Saas Terms Of Service

SoCreate Terms of Service

Last Updated: January 19, 2023

1. Acceptance

These Terms of Service are entered into by and between you and SoCreate Inc. (“SoCreate”, “we”, or “us”). The following terms and conditions, together with any other documents expressly incorporated by reference (collectively, the “Terms of Service”), govern your access to and use of www.socreate.it (and all variations thereof) (the “Website”) and the content, functionality, and services offered on or through the Website (the “Service”).

This Service is offered and available to users who are 13 years of age or older (“Customer” or “you”). By using the Service, you represent and warrant that you are of legal age to form a binding contract with SoCreate or that you are a parent or legal guardian of a user between the ages of 13 and 17 and agree to these Terms of Service on behalf of such user. You represent and warrant that you meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Service.

THESE TERMS OF SERVICE CONTAIN A BINDING ARBITRATION PROVISION. READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING OUR SERVICE.

BY USING THE SERVICE, YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS OF SERVICE AND OUR PRIVACY POLICY, WHICH IS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE OR THE PRIVACY POLICY, YOU MUST NOT ACCESS OR USE THE SERVICE OR ANY INFORMATION CONTAINED ON THE WEBSITE. YOUR USE OF THE SERVICE SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW. WE MAY MAKE CHANGES TO THE CONTENT AND SERVICE OFFERED AT ANY TIME. WE CAN CHANGE THESE TERMS OF SERVICE AT ANY TIME BY POSTING UPDATED TERMS OF SERVICE ON THE WEBSITE AND BY POSTING A CHANGE NOTICE ON THE WEBSITE, CHANGING THE DATE LAST MODIFIED ABOVE AND/OR SENDING CUSTOMERS AN EMAIL NOTICE OF THE CHANGES. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOU SHALL CEASE USING THE SERVICE. IF YOU DO NOT CEASE USING THE SERVICE, YOU WILL BE CONCLUSIVELY DEEMED TO HAVE ACCEPTED THE CHANGE.

2. Services

During the Subscription Period, SoCreate agrees to provide the Services to Customer in accordance with these Terms of Service.

The Service and all of its content, features, and functionality (including, but not limited to, all information, software text, displays, images, video, and audio, and the design and arrangement thereof), but excluding all Content created by you, are owned by SoCreate, its licensors, or other providers of such material and are all protected by copyright, trademark, patent, trade secret, and other Intellectual Property Rights or proprietary rights laws. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner.

For purposes of these Terms of Service, “Intellectual Property Rights” means all intellectual property rights or similar proprietary rights, including (a) patent rights and utility models, (b) copyrights and database rights, (c) trademarks, trade names, domain names and trade dress and the goodwill associated therewith, (d) trade secrets, (e) mask works, and (f) industrial design rights; in each case, including, without limitation, any registrations of, applications to register, and renewals, reissues, reexaminations, reviews and extensions of, any of the foregoing in any jurisdiction in the world. 

These Terms of Service allow you to use the Service for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit or otherwise exploit any of the material on our Service; provided that you may print or download one copy of such materials for your own personal, non-commercial use and not for further reproduction, publication, or distribution. You must not delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Service. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Service in breach of the Terms of Service, your right to use the Service will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Service or any content on the Website is transferred to you, and all rights not expressly granted are reserved by SoCreate. Any use of the Service not expressly permitted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark, and other laws.

SoCreate, its logo, and all related names, logos, product and service names, designs, and slogans are trademarks of SoCreate or its affiliates or licensors. You must not use such marks without the prior written permission of the SoCreate. All other names, logos, product and service names, designs, and slogans on the Website are the trademarks of their respective owners.

In its sole discretion, SoCreate reserves the right to change or remove features or functionality of the Service from time to time.

