to any pre-existing third-party right used in your UGC, and to the Platform IP, you retain the right, title and interest in and to any of your UGC that you upload onto the Platform. To operate and provide our Services, we must obtain certain license rights from you in relation to your UGC. Consequently, actions we take in operating the Service in relation to your UGC are not considered legal violations. This includes the reproduction, modification, transmission, publishing, storing, hosting, caching, and distribution to your UGC, which is necessary to promote and advertise the Company or its affiliates, or otherwise deemed necessary by the Company for whatsoever reason. To the fullest extent permitted by applicable law, the Company reserves full rights, and on its sole and absolute discretion, to delete, remove, screen, or edit any of your UGC at any time, for any reason, and without notice. The Company reserves full rights, and on its sole and absolute discretion, to limit or change the retention period of any of your UGC. You agree that the Company may generate profit, produce revenues, increase goodwill, or increase the value of Company, from your UGC or otherwise any of your use to the Platform, and you will have no right, whatsoever or in any shape or form, to share any such revenue, profit, income, benefits (monetary or otherwise), goodwill or value. You acknowledge that you have no right to receive any income, monetize or other benefits or consideration from any UGC uploaded to the Platform (by you or any other users of the Platform) or to other external parties through our Company or the Platform. 

You hereby grant and assign to Company and its affiliates, licensees, partners, and successors a worldwide, non-exclusive, irrevocable, perpetual, fully paid, profitable, royalty-free, transferrable, assignable, and sublicensable through potentially and possibly multiple tiers, right and license to store, publish (publicly or otherwise), disclose, display, comment, tag, modify, create derivative works, market, advertise, use, reproduce, market, promote, broadcast, advertise, translate, sublicense, and otherwise exploit, in current or future developed technologies or methodologies, via the Platform or by other means, at Company’s own discretion without your prior inspection, permission or review: (i) your UGC (including all copyrights and other contained IPs rights), and (ii) your profile including information such as, but not limited to, name, face, image, voice, biographical 

material, likeness, interests, affiliations, and any other right of publicity/privacy held by you in connection with such UGC. This additionally includes any, and/or all, other individual(s) featured in, presented, or otherwise related to your UGC. Governed by applicable law, you hereby waive, and agree to waive, any moral rights, including attribution, quality, and integrity, that you may have in any UGC, even if it is modified, changed, or altered in a manner not agreeable to you. Further, if you have assigned any of your UGC rights to another party, then you must obtain consent of such party to grant the royalty-free license(s) and all other conditions set forth in these Terms. 

To the extent any moral rights are not transferable or assignable, you hereby waive and agree never to assert any, and all, moral rights, or to support, maintain or permit any action based on any moral rights that you may have in or with respect to any UGC. 

D. License in Relation to Other User’s UGC 

In relation to other user’s UGC, you acknowledge and agree that the Company does not grant you any rights or interest to UGC, contents or otherwise materials belonging to others (including UGC that you may use to Reply to their contents, exchange contents or incorporate into your own UGC). The Company is not required, and has no involvement, or responsibility whatsoever for connecting you or putting you in touch with other users or third-party owners for the purposes of obtaining permissions related to their UGC. 

• License in Relation to Third-Party Contents
  Certain contents and services on the Platform may include material, services, data, information, application or otherwise, from third parties. Further, the Platform may provide links, connections, ads, or otherwise to such third-party applications, platforms, websites, etc. By using our Platform and Services, you acknowledge and agree that the Company is not responsible for any material, information, content, or otherwise that is provided by the third-party. Further, you acknowledge that the Company is not responsible for examining, validating, or evaluating the content provided by these third parties, and is not involved or has any responsibility whatsoever in relation to the accuracy, compliances, completeness, availability, timeliness, decency, validity, copyright compliance, legality, quality, or any other aspects whatsoever in relation to such contents from any third-party. Further, the links or connections provided to the third-party do not warrant the Company endorsement of the third-party, their contents or their otherwise services. The Company is not liable or responsible in any shape or form to you, or any other person or entity, for any of the third-party services.
  
