Please read these Terms of Service (“Terms”) carefully as they contain important information about your legal rights, remedies and obligations. By accessing or using the Zocial Earn Platform, you agree to comply with and be bound by these Terms.
Last Updated: February 12, 2020
These Terms constitute a legally binding agreement ("Agreement") between you and Zocial Earn (as defined below) governing your access to and use of the Zocial Earn website, including any subdomains thereof, and any other websites through which Zocial Earn makes its services available (collectively, "Site"), our mobile, tablet and other smart device applications, and application program interfaces (collectively, "Application") and all associated services (collectively, "Zocial Earn Services"). The Site, Application and Zocial Earn Services together are hereinafter collectively referred to as the “Zocial Earn Platform”.
When these Terms mention “Zocial Earn,” “we,” “us,” or “our,” it refers to the company you are contracting with, namely Sotopia Limited, 17/F, Tower 535, 535 Jaffe Road, Causeway Bay, Hong Kong.
Any and all payment processing services through or in connection with your use of the Zocial Earn Platform ("Payment Services") are provided to you by Zocial Earn Payment as set out in the Payments Terms of Service ("Payments Terms").
Business Users alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Promotional Offers (as defined below). Business Users alone are responsible for identifying and obtaining any required licenses, permits, or registrations for any Promotional Offers they offer in a Campaign. Penalties, including fines or other enforcement, may apply in violating the Terms. If you have questions about how local laws apply to your Campaigns(s) and Promotional Offer(s) on Zocial Earn, you should always seek legal guidance.
1. Scope of Zocial Earn Services
1.1 The Zocial Earn Platform is an online marketplace that enables registered users (“Members”) who represent a business, company or other legal entity (“Business Users”) to create promotional campaigns (“Campaigns”) for Members who are customers (“Customer Users”) to redeem the offer(s) (“Promotional Offer”) stated in the Campaigns. Campaigns can be either online (redeem via a website or app) (“Online Campaigns”) or offline (redeem in a physical store) (“Offline Campaigns”), and are designated to help Business Users acquiring customers and sales. Other Zocial Earn Services include a Referral Program (as defined below) offered in all Campaigns for Customer Users to earn a monetary reward (“Referral Fee”) by referring friends to redeem Promotional Offer(s) on Zocial Earn Platform. You undertake to comply with all applicable laws and regulations in connection with your use of Zocial Earn Services.
1.2 As the provider of the Zocial Earn Platform, Zocial Earn does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Promotional Offers. Business Users alone are responsible for their Promotional Offer(s). When Members redeem or accept a Promotional Offer, they are entering into a contract directly with each other. Zocial Earn is not and does not become a party to or other participant in any contractual relationship between Members. Zocial Earn is not acting as an agent in any capacity for any Member, except as specified in the Payments Terms.
1.3 While we may help facilitate the resolution of disputes, Zocial Earn has no control over and does not guarantee (i) the existence, quality, suitability, or legality of any Promotional Offers, (ii) the truth or accuracy of any Campaign descriptions or other Member Content (as defined below), or (iii) the performance or conduct of any Member or third party. Zocial Earn does not endorse any Member or Promotional Offer. Any references to a Member or Campaign being "verified" (or similar language) only indicate that the Member has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by Zocial Earn about any Member, including of the Member's identity or background or whether the Member is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to visit the location(s) of a Business User, redeem any Promotional Offers with a Business User, accept a request from a Customer User, or communicate and interact with other Members, whether online or in person.
1.4 To promote the Zocial Earn Platform and to increase the exposure of Campaigns to potential Members, Campaigns and other Member Content may be displayed on other websites, in applications, within emails, and in online and offline advertisements. To assist Members who speak different languages, Campaigns and other Member Content may be translated, in whole or in part, into other languages. Zocial Earn cannot guarantee the accuracy or quality of such translations and Members are responsible for reviewing and verifying the accuracy of such translations. The Zocial Earn Platform may contain translations powered by Google. Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement.
1.5 The Zocial Earn Platform may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. Zocial Earn is not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by Zocial Earn of such Third-Party Services.
1.6 Due to the nature of the Internet, Zocial Earn cannot guarantee the continuous and uninterrupted availability and accessibility of the Zocial Earn Platform. Zocial Earn may restrict the availability of the Zocial Earn Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Zocial Earn Platform. Zocial Earn may improve, enhance and modify the Zocial Earn Platform and introduce new Zocial Earn Services from time to time.