3. License; Restrictions

Subject to Customer’s compliance with these Terms of Service and payment of applicable Fees, SoCreate hereby grants to Customer, during the relevant Term, a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services in accordance with these Terms of Service and solely for Customer’s internal business purposes and not for the benefit of any other person or entity.  Customer’s use of the Service may be subject to certain limitations, such as, for example, limits on storage capacity for Content.

Customer shall not, directly or indirectly, and Customer shall not permit any third party to:  (a) reverse engineer, decompile, disassemble or otherwise attempt to discover the object code, source code or underlying ideas or algorithms of the Services; (b) modify, translate, or create derivative works based on any element of the Service; (c) rent, lease, distribute, sell, resell, assign, or otherwise transfer its rights to use the Service without explicit written approval of the Company; (d) use the Service for timesharing purposes or otherwise for the benefit of any person or entity other than for the benefit of Customer without the explicit written approval of Company; (e) publish or disclose to third parties any evaluation of the Service without Company’s prior written consent; (f) use the Service for any purpose other than its intended purpose; (g) interfere with or disrupt the integrity or performance of the Service; (h) attempt to gain unauthorized access to the Service or the related systems or networks of the Service; (i) alter, remove or tamper with any trademarks, patent or copyright notices, or confidentiality legend or notice, or any other means of identification used on or in relation to the Service; or (j) use the Service in a manner that violates or breaches any statute, regulation, law, or legal right of any person within United States of America or the jurisdiction in which the Customer is located.

Except as expressly granted in these Terms of Service, there are no other licenses or rights granted to Customer, express, implied or by way of estoppel.  All rights not granted in these Terms of Service are reserved by SoCreate.

4. Content

The Service allows you to create, store, and share text, graphics, images, documents, information, and other material (“Content”). You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of the Content.

By posting Content on or through the Service, you represent that you own the Content and/or you have the right to use it, and that the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights, Intellectual Property Rights, or any other rights of any person or entity. We reserve the right to terminate the account of anyone found to be infringing on a copyright or Intellectual Property Rights of a third party or otherwise violating applicable law.

You retain all rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights. We take no responsibility and assume no liability for Content you or any third-party posts on or through the Service.

Customer hereby grants to SoCreate a perpetual, non-exclusive, royalty-free, worldwide license to use the Content and perform all acts with respect to the Content as may be necessary for SoCreate (i) to provide the Service to Customer;  (ii) to analyze data metrics for the purposes related to the usage, traffic patterns and behavior of Customer’s use of the Services in aggregate form for any purpose so long as such data does not include any personally identifiable information or Customer-specific information; (iii) for diagnostic purposes; (iv) to test, enhance and otherwise modify the Service whether requested by the Customer or not; (v) to develop additional features, functionality or other products and services; and (vi) as reasonably required to fulfill SoCreate’s obligations under these Terms of Service.

SoCreate has the right, but not the obligation, to monitor all Content provided by users in our pursuit of providing the Service and ensuring the Content is in alignment with these Term of Service. In our sole discretion, we may remove any content that is available via the Service that we deem inappropriate, illegal, offensive, threatening, libelous, defamatory, pornographic, obscene, or otherwise objectionable or violate any party’s Intellectual Property Rights, these Terms of Service or applicable law.

In our sole discretion, we may terminate a Customer’s access to and use of the Service if we determine that Customer is a repeat infringer of the Intellectual Property Rights of other parties, including SoCreate, or repeatedly violates these Terms of Service.

5. Feedback

Customer grants to SoCreate an exclusive, royalty-free, transferable, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to fully use, practice and exploit to any modifications, enhancements, evaluations, ideas, feedback and suggestions by Customer to SoCreate regarding the Services or Non-GA Services (as defined below) (collectively, “Feedback”) and all Intellectual Property Rights in the Feedback without the necessity of any further consideration.