• User’s Limited License
  Subject to your strict compliance with our Terms, the Company grants you a limited, revocable, non-exclusive, personal, non-transferrable, non-assignable and non-commercial, license only to download, display, view, or use the Platform or the Services on a personal device for non-commercial and non-profitable purpose. No license or ownership is granted to Platform IP, trademarks, trade secrets, interests, or copyrights except as reasonably necessary for the foregoing limited license to the Platform. This limited license does not grant you, in any shape or form, any ownership or other intellectual property interest in any of the Platform IP. Any unauthorized use of the Platform IP or violation of communications, trademark, copyright, privacy, publicity and other laws may result in your personal liability, including to the fullest extent by governing laws potential criminal liability. 

G. Copyright and Copyright Infringement 

The Company follows a strict policy in relation to copyright and copyright infringements, in accordance with the U.S. Digital Millennium Copyright Act (DMCA) and other applicable laws. You are prohibited from using the Platform or the Services in any way that results in copyright infringements. DMCA provides that material or activity that represent copyright violation may be subject to liability. 

If deemed true by the Company, any material that is in violation will be blocked, or deleted by the Company without notice. Further, such actions by any user of the Platform will result in the suspension, removal or blockage of that User’s account and access to the Services as it deems reasonable and appropriate by the Company. If applicable, this may also result in legal actions by the Company. 

If you own any work that is published on our Platform or available through our Services, and you believe that your (or owner’s) rights have been infringed by such published materials, you may report such infringement in writing to us. Your report should include a clear, accurate and adequate description of the suspected infringements, all needed proofs (original work, screenshots, photos, or any other materials) that support your report, and a statement indicating that you, in good faith, believe that the infringement has occurred. The report must also include a written statement, made under penalty of perjury, that you are indeed the copyright owner. If you are acting on behalf of another person or entity, then you must also include a written and signed statement which indicates that this person or entity is authorizing you to act on their behalf. You must include your full contact information including your physical address, e-mail address, and telephone number, or other contact information that enables the Company to contact you. You must physically or electronically sign your report in full. 

We reserve the full right to not respond or comply with copyright infringement reports that do not include or satisfy all the above-mentioned requirements, or do not considerably comply with DMCA or other applicable laws. In certain cases, and depending on the given details in these reports, the Company may only elect to block, suspend, remove, or delete such content and/or user account, or other actions, if any, that deem reasonable by the Company. 

In case the Company removes, blocks or deletes your UGCs as a result of an alleged copyright violation report, and you believe that this action was in error or is a result of misidentification, you need to file a counter notice to restore the content. Your counter 

notice must include sufficient details (images, screenshots, URLs, or any other supportive documents) and materials that prove that the action taken against your contents was in-error. You must also include a signed (physically or electronically) statement that you consent to accept a service of process from the person or entity that alleged the copyright infringement from the jurisdiction of the Federal District Court you are under. You must include your full contact information including your physical address, e-mail address and telephone number, or other contact information that enables the Company to contact you. You must physically, or electronically, sign all the reported documents. 

If the Company receives a counter copyright infringement notice, it may, or may not, re-publish the removed, suspended, or blocked contents until a legal outcome is determined. 

H. Advertising, Sponsorship and External Content 

The Company’s Platform may include contents for advertising and sponsorship, which are governed by Additional Terms. The Platform may also include links to external third party entities that the Company has no affiliation with. The Company assumes no responsibility for the contents of such advertising, sponsorship or external links, and having such contents published on our Platform or offered as parts of our Services does not imply in whatsoever shape or form our acceptance or endorsement of such contents, or that we agree or disagree with it. The Company is not responsible or liable for the accuracy, validity, completeness, availability, legal compliance, quality or otherwise any other aspects of such advertisers, sponsors, or third party contents. You shall be subject to the terms and conditions provided by such entities. It is the sole responsibility of the advertiser, or sponsor, to ensure that all advertised materials are accurate and lawful and that they comply with all applicable laws including, but not limited to, regulations, rules, conditions and guidelines put forward by the Federal Trade Commission (FTC) and the Federal Communications Commission (FCC). The Company assumes no responsibility whatsoever, and disclaims all liability in relation to, the third-party’s, advertisers’ or sponsors’ contents or materials, including, but not limited to, any errors or compliance with law or for the omission of any necessary data or information by the third party, advertisers, sponsors, or external links.