2. Eligibility, Using the Zocial Earn Platform, Member Verification
2.1 In order to access and use the Zocial Earn Platform or register an Zocial Earn Account you must be an individual at least 18 years old or a duly organized, validly existing business, organization or other legal entity in good standing under the laws of the country you are established and able to enter into legally binding contracts.
2.2 Zocial Earn may make access to and use of the Zocial Earn Platform, or certain areas or features of the Zocial Earn Platform, subject to certain conditions or requirements, such as completing a verification process, or meeting specific quality or eligibility criteria.
2.3 User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any Member’s identity. Notwithstanding the above, for transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to (i) ask Members to provide a form of government identification or other information or undertake additional checks designed to help verify the identities or backgrounds of Members, (ii) screen Members against third party databases or other sources and request reports from service providers, and (iii) where we have sufficient information to identify a Member, obtain reports from public records of criminal convictions or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if available).
2.4 The access to or use of certain areas and features of the Zocial Earn Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions, before you can access the relevant areas or features of the Zocial Earn Platform. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the Zocial Earn Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise in the latter terms and conditions.
2.5 If you access or download the Application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement. Some areas of the Zocial Earn Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service.
3. Modification of these Terms
Zocial Earn reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the Zocial Earn Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of the modifications by email at least fourteen (14) days before the date they become effective. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the Zocial Earn Platform will constitute acceptance of the revised Terms.
4. Account Registration
4.1 You must register an account ("Zocial Earn Account") to access and use certain features of the Zocial Earn Platform, such as creating a Campaign or redeeming a Promotional Offer. If you are registering a Zocial Earn Account for a business organization or other legal entity (“Business Account”), you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
4.2 You must provide accurate, current and complete information during the registration process and keep your Zocial Earn Account and public Zocial Earn Account profile page information up-to-date at all times.
4.3 You may not register more than one (1) Zocial Earn Account unless Zocial Earn authorizes you to do so.
4.4 You are responsible for maintaining the confidentiality and security of your Zocial Earn Account credentials and may not disclose your credentials to any third party. You must immediately notify Zocial Earn if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your Zocial Earn Account. You are liable for any and all activities conducted through your Zocial Earn Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).
5.1 Zocial Earn may, at its sole discretion, enable Members to (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the Zocial Earn Platform ("Member Content"); and (ii) access and view Member Content and any content that Zocial Earn itself makes available on or through the Zocial Earn Platform, including proprietary Zocial Earn content and any content licensed or authorized for use by or through Zocial Earn from a third party ("Zocial Earn Content" and together with Member Content, "Collective Content").
5.2 The Zocial Earn Platform, Zocial Earn Content, and Member Content may in its entirety or in part be protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge and agree that the Zocial Earn Platform and Zocial Earn Content, including all associated intellectual property rights, are the exclusive property of Zocial Earn and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Zocial Earn Platform, Zocial Earn Content or Member Content. All trademarks, service marks, logos, trade names, and any other source identifiers of Zocial Earn used on or in connection with the Zocial Earn Platform and Zocial Earn Content are trademarks or registered trademarks of Zocial Earn in Hong Kong and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Zocial Earn Platform, Zocial Earn Content, and/or Collective Content are used for identification purposes only and may be the property of their respective owners.
5.3 You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Zocial Earn Platform or Collective Content, except to the extent you are the legal owner of certain Member Content or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Zocial Earn or its licensors, except for the licenses and rights expressly granted in these Terms.
5.4 Subject to your compliance with these Terms, Zocial Earn grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to download and use the Application on your personal device(s).
5.6 You are solely responsible for all Member Content that you make available on or through the Zocial Earn Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available on or through the Zocial Earn Platform or you have all rights, licenses, consents and releases that are necessary to grant to Zocial Earn the rights in and to such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Zocial Earn use of the Member Content (or any portion thereof) as contemplated under these Terms will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
5.7 You will not post, upload, publish, submit or transmit any Member Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person or animal; (v) promotes illegal or harmful activities or substances; or (vi) violates Zocial Earn’s Content Policy or any other Zocial Earn policy. Zocial Earn may, without prior notice, remove or disable access to any Member Content that Zocial Earn finds to be in violation of applicable law, these Terms, or otherwise may be harmful or objectionable to Zocial Earn, its Members, third parties, or property.