From time to time, SoCreate may invite Customer to try, at no charge, new products or services that are not generally available to our customers (“Non-GA Services”).  Non-GA Services are provided for evaluation purposes and not for production use, are not supported, may contain bugs or errors, and may be subject to additional terms that shall be provided by SoCreate to Customer prior to or concurrent with SoCreate’s invitation to the applicable Non-GA Services.  Non-GA Services are not considered “Services” hereunder.  SoCreate has the right to discontinue Non-GA Services at any time in its sole discretion and may never make them generally available.

6. Availability; Support Services

SoCreate will use reasonable efforts to make the Service available with minimal downtime 24 hours a day, 7 days a week; provided, however, that the following are excepted from availability commitments: (a) unplanned downtime for emergency maintenance (with regard to which SoCreate will use commercially reasonable efforts to provide advance notice, if possible) or (b) any unavailability caused by circumstances beyond SoCreate’s reasonable control, including without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems or Internet service provider failures or delays. 

During the Subscription Period, SoCreate will provide Customer with basic support services via email, chat or a ticketing system, as applicable.  Customer shall provide SoCreate with a request for support services with sufficient details to allow SoCreate to investigate and remediate the issue with the Service. In connection with providing the support services, Customer agrees to assist SoCreate with investigating and ascertaining the cause of the issue and to provide all information as SoCreate requests.

7. Prohibited Use

You may use the Services only for lawful purposes and in accordance with these Terms of Service. You agree not to use the Services:

  • in any way that violates any applicable federal, state, local, or international law or regulation.

  • to transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation.

  • to engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Services, or which, as determined by us in our sole discretion, may harm SoCreate or users of the Services or expose them to liability.

  • in any manner that could disable, overburden, damage, or impair the Services or interfere with any other party’s use of the Services, including their ability to engage in real time activities through the Services.

In addition, you agree not to:

  • use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material on the Services.

  • use any manual process to monitor or copy any of the material on the Services or for any other unauthorized purpose without our prior written consent.

  • use any device, software, or routine that interferes with the proper working of the Services.

  • introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

  • attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services are stored, or any server, computer, or database connected to the Services.

  • provide inaccurate job information or otherwise attempt to interfere with the proper working of the Services.

8. Electronic Communication

Customer agrees to accept emails from SoCreate at the e-mail addresses specified by Customer for login purposes. In addition, Customer agrees that SoCreate may rely and act on all information and instructions provided to SoCreate by Customer from the above-specified e-mail address.

By creating an account with SoCreate to use the Service, you agree to receive information we may send out electronically related to our Service, including but not limited to payments, newsletters, marketing, surveys, or other promotional materials. You may opt out of receiving marketing communications by unsubscribing.

9. Accounts

To access the Services or some of the resources it offers, you may be asked to provide certain registration details. The information you provide to us must be correct, current, and complete. You agree that all information and data you provide to register with, or use, this Service or otherwise, including but not limited aggregations of such information and/or data, is governed by our privacy policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

You may need a valid email address and phone number that can receive text messages to sign in into the Service. You must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Service or portions of it using your sign in information, or other security information. You agree to notify us immediately of any unauthorized access to or use of your sign in information or any other breach of security.

Your display name/handle must not be the name of another person, entity, or trademarked name or that is not lawfully available for your use. You may not use as a any name that is offensive or obscene, as doing so may result in immediate termination of the Service.

10. Fees and Payment

The Service is licensed and billed on a subscription basis (“Subscription”). You will be billed in advance on a monthly or annual basis (each, a “Subscription Period”) for the applicable fee. All fees are in U.S. Dollars. Except as required by law, all fees are nonrefundable.

At the end of each Subscription Period, your Subscription will automatically renew for the exact same period of time, monthly or annually, unless cancelled prior to the end of the applicable Subscription Period. You may cancel your Subscription either through your online account management page or by contacting SoCreate. If you cancel your Subscription, you will continue to have access to the Services through the end of the then-current Subscription Period.