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To use the Services, you need to create and register an account (“Account”) on the Platform. You can additionally link another external account/party, such as your Apple or Google account. You agree to provide us with accurate, legitimate, complete, and updated information for your Account. We may reject the use of any username (even if it is available), password, external account, or email address for any reason whatsoever in our reasonable sole discretion, including those that are offensive, illegal, profane, inappropriate, or otherwise violate our Terms or Additional Terms. You can access, edit, modify, and update your account from your Account Profile page. You acknowledge and agree that you are solely responsible and liable for the security and confidentiality of your access credentials and for controlling and restricting access to your account. We are not liable for any acts or omissions by you in connection with your account. You are solely responsible for your registration information and for updating and maintaining it. In case you suspect any violation, unauthorized access to your account, that your account may have been compromised, or any other breach of security, you are required to immediately notify us, but you will remain responsible for any unauthorized use thereafter. 

If you register to the Platform through an external account/party, the external party may provide us with related information about you during the Platform registration process. Further, in some instances, using external parties may allow us to access additional information such as, but not limited to, your social media contacts. In any case, when you register through an external party account, you acknowledge and agree that such party sends us information relevant to you, subject to their terms and policies, and you agree that we access and use such information in accordance with these Terms and our Privacy Policy. 

You agree to create and register only one unique account on the Platform. You agree not to create multiple accounts or re-create a previously created account that has been removed or suspended by us, or if we have previously banned you from the use of the Platform or the Services, unless we otherwise provide you with a written consent to do so. You acknowledge and agree to not sell, transfer, or assign your account or any account rights. 

We do not review created accounts against authenticity. We are not responsible for any account that is created to be unauthentic. You acknowledge that you will inform us and dispute if there is any suspicion about unauthentic accounts on the Platform. For any dispute in relation to account authenticity, we shall have the sole right, but without any obligation whatsoever, to resolve such dispute as we determine appropriate, without notice and without further explanation.

You acknowledge and agree that the Company is not responsible for any contents or materials made available on the Platform. Some of the contents on the platform are UGCs that may be made available for limited or public viewing. You acknowledge and agree that Company is not responsible for any such UGC and the Company under no obligation to monitor any UGC posted on the Platform. Company does not guarantee the validity, legitimacy, correctness, or otherwise, of such UGC either fully or partially and having such UGC on the Platform does not imply in any shape of form any endorsement or support by the Company for such UGC or otherwise expressed opinions or communications posted or made available on the Platform. You are solely responsible, and on your own risk, for the use of contents made available on the Platform.

You acknowledge and agree that you must not use, sell, reproduce, distribute, duplicate, download or publish other UGC belonging to another user of the Platform for any purpose without the express prior written consent of the applicable User (as well as the applicable third-party owner(s), if any). You acknowledge and agree that you will not use materials or UGC in any manner that could harm, disadvantage, or compete with the business of the Company.

Further, you acknowledge and agree that you will not: 

• Violate, or attempt to violate, any applicable law or regulation in connection with your access to, or use of the Platform or any of the Services.
  
• Use of the Platform or the Services for political purposes.
  
• Use the Platform for any monetary or commercial purposes. You further
  acknowledge and agree that you will not use the Platform for commercial activities that are deemed fraudulent or illegal, including activities in relation to counterfeit, fake, stolen; or otherwise prohibited by the governing laws; or other activities that are in relation to gambling, spam, contests, sweepstakes, chain distribution or pyramid distribution schemes.
  
• Use the Platform, or solicit others, to harm or attempt to harm, any individuals or entities in any way whatsoever including, but not limited to, harassment, violence, abuse, inciting hate, bias, racism, cruelty, deception, bullying, threats, causing fear, bigotry, discrimination, intolerance, defamation, terrorism, criminal activities, motivating riots. Such activities may result in civil or criminal liabilities to you.
• Use the Platform for any activities related to pornography.
• Use the Platform to fake or misrepresent the identity of another individual or entity.
  
• Use the Platform to implicitly or explicitly give the feeling that the Platform is endorsing any of the contents available on it.
  
• Use the Platform to harm the Company or to cause damage to it (the Company) or
  the Platform. Such activities may result in civil or criminal liabilities to you to the
  fullest extent permissible by laws.
  