5.8 Zocial Earn respects copyright law and expects its Members to do the same.
6. Service Fees
6.1 Zocial Earn may charge fees to Business Users ("Service Fees") in consideration for the use of the Zocial Earn Platform. More information about when Service Fees apply and how they are calculated can be found on our Service Fee page.
6.2 Any applicable Service Fees (including any applicable Taxes) will be displayed to a Business User prior to creating and submitting a Campaign. Zocial Earn reserves the right to change the Service Fees at any time, and will provide Members adequate notice of any fee changes before they become effective. Such fee changes will not affect any active Campaigns published prior to the effective date of the fee change.
6.3 You are responsible for paying any Service Fees you owe to Zocial Earn. The applicable Service Fees (including any applicable Taxes) are collected by Zocial Earn Payment. Any Referral Fees, Referrer Provision Fees and Online Cashback (as defined below) due to Customer Users are included in the Service Fees collected by Zocial Earn Payment. Except as otherwise provided on the Zocial Earn Platform, Service Fees are non-refundable.
7. Terms specific for Business Users
7.1 Terms applicable to all Campaigns
7.1.3 The placement and ranking of Campaigns in search results on the Zocial Earn Platform may vary and depend on a variety of factors, such as Member search parameters and preferences.
7.1.4 Shall Zocial Earn or any Members agree to promote your Campaign (such as through the Referral Program), it will be (i) within the calendar period you specified, or (ii) until the Customer Acquisition Target is reached, or (iii) until the Campaign is terminated.
7.1.5 The Promotional Offer(s) should be made available during the calendar period specified in the Campaign. In the case where there is no specified expiration date of the Campaign, the Promotional Offer(s) should be made available always.
7.1.6 Each Promotional Offer must not have a pre-defined or internal redemption quota or limit which is smaller than the Customer Acquisition Target of your Campaign.
7.1.9 You represent and warrant that any Campaign you submit and the redemption of Promotional Offer(s) by a Customer User will (i) not breach any agreements you have entered into with any third parties, or other agreements, and (ii) comply with all applicable laws (such as zoning laws), Tax requirements, and other rules and regulations (including having all required permits, licenses and registrations).
7.1.10 Any transactions between you and Customer Users will be taken place at the location(s) specified in the Campaign, using payment method(s) provided by you. Zocial Earn is not responsible for collecting any payment on your behalf.
7.1.12 You are not allowed to remove a published Campaign at any time unless it has no history of Offer Redemption, Online Cashback Request, or accepted Referrer. If you want to remove a published Campaign for whatever reasons, you must seek approval from Zocial Earn, which may result in the suspension or termination of your Zocial Earn Account and the incurrence of any Service Fees payable to Zocial Earn.
7.1.13 Zocial Earn may at its sole discretion, without prior notice, remove or disable access to any Campaign that Zocial Earn finds to be in violation of applicable law, these Terms, or otherwise may be harmful or objectionable to Zocial Earn, its Members, third parties, or property.
7.2 Offline Campaigns
7.3 Terms applicable to Online Campaigns
7.3.2 You understand that your Online Campaign will only become inactive and closed for public submission when the total number of accepted Online Cashback Requests equals to the Customer Acquisition Target of the Campaign. Irrespective of whether the total number of accepted Online Cashback Requests exceeds the Customer Acquisition Target of the Campaign, you must perform and complete an Online Cashback Verification on all submitted Online Cashback Requests in line with terms specified in 7.3.1, which may incur Services Fee(s) outside of your scheduled Customer Acquisition Target.
7.3.3 You are responsible for checking any incoming Online Cashback request on the Zocial Earn Platform, except in the event where Zocial Earn Services become unavailable. As a Member, you are advised to turn on necessary notification services (such as Zocial Earn Platform notification) and to check your notification centre regularly. If you experience any technical difficulty to get notified of your activities on the Zocial Earn Platform, you should seek assistance from Zocial Earn at once.
7.3.4 Any attempt to bypass or neglect any Online Cashback Verification, or mislead or bribe other Members into such negligence in order to circumvent any Service Fees, may result in fines, penalties, or/and termination of your Zocial Earn Account. More information about the fines and penalties can be found on our Service Fees page under the Other Charges section.