In its sole discretion, SoCreate may modify the fees for its Services at any time. Any fee change shall take effect at the start of the next Subscription Period. SoCreate will provide you with reasonable prior notice of any change in fees to give you an opportunity to terminate or change your Subscription before such change takes effect.  Your continued use of the Service after the Fee change takes effect constitutes your agreement to pay updated fee.

To use the Service, you must provide SoCreate with accurate and complete billing information including full name, address, state/region, postal code, telephone number, and a valid payment method, including credit card. By submitting payment information, you automatically authorize SoCreate to charge all Subscription fees incurred through your account to any such payment methods.

Should your payment fail for any reason, SoCreate will terminate your access to the Services.

11. Free Trial

SoCreate may, in its sole discretion, offer you a Subscription for a free trial period (“Free Trial”). You will be required to enter your payment information to sign up for the Free Trial. If you do enter your payment information when signing up for the Free Trial, you will not be charged by SoCreate until the Free Trial expires. Upon expiration of the Free Trial, you will be automatically signed up for a monthly Subscription to the Services and charged the applicable Fees.

At any time and without notice, SoCreate reserves the right to modify the terms and conditions of or cancel the Free Trial; provided, however, that if SoCreate cancels such Free Trial, SoCreate will terminate your account and you will need to sign up for a Subscription to reactivate your account.

12. Third-Party Content and Links

Information and other content provided by third-party licensors and suppliers to SoCreate (“Third-Party Content”) is, in each case, the copyrighted and/or trademarked work of the owner of such Third-Party Content. You acknowledge and agree that you have no right to download, cache, reproduce, modify, display, edit, alter or enhance any of the Third-Party Content in any manner unless you have permission from the owner of the Third-Party Content.

Our Service contains links to third-party websites or services that are not owned or controlled by SoCreate. SoCreate has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third-party websites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit at the links provided through the Service.

13. General Representations and Warranties

Each party represents, warrants and covenants that: (a) it has the full power and authority to enter into these Terms of Service and to perform its obligations hereunder, without the need for any consents, approvals or immunities not yet obtained; and (b) its acceptance of and performance under these Terms of Service shall not breach any oral or written agreement with any third party or any obligation owed by it to any third party to keep any information or materials in confidence or in trust.

14. Disclaimers

Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis.

The information and materials presented on or through the Service is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information or the materials. Any reliance you place on such information and/or the materials is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such information and/or materials by you.

All statements and/or opinions expressed in any Third-Party Content and other third-party content, other than the content provided by SoCreate, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of SoCreate. We are not responsible, or liable to you or any third party, for the content or accuracy of the Third-Party Content or any materials provided by any third parties.

SOCREATE, FOR ITSELF AND ITS LICENSORS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES IN CONNECTION WITH THE SERVICE, ANY MATERIALS THEREON, OR ANY THIRD-PARTY CONTENT, RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION, CONTENT, OR OTHER MATERIAL CONTAINED OR PRESENTED ON THE SERVICE. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, THE MATERIALS THEREON, THE THIRD-PARTY CONTENT AND ANY OTHER INFORMATION, CONTENT OR MATERIAL CONTAINED OR PRESENTED ON THE SERVICE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. SOCREATE DOES NOT PROVIDE ANY WARRANTIES AGAINST VIRUSES, SPYWARE OR MALWARE THAT MAY BE INSTALLED ON YOUR COMPUTER. SOCREATE DOES NOT WARRANT THAT THE SERVICE WILL FUNCTION UNINTERRUPTED, SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION, ANY ERRORS OR DEFECTS WILL BE CORRECTED, OR THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS.

15. Indemnification

You agree to defend, indemnify, and hold harmless SoCreate, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Service or your use of the Website and Services, including, but not limited to, any use of the Website’s or Service’s content, services, and products other than as expressly authorized in these Terms of Services, your use of any information obtained from the Website or Services, and the infringement of Intellectual Property Rights or violation of applicable law by the Content.