• Use the Platform to provide, reveal or publish private information about an individual or entity, including but not limited to addresses, phone numbers, civil status, contact information.
  
• Use the Platform to collect, gather, or compile, information about its (the
  Platforms’) users. This includes, but not limited to, the use of robots, scrapers, crawlers, spiders, processes, or software that can be used to automatically or manually collect such information.
  
• Do, or attempt to, reverse engineer, discover, identify, reconstruct, decompile, alter, deactivate, degrade, disassemble any source code (including binary and object representations of such code) that belongs to the Company or the Platform or any of the Services or the underlying technologies, techniques or ideas of the Company or the Platform.
• Engage, or attempt to engage, in any activities that may harm the Company or the Platform or any of the Services. This includes, but not limited to, the access or the use of the Platform or the Services in any manner that could cause denial of service attacks, excess consumption of bandwidth or available resources, or disable, damage, overburden, disrupt or impair the Platform or the Services.
  
•  Engage, or attempt to engage, in any activities that may harm (or interfere with) the Company’s security, security features, security methodologies, or result, or attempt to result in, the theft of information that belong to the Company, the Platform, any user of the Platform, or any other security-related matters or components.
  
• Attempt to breach the Company or the Platform, security or to gain unauthorized access to the Company’s system, network, connected networks, or the Platform, including, but not limited to, attempting to discover vulnerabilities, scan the Company’s system or network to, or attempt to, trigger a vulnerability.
  
• Attempt to gain unauthorized access to the Company, the Platform or any of the Services.
  
• Attempt to introduce or use any viruses, worms, bots, hacks, trojan horses, logic bombs or whatsoever other materials or tools that are malicious or technologically harmful or damaging to the Platform, the Company, other users, or any of the Services.
  
• Use, modify, remove, or reproduce any copyright, trademark, service mark, trade name, image, video, slogan, logo, or other proprietary indicators available through the Platform or any of the Services.
  
• Jeopardize the security of your Account or any other user’s account.
  
• Use of any materials or resources that lead to the competition with the business of
  the Company, the Platform, or the Services.
  If you encounter any published contents, including UGC or otherwise, that you believe violate these Terms, or if you encounter any activities by other users that you suspect to be unlawful or in violation of these Terms, please report such suspensions by using the reporting interface on our mobile App, if available, or contacting us directly at report@captivebit.com. Reports may result in appropriate actions by the Company; however, the Company is not obliged to take any measures as a result of such reports.

We reserve the full power to suspend or terminate access to our Services or the Platform as a result of any violation to these terms, or for any other reason that we deem appropriate to the extent of applicable laws. We may take any necessary action, including, but not limited to: 

• Report any activities that are suspected to be unlawful to law enforcement agencies;
  
• Delete, remove, block or report any published contents, including UGC or other third party contents, either in part or in full;
  
• Suspend, disable, terminate or delete user account, or access to the Platform and the Services, either in part or in full;
  
• In case of repeated infringements, and or warnings, we reserve the full right to
  permanently disable, delete, or block your account, and limit your access to the Platform and the Services; either in part or in full.
• In case contents are blocked or removed, you are prohibited from re-publishing such contents again.
• In case of suspension, blockage, disabling or termination of user account, you are prohibited, unless the Company grants you prior permission in writing, to re-register, or to create a new account under any assumed other name or entity, including third parties. Further, in such cases, all previously granted licenses come to an immediate termination. Any access to the Platform or the Services will result in the Company’s investigation and legal actions to the maximum limits permitted by applicable laws.
  The uninstallation of the mobile App accessing our Platform or Services will not result in the deletion of your user account, UGCs, or any other materials that you published on our platform. If you wish to delete your account, or any of UGCs, you must do that explicitly through the available account configuration options, if offered, or by contacting us in writing at legal@captivebit.com.

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THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES ARE NOT ALLOWED BY CERTAIN JURISDICTIONS. IN CASE YOU ARE UNDER SUCH JURISDICTIONS, SOME OR ALL OF THE EXCLUSIONS OR LIMITATIONS INDICATED HEREIN MAY NOT APPLY TO YOU.