7.4 Referrer Applications
Customer Users may apply to become a Referrer through submitting reasons and/or proofs (such as their previous purchase record or current membership number) on the Zocial Earn Platform for you to review and approve at your sole discretion. You may also choose to automatically accept any Customer User who applies to become Referrer by using the feature(s) made available to you at your sole discretion and own risk. Zocial Earn is not responsible or liable for any repercussion and/or any loss or damage of any kind arising directly or indirectly (including special, incidental or consequential loss or damage) from your decision to accept a submission or to exercise the automatic acceptance feature(s).
7.5 Referral Program
7.5.1 Referral Program enables Members to promote your Campaign(s) using the tools available on Zocial Earn, such as sharing a promotional message of your Campaign on their social networks. Zocial Earn is not responsible or liable for any repercussion and/or any loss or damage of any kind arising directly or indirectly (including special, incidental or consequential loss or damage) from Members’ promotions of your business or your Campaign(s).
7.5.2 If no valid Referrer is identified or provided by a referred Member, Zocial Earn will be the default Referrer and receive the scheduled Referral Fee out of the Service Fees charged to you.
7.6 Business Categories
When creating a Campaign through the Zocial Earn Platform you should select the category and sub-category (collectively “Business Categories”) that best describe the industry and price range of your business or organisation. In order to ensure your Business Account is registered with the Business Categories that are tied to a pricing model deemed fair and appropriate to Zocial Earn in consideration of the Zocial Earn Services provided, we reserve the right to modify your Business Categories.
7.7 Zocial Earn Business Credits
Zocial Earn Business Credits, as reflected in your Zocial Earn Account, will be automatically deducted by Zocial Earn before a Service Fee is billed and charged by Zocial Earn Payment.
8. Terms specific for Customer Users
8.1 Terms applicable to all Offer Redemptions and Online Cashbacks
8.1.2 You should carefully review the description of any Campaign, Promotional Offer(s) and/or Online Cashback you intend to use or redeem to ensure you meet any minimum age or other requirements which the Business User has specified. In addition, certain laws, like the minimum legal drinking age in the Business User’s location may also apply. You are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to your participation in an Offer Redemption and/or a redemption of Online Cashback.
8.1.3 Upon making known to a Business User your intention to use the Promotional Offer(s) or your request for an Offer Redemption, a legally binding agreement is formed between you and the Business User, subject to any additional terms and conditions of the Business User that apply, including but not limited to the applicable return and refund policy and any rules and restrictions specified in the Campaign.
8.1.4 Prior to engaging the services of the Business User or transacting with a Business User, you are responsible for confirming and ensuring with the Business User the availability of the Promotional Offer(s) during your visit of the Business User’s location(s), as it may be subject to the remaining available quota on the Customer Acquisition Target of the Campaign. Zocial Earn is not responsible or liable for any of your losses resulted from the unavailability and/or any inaccurate statement of any Promotional Offers. Nor is Zocial Earn responsible or liable for claiming or recovering any of your losses or damage of any kind arising directly or indirectly (including special, incidental or consequential loss or damage) from your use of any Promotional Offer.
8.1.5 You are encouraged to identify a valid Referrer and submit the username of the Referrer during your Offline Offer Verification or Online Cashback Verification process for a monetary reward (“Referrer Provision Fee”). You are provided with the information on the maximum possible Referrer Provision Fee. You understand that final calculation of a Referrer Provision Fee depends on a variety of factors including but not limited to the final spending amount you submit.
8.1.6 In case of a Business User attempt to bypass or refuse to verify your Offer Redemption and/or Online Cashback Request, you are encouraged to report such instance to Zocial Earn and receive a report fee.
8.2 Online Campaigns
Upon redeeming the Promotional Offer(s) of any Online Campaign, you are encouraged to submit an application for Online Cashback Verification, the acceptance of which will credit an Online Cashback to your account’s balance. You may be asked to submit additional proofs of your transaction or contract before your Online Cashback Request is accepted.