16. Limitation of Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL SOCREATE, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. IF SOCREATE IS FOUND TO BE LIABLE FOR DAMAGES, SOCREATE’S AGGREGATE LIABILITY WILL BE LIMITED TO THE AMOUNT OF FIVE HUNDRED DOLLARS.

17. Confidentiality 

“Confidential Information” means any and all information disclosed by one party (the “Disclosing Party”) to the other party (the “Receiving Party”) pursuant to these Terms of Service that is (a) marked confidential and proprietary, (b) the Disclosing Party identifies as confidential and proprietary, or (c) by the nature of the circumstances surrounding the disclosure or receipt ought to be treated as confidential and proprietary information. The following information will be considered Confidential Information whether or not marked as such: (i) these Terms of Service, (ii) the Services, (iii) a party’s roadmaps, product plans, technical information and business or marketing plans. Confidential Information does not include information that as shown by the Receiving Party’s records: (a) was known by the Receiving Party prior to receipt from the Disclosing Party either itself or through receipt directly or indirectly from a source other than one having an obligation of confidentiality to the Disclosing Party; (b) was developed by the Receiving Party without use of the Disclosing Party’s Confidential Information; or (c) becomes publicly known or otherwise ceases to be secret or confidential, except as a result of a breach of these Terms of Service or any obligation of confidentiality by the Receiving Party.

The Receiving Party will use no less than a reasonable standard of care to safeguard the Confidential Information received from the Disclosing Party. The Receiving Party shall not use the Confidential Information of the Disclosing Party other than as necessary to fulfill the Receiving Party’s obligations or to exercise the Receiving Party’s rights under these Terms.

Neither party will disclose Confidential Information in violation of these Terms nor to a third party without the prior written consent of the other party. Nothing in these Terms shall prevent the Receiving Party from disclosing Confidential Information to the extent the Receiving Party is legally compelled to do so by any governmental investigative or judicial agency pursuant; provided, however, that prior to any such disclosure, the Receiving Party shall, if legally permissible, immediately notify the Disclosing Party in writing of the agency’s order or request to disclose and cooperate fully with the Disclosing Party in protecting against any such disclosure and in obtaining a protective order narrowing the scope of the compelled disclosure and protecting its confidentiality.

The parties agree that any unauthorized disclosure of Confidential Information may cause immediate and irreparable injury to the Disclosing Party and that, in the event of such breach, the Receiving Party will be entitled, in addition to any other available remedies, to seek immediate injunctive and other equitable relief, without bond.

18. Termination

SoCreate may terminate your access and use of the Services at any time in its sole discretion for no reason or for any lawful reason. Additionally, if you violate these Terms of Service, SoCreate may terminate and/or suspend your access to this Service without notice. SoCreate prefers to advise you of your inappropriate behavior and to recommend any necessary corrective action. However, certain violations of these Terms of Service, as determined by SoCreate, may result in immediate termination.

If you wish to terminate your account, you may cancel your Subscription and discontinue using the Service.

Upon termination, Customer’s use of and access to the Services and the performance of all Support Services, if applicable, shall cease. Company shall keep all Content for thirty (30) days after the termination, during which time Customer will be provided access to the Services for the sole purpose of downloading its Content.

19. Governing Law; Jurisdiction

These Terms shall be governed and construed in accordance with the laws of Delaware, United States, without regard to its conflict of law provisions.

Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the state or federal courts of San Luis Obispo County in California. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

20. Dispute Resolution; Binding Arbitration

As used in this Dispute Resolution and Binding Arbitration Provision (“Arbitration Provision”), the terms “SoCreate,” “we,” “us,” and “our” refer to SoCreate Inc., including its subsidiaries and agents; The word “Claims” means all claims, disputes, or controversies between Customer and us of any nature or kind, whether pre-existing, present, or future, that arise from or relate to the Service. This includes but is not limited to disagreements about the validity, enforceability, or scope of this Arbitration Provision.