(a) Your access to, and use of, the Platform and the Services are solely at your own risk. You understand and agree that the Services are provided to you on an “AS IS”, “AS AVAILABLE” and “WITH ALL FAULTS” basis.
Without limiting the foregoing, to the maximum extent permitted under applicable law, the Company, its officers, directors, agents, employees, representatives, affiliates, sponsors, advertisers, and licensors (the “the Company Entities”) DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

The Company Entities make no warranty or representation and disclaim all responsibility and liability whatsoever for: (i) accuracy, timeliness, reliability, completeness, correctness, errors, mistakes, security or availability of the Services; (ii) any harm to you of any nature whatsoever, including personal injury, property damages, financial loss, equipment damages, data loss, as a result of using the Platform or any of the Services; (iii) the deletion or failure to transmit, store, or save your contents, UCG, or other communications offered by the Platform or the Services; and (iv) any unauthorized access to your personal information.

(b)  THE COMPANY ENTITIES TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY CONTENT THAT YOU, ANOTHER USER, OR A THIRD PARTY ENTITY, UPLOADS, POSTS, SENDS, RECEIVES, ADVERTISES, PROMOTES OR STORES ON THE COMPANY’S PLATFORM OR OFFERED SERVICES.

(c)  COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY CONTENTS OR SERVICES PUBLISHED OR ADVERTISED BY YOU, OTHER USERS, ADVERTISERS, SPONSORS, THIRD-PARTIES OR OTHER ENTITIES USING OUR PLATFORM AND SERVICES. YOU UNDERSTAND AND AGREE THAT YOU MAY ADDITIONALLY BE EXPOSED TO CONTENT THAT MIGHT BE OFFENSIVE, ILLEGAL, FALSE, MISLEADING, OR OTHERWISE INAPPROPRIATE, NONE OF WHICH THE COMPANY ENTITIES WILL BE RESPONSIBLE OR LIABLE FOR.

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TO THE EXTENT PERMITTED BY LAW, YOU AGREE THAT IN NO EVENT WILL THE COMPANY ENTITIES BE LIABLE (I) FOR DAMAGES, LOSS, INCONVENIENCE, OR OTHERWISE IN CONNECTION WITH THE USE OF THE SERVICES OR THE PLATFORM. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE AMOUNT OF ONE HUNDRED UNITED STATES DOLLARS ($100.00), OR THE AMOUNT YOU PAID THE COMPANY ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES (OR OFFERINGS PURCHASED ON THE SERVICES) GIVING RISE TO THE UNDERLYING CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. 

IN CASE OF A DISPUTE BETWEEN YOU AND ANY THIRD-PARTY ARISING OUT OF YOUR USE OF THE PLATFORM OR OUR SERVICES, THE DISPUTE MUST TAKE PLACE DIRECTLY BETWEEN YOU AND SUCH THIRD-PARTY, AND YOU IRREVOCABLY RELEASE THE COMPANY ENTITIES FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) WHATSOEVER ARISING OUT OF, OR IN ANY WAY 

CONNECTED WITH SUCH DISPUTES. YOU FURTHER ACKNOWLEDGE THAT VIOLATION OF THESE TERMS MAY SUBJECT YOU TO THIRD-PARTY CLAIMS AND NONE OF THE RIGHTS GRANTED TO YOU IN THESE TERMS OF SERVICE MAY BE RAISED AS A DEFENSE AGAINST ANY THIRD-PARTY CLAIMS ARISING FROM ANY SUCH VIOLATION.

To the extent permitted by applicable law, by entering into these Terms and accessing or using the Platform or the Services, you agree that you shall defend (if requested by the Company), indemnify and hold the Company Entities harmless from and against any and all claims, damages, costs, investigations, liabilities, losses, judgments, penalties, fines, settlements, interest, and expenses (including legal fees) and expenses (including attorneys’ fees, costs and expenses) incurred by the Company Entities arising out of or in connection with: (a) User-Generated Content, including, but not limited to, any unauthorized use of UGC by any user; (b) your use of the Platform including interactions between users; (c) your violation or breach of any term of these Terms, the Additional Terms, or any applicable law or regulation; (d) your violation of any rights of any third-party; (e) your misuse of the Services; (f) your violation or of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities in connection with your use of the Platform or the Services; (g) Your Content including but not limited to your UGCs, or the Company Entities’ use of the information that you submit to us (including your UGC); (h) your negligence or willful misconduct; or (i) any misrepresentation made by you. You will cooperate as fully required by Company Parties in the defense of any Claims and Losses. If you are obligated to indemnify any Company Entity hereunder, then you agree that the Company (or, at its discretion, the applicable Company Entity) retain the exclusive right, in its sole discretion, to control any action or proceeding and to determine whether Company wishes to settle, and if so, on what terms, and you agree to fully cooperate with Company in the defense or settlement of such claim.

THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW FOR MANDATORY ARBITRATION OR CLASS ACTION WAIVERS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE PROVISIONS BELOW MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS. 

Arbitration is a relatively inexpensive resolution alternative to the process of filing a lawsuit in a court of law. In case of a claim, controversy or a dispute (collectively “Dispute”) between you and the Company, you agree to follow the steps and Arbitration Agreements below in seeking a resolution to the Dispute. 

Step 1: Informal Communication 

You agree that in the event of any Dispute between you and the Company Entities, you will first contact the Company in writing and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, arbitration, or any court action. If the Company wants to raise a Dispute, must contact you first at your last known address and/or email address. You are responsible for the correctness of this contact information. Following the initial communication, you and we will attempt to resolve the Dispute through informal negotiation within forty-five (45) days from the date the first communication in relation to the Dispute is received. If no resolution is achieved within forty-five (45) days; you and the Company must enter an arbitration process. 

Step 2: Arbitration 

After the informal communication process, the Dispute will be resolved by arbitration, including threshold questions of arbitrability of the Dispute, except as permitted herein. You and the Company agree that any Dispute will be settled by final and binding arbitration, using the English language. You and the Company enter an agreement to arbitrate. The Federal Arbitration Act (FAA) applies to this Agreement. By agreeing to arbitrate, you and the Company are giving up the right to litigate (or participate in as a party or class member) any and all Disputes in a court before a judge or jury. Instead, the Dispute will be resolved by a neutral arbitrator. The arbitration will be administered by the American Arbitration Association (AAA), or any successor thereof using the AAA Consumer Arbitration Rules in effect on the date the Arbitration is filed. In the event the AAA Rules are inconsistent with this Agreement, this Agreement will prevail. AAA is independent from The Company, and you may obtain copies of all relevant materials and forms by contacting AAA at www.adr.org. Procedures not addressed by this Agreement or the AAA Rules will be resolved by agreement between the parties. In case no agreement is reached, the procedural issue will be determined by the arbitrator. All statutes of limitation that would apply if the controversy were resolved in court shall be applied and enforced by the arbitrator. The award of the arbitrator shall be final, and judgment upon the award rendered may be entered in any court, state or federal, having jurisdiction. 

Arbitration Agreements 

i) Enforcement. Any dispute over this Agreement – the way it was formed, its applicability, meaning, enforceability, waiver of the right or obligation to arbitrate, or any claim that all or part of this Agreement is void or voidable – is subject to arbitration under this Agreement. A court motion can be brought forward by you or the Company to compel arbitration under this Agreement or to dismiss any lawsuit seeking to resolve Disputes covered by this Agreement. In addition, either you or the Company may bring an action in court to enforce an arbitration award. 

ii)  Complete Agreement. This Agreement is the full and complete agreement relating to the formal resolution of Disputes.

iii)  Severability. In the event any portion of this Agreement is deemed invalid, void, or unenforceable, the remainder of this Agreement will be valid and enforceable.

iv)  No Modification. Notwithstanding any other provision in these Terms, this Agreement cannot be modified except in writing agreed to by both parties.

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In case the arbitration of a Dispute is compelled to be unenforceable by any court with competent jurisdiction or by an arbitrator that holds that right, then the Dispute must be brought exclusively in court on individual capacity. YOU AGREE TO WAIVE YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, OR REPRESENTATIVE ACTIONS. YOU AND THE COMPANY 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. YOU AND COMPANY AGREE TO WAIVE ANY RIGHT TO A JURY TRIAL.