8.3 Terms applicable to Referral Program
8.3.1 You are eligible to participate in the Referral Program of a Campaign as a referrer (“Referrer”) and earn a Referral Fee credited to your Zocial Earn Account if: (i) you have successfully redeemed an Promotional Offer of an Offline Campaign on the Zocial Earn Platform; (ii) you have submitted an Online Cashback Request and the application is accepted; or (iii) you have fulfilled either (i) or (ii) with the same Business User before.
8.3.2 You may submit reasons and/or proofs (such as previous purchase record or current membership number) for Business Users to review and approve, the approval of which makes you a Referrer of the individual Campaign that you submit for.
8.3.3 You can earn a Referral Fee if a referred friend submits your username during the Offline Offer Verification or Online Cashback Verification process. You are provided with the information on the maximum possible Referral Fee on the Campaign page. You understand that the final calculation of a Referral Fee depends on a variety of factors such as the referred Customer User repeatedly redeems the Promotional Offers and/or Online Cashback.
8.3.4 You agree to use best efforts to refer Members to create account and redeem Promotional Offers on Zocial Earn. You agree nothing in your participation will be construed as establishing joint venture, partnership, agency or employment relationship between Zocial Earn and you. However, you may state that you are a Referrer who is encouraging Members to use on Zocial Earn.
8.3.5 If you choose to use the Zocial Earn Platform as a Referrer, your relationship with Zocial Earn is limited to being an independent, third-party contractor, and not an employee, agent, joint venturer or partner of Zocial Earn for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of Zocial Earn. Zocial Earn does not, and shall not be deemed to, direct or control you generally or in your performance under these Terms specifically, including in connection with your provision of the referrals. You acknowledge that you have complete discretion whether to participate in a Referral Program or otherwise engage in other business or employment activities.
8.3.6 Zocial Earn may suspend or terminate the Referral Program or a Member’s ability to participate in it at any time for any reason. We reserve the right to suspend accounts or forfeit your Referral Fee if we notice any activity that we believe is illegal, abusive, fraudulent, and/or in violation of the Zocial Earn Terms. We reserve the right to review and investigate all referral activities and to suspend accounts or modify referrals in our sole discretion as deemed fair and/or appropriate.
8.3.7 You agree and represent that you will use referral methods and techniques that people will appreciate and that are legal. You agree and represent that you will always be mindful to respect the privacy of others (i.e. do not spam), be honest, open, and transparent about who you are and what you are offering (i.e. do not mislead).
8.3.8 You are responsible for any Tax consequences, if any, that may result from your participation in the Referral Program(s), or earnings and/or use of Referral Fee(s) on Zocial Earn. Zocial Earn cannot and does not offer Tax-related advice to you.
8.4 Terms applicable to Referral Fees
8.4.1 Referral Fees are a form of credit rewarded by Zocial Earn for referring Campaign(s) to another Member. Once earned, Referral Fees will appear as balance on the referring Member’s earnings page. If for any reason you believe that there is a discrepancy regarding your balance of Referral Fees, please contact us. Zocial Earn reserves the right to require you to submit satisfactory proof in order to make a determination regarding your balance. All decisions regarding your balance will be final and at Zocial Earn’s sole discretion.
8.4.2 Referral Fees may not be earned by creating multiple Zocial Earn Accounts. Referral Fees accrued in separate Zocial Earn accounts may not be combined into one Referral Fee account.
9. Rounding off
Zocial Earn generally supports payment amounts that are payable from or to Members to the smallest unit supported by a given currency (i.e., U.S. cents, Euro cents or other supported currencies). Where Zocial Earn’s third-party payment services provider does not support payments in the smaller unit supported by a given currency, Zocial Earn may, in its sole discretion, round up or round down the displayed amounts that are payable from or to Members to the nearest whole functional base unit in which the currency is denominated (i.e. to the nearest dollar, Euro or other supported currency); for example, Zocial Earn may round up an amount of $101.50 to $102.00, and round down an amount of $101.49 to $101.00.
10.1 As a Member you are solely responsible for determining your obligations to report, collect, remit or include in your Service Fees, Referral Fees, or Referrer Provision Fees any applicable VAT or other indirect sales taxes, occupancy tax, tourist or other visitor taxes or income taxes ("Taxes").
10.2 Tax regulations may require us to collect appropriate Tax information from Members, or to withhold Taxes from payouts to Members, or both. If a Member fails to provide us with the required documentation under applicable law (e.g., a tax number) that we determine to be sufficient to alleviate our obligation (if any) to withhold Taxes from payouts to you, we reserve the right to withhold payouts up to the tax-relevant amount as required by law, until resolution.
11. Prohibited Activities
11.1 You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Zocial Earn Platform. In connection with your use of the Zocial Earn Platform, you will not and will not assist or enable others to:
breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or our Terms;
use the Zocial Earn Platform or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Zocial Earn endorsement, partnership or otherwise misleads others as to your affiliation with Zocial Earn;
use the Zocial Earn Platform in connection with the distribution of unsolicited commercial messages ("spam");
offer, as a Business User, any Promotional Offer that you do not yourself own or have permission to make available as a Campaign through the Zocial Earn Platform;
use the Zocial Earn Platform to apply a Promotional Offer or offer an Online Cashback independent of the Zocial Earn Platform, to circumvent any Service Fees or for any other reason;
discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any violent, harmful, abusive or disruptive behavior;
use, display, mirror or frame the Zocial Earn Platform or Collective Content, or any individual element within the Zocial Earn Platform, Zocial Earn’s name, any Zocial Earn trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the Zocial Earn Platform, without Zocial Earn’s express written consent;
dilute, tarnish or otherwise harm the Zocial Earn brand in any way, including through unauthorized use of Collective Content, registering and/or using Zocial Earn or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Zocial Earn domains, trademarks, taglines, promotional campaigns or Collective Content;
use any robots, spider, crawler, scraper or other automated means or processes to access, collect data or other content from or otherwise interact with the Zocial Earn Platform for any purpose;
avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by Zocial Earn or any of Zocial Earn’s providers or any other third party to protect the Zocial Earn Platform;
attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Zocial Earn Platform;
take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the Zocial Earn Platform;
export, re-export, import, or transfer the Application except as authorized by United States law, the export control laws of your jurisdiction, and any other applicable laws; or
violate or infringe anyone else’s rights or otherwise cause harm to anyone.
11.2 You acknowledge that Zocial Earn has no obligation to monitor the access to or use of the Zocial Earn Platform by any Member or to review, disable access to, or edit any Member Content or Campaign, but has the right to do so to (i) operate, secure and improve the Zocial Earn Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Member Content or Campaign that it determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Members agree to cooperate with and assist Zocial Earn in good faith, and to provide Zocial Earn with such information and take such actions as may be reasonably requested by Zocial Earn with respect to any investigation undertaken by Zocial Earn or a representative of Zocial Earn regarding the use or abuse of the Zocial Earn Platform.
11.3 If you feel that any Member you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to anyone who engages in offensive, violent or sexually inappropriate behavior, or engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Zocial Earn by contacting us with your police station and report number (if available). You agree that any report you make will not obligate us to take any action (beyond that required by law, if any).
12. Term and Termination, Suspension and other Measures
12.1 This Agreement shall be effective for a 30-day term, at the end of which it will automatically and continuously renew for subsequent 30-day terms until such time when you or Zocial Earn terminate the Agreement in accordance with this provision.
12.2 You may terminate this Agreement and cancel your Zocial Earn account at any time by sending us an email. If you cancel your Zocial Earn Account as a Business User, any published Campaign(s) will be automatically removed and you are required to pay to Zocial Earn any outstanding bills, invoices and/or fees incurred by your account cancellation, including any Service Fees that may be implied to Zocial Earn in your active Campaigns. If you cancel your Zocial Earn Account as a Customer User, you are solely responsible for requesting and completing any Payout (as defined in the Payment Terms) on the remaining balance of your account via the Payment Methods (as defined in the Payment Terms), as it may become unavailable after account cancellation. If you have any difficulty requesting a Payout, you should seek assistance from us before the account cancellation.
12.3 Without limiting our rights specified below, Zocial Earn may terminate this Agreement for convenience at any time by giving you thirty (30) days' notice via email to your registered email address.
12.4 Zocial Earn may immediately, without notice, terminate this Agreement and/or stop providing access to the Zocial Earn Platform if (i) you have materially breached your obligations under these Terms, the Payments Terms, (ii) you have violated applicable laws, regulations or third party rights, or (iii) Zocial Earn believes in good faith that such action is reasonably necessary to protect the personal safety or property of Zocial Earn, its Members, or third parties (for example in the case of fraudulent behavior of a Member).