(1) Terms Applicable for Apple IOS:

If you are accessing, downloading, or using the App through the App Store, or through Apple IOS, you are bound by the following terms and conditions in addition to all the other terms and conditions of these Terms: 

(a) You acknowledge and agree that Apple, Inc. (“Apple”) is not a party to these Terms and these Terms are solely entered between you and the Company. Apple is solely behaving as a third-party beneficiary as detailed below. 

(b) You acknowledge and agree that the Company is responsible for providing the App and Services thereof. Apple is not responsible for the App or the Services. Further, you agree that the use of services that require real time navigation or locations is only at your own risk. Such services may be incomplete or inaccurate, and you agree that Apple is not liable for the use of any such services. 

(c) Any licenses granted to you by these Terms are subject to the permitted Terms of Services set forth by Apple and any other third-party agreements applicable to the App. Some of these Terms can be found at: Terms of Service (apple.com). 

(d) You acknowledge and agree that the App maintenance or any support services are not provided by Apple and that Apple has no obligation whatsoever to furnish any such services to you. Apple has no other warranty obligation whatsoever with respect to the App or the Services. Further, you acknowledge and agree that if the App, or your possession of the App, or use of the Services, violates a third party’s intellectual property rights, that Apple is not responsible for such violation and that you will not hold Apple liable for the investigation, defense, settlement, and discharge of any such intellectual property violation. 

(e) When using the App or the Services, you agree to comply with any and all third-party terms that are applicable to any services, websites, platforms, apps, technology that interacts with the App or the Services. 

(f) Notwithstanding anything to the contrary herein, and subject to these Terms, you acknowledge and agree that Company, and not Apple is responsible for addressing any claims in relation to the App or the Services, including, but not limited to claims for failure to comply with any applicable legal or regulatory requirements, product liability claims, consumer protection claims or similar legislation. 

(g) You acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms. Upon your acceptance of these Terms, Apple, as a third-party beneficiary thereof, you acknowledge and agree that Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you.

(2) Terms Applicable for Google Play: 

If you are accessing, downloading, or using the App through Google Inc. together with all its affiliates, Google Play (collectively “Google”), you are bound by the following terms and conditions in addition to all the other terms and conditions of these Terms: 

• (a)  You acknowledge and agree that the App maintenance or any support services are not provided by Google and that Google has no obligation whatsoever to furnish any such services to you.
  
• (b)  You acknowledge and agree that Google, Inc. (“Google”) is not a party to these Terms and these Terms are solely entered between you and the Company. Google is solely behaving as a third-party beneficiary as detailed below.
  
• (c)  When using the App or the Services, you agree to comply with any and all third-party terms that are applicable to any services, websites, platforms, apps, technology that interacts with the App or the Services.
  
• (d)  Notwithstanding anything to the contrary herein, and subject to these Terms, you acknowledge and agree that Company, and not Google is responsible for addressing any claims in relation to the App or the Services, including, but not limited to claims for failure to comply with any applicable legal or regulatory requirements, product liability claims, consumer protection claims or similar legislation.
• (e) In case of inconsistency or conflict between these Terms and Google Play Developer Distribution Agreement (currently available at Google Play), the terms and conditions of Google’s Google Play Developer Distribution Agreement will apply to the extent of such inconsistency or conflict.

• A)  Updating These Terms. We reserve the full and absolute right to modify these Terms from time to time. In cases when the updates are material or significant to your use of the Platform, App, or Services, we will attempt to inform you of the updates and attempt to notify you through reasonable efforts (through the contact information that we have for you, and/or by placing notices of updates at the front page of the Company’s website or when starting to use the Platform). However, you are solely responsible to review these Terms from time to time to be informed of any changes. The first page of these Terms indicates the “Last Revised” date of these Terms. The updated Terms will be immediately effective as of the time of posting unless an explicit future date where the changes will be effective is indicated. Your continued access or use of the Platform or the Services after the modifications have become effective will be deemed as your acceptance of the modified Terms.
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• B)  Injunctive Relief. You acknowledge and agree that a breach of these Terms may cause irreparable injury to the Company to the extent that monetary damages would not suffice a remedy and the Company shall be entitled to equitable relief in addition to any monetary and other remedies it may have hereunder or at law with no bond, other security, or proof of damages.
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• C)  Contact Us. You may contact us regarding the Services or these Terms at:
  legal@captivebit.com