12.5 In addition, Zocial Earn may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, or if (ii) you have breached these Terms, the Payments Terms, applicable laws, regulations, or third party rights, (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the Zocial Earn Account registration, Campaign creation process or thereafter, (iv) you and/or your Campaigns at any time fail to meet any applicable quality or eligibility criteria, (v) you are repeatedly reported or Zocial Earn otherwise becomes aware of or has received complaints about your conduct, (vi) you have repeatedly failed to respond to Online Cashback Request(s) without a valid reason, or (vii) Zocial Earn believes in good faith that such action is reasonably necessary to protect the personal safety or property of Zocial Earn, its Members, or third parties, or to prevent fraud or other illegal activity:
limit your access to or use of the Zocial Earn Platform;
temporarily or in case of severe or repeated offenses permanently suspend your Zocial Earn Account and stop providing access to the Zocial Earn Platform.
In case of non-material breaches and where appropriate, you will be given notice of any intended measure by Zocial Earn and an opportunity to resolve the issue to Zocial Earn’s reasonable satisfaction.
12.6 When this Agreement has been terminated, you are not entitled to a restoration of your Zocial Earn Account, any of your Member Content or any of your Campaigns. If your access to or use of the Zocial Earn Platform has been limited or your Zocial Earn Account has been suspended or this Agreement has been terminated by us, you may not register a new Zocial Earn Account or access and use the Zocial Earn Platform through an Zocial Earn Account of another Member.
12.7 Sections 5 and 13 to 15 of these Terms shall survive any termination or expiration of this Agreement.
If you choose to use the Zocial Earn Platform or Collective Content, you do so voluntarily and at your sole risk. The Zocial Earn Platform and Collective Content is provided “as is”, without warranty of any kind, either express or implied.
You agree that you have had whatever opportunity you deem necessary to investigate the Zocial Earn Services, laws, rules, or regulations that may be applicable to your Campaigns you are receiving and that you are not relying upon any statement of law or fact made by Zocial Earn relating to a Campaign.
You agree that some Campaigns may carry inherent risk, and by participating in such Campaigns, you choose to assume those risks voluntarily including but not limited to injury, illness, temporary or permanent disability, death and property damage or loss arising out of or in connection with such use. You assume full responsibility for the choices you make before, during and after your participation in a Campaign.
The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by law.
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Zocial Earn Platform and Collective Content, your creating or submitting of any Campaign via the Zocial Earn Platform, your stay at any location of a Business User, or any other interaction you have with other Members whether in person or online remains with you. Neither Zocial Earn nor any other party involved in creating, producing, or delivering the Zocial Earn Platform or Collective Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) from the use of or inability to use the Zocial Earn Platform or Collective Content, (iii) from any communications, interactions or meetings with other Members or other persons with whom you communicate, interact or meet with as a result of your use of the Zocial Earn Platform, or (iv) from your creating or submitting of a Campaign, including the provision or use of a Campaign’s Referral Program, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Zocial Earn has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
To the maximum extent permitted by applicable law, you agree to release, defend (at Zocial Earn’s option), indemnify, and hold Zocial Earn and its affiliates and subsidiaries, including but not limited to, Zocial Earn Payment, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms, (ii) your improper use of the Zocial Earn Platform or any Zocial Earn Services, (iii) your interaction with any Member, stay at the location of a Business User, participation in a Referral Program, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, stay, participation or use, or (iv) your breach of any laws, regulations or third party rights.
16. General Provisions
16.1 Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between Zocial Earn and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between Zocial Earn and you in relation to the access to and use of the Zocial Earn Platform.
16.2 No joint venture, partnership, employment, or agency relationship exists between you and Zocial Earn as a result of this Agreement or your use of the Zocial Earn Platform.
16.3 These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
16.4 If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
16.5 Zocial Earn’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
16.6 You may not assign, transfer or delegate this Agreement and your rights and obligations hereunder without Zocial Earn’s prior written consent. Zocial Earn may without restriction assign, transfer or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains unaffected.
16.7 Unless specified otherwise, any notices or other communications to Members permitted or required under this Agreement, will be provided electronically and given by Zocial Earn via email or Zocial Earn Platform notification.
16.8 If you have any questions about these Terms please email us.