If a dispute arises between Customer and SoCreate, Customer should first attempt to resolve it by contacting our Customer Service Center at (888) 877-8667 or by sending the details of Customer’s complaint, including Customer’s contact information for a response, to the address or email address listed below. We will attempt in good faith to resolve all Claims submitted this way within fifteen (15) days of receipt.

If informal efforts to resolve Claims fail or are not used, User agrees that any and all Claims will be resolved exclusively by binding arbitration as described herein, except that: (i) Customer may assert Claims in a small claims court in the United States if Customer’s Claims meet the court’s jurisdictional requirements; and (ii) either party may pursue Claims and relief in a court of competent jurisdiction regarding the validity and/or infringement of a party’s intellectual property rights.

THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS VERY LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD TO USER ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND FORMS OF RELIEF AS A COURT COULD (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF AS WELL AS STATUTORY DAMAGES), AND MUST FOLLOW THE LAW AND THESE TERMS OF SERVICE AS A COURT WOULD. ANY ARBITRATION UNDER THESE TERMS OF SERVICE WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS AND PRIVATE ATTORNEY GENERAL ACTIONS ARE NOT PERMITTED. IF CUSTOMER DOES NOT WISH TO BE BOUND BY THIS ARBITRATION PROVISION, CUSTOMER MUST NOTIFY SOCREATE IN WRITING WITHIN 30 DAYS FROM THE DATE THAT CUSTOMER FIRST ACCEPTS OR HAS ACCESS TO THESE TERMS OF SERVICE BY MAILING OR EMAILING AN OPT-OUT REQUEST TO OUR CUSTOMER SERVICE CENTER LISTED BELOW. CUSTOMER’S WRITTEN NOTIFICATION MUST INCLUDE CUSTOMER’S NAME, ADDRESS, THE EMAIL ADDRESS CUSTOMER USED TO REGISTER WITH SOCREATE, AND A CLEAR STATEMENT THAT CUSTOMER DOES NOT WISH TO RESOLVE DISPUTES WITH US THROUGH ARBITRATION. CUSTOMER’S DECISION TO OPT OUT OF THIS ARBITRATION PROVISION WILL HAVE NO ADVERSE EFFECT ON CUSTOMER’S RELATIONSHIP WITH US OR THE DELIVERY OF SERVICE TO CUSTOMER BY US. IF CUSTOMER HAS PREVIOUSLY NOTIFIED US OF CUSTOMER’S DECISION TO OPT OUT OF ARBITRATION, CUSTOMER DOES NOT NEED TO DO SO AGAIN.

The allocation and payment of all filing, administration and arbitrator fees will be governed by the American Arbitration Association (“AAA”) rules which limit the amount a consumer is required to pay. If the arbitrator determines that Customer’s Claims are not frivolous applying the standards of the Federal Rules of Civil Procedure, we agree to reimburse Customer the amount of all filing, administration and arbitrator fees Customer is required to pay for the arbitration.

The arbitration will be conducted by AAA under its rules if Customer is a resident of the United States; if Customer’s use of the Service has been principally for personal or household use, the AAA’s Supplementary Procedures for Consumer-Related Disputes will also apply. If Customer is a resident of a country other than the United States, the arbitration will be conducted by the AAA's International Centre for Dispute Resolution with venue in San Francisco, California, USA, under its rules for international arbitration. The Parties agree to submit to the personal jurisdiction of the U.S. federal court for the Northern District of California, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator. In the event of a conflict or inconsistency between the applicable arbitration rules and this Arbitration Provision, this Arbitration Provision shall govern and control. The arbitration will be conducted in the English language by a single arbitrator who is an attorney-at-law with experience in consumer and technology transactions and who is also a member of the AAA National Roster of Arbitrators. If the parties can't agree on a mutually acceptable arbitrator within fifteen (15) days after the arbitration is initiated, then the AAA will pick a neutral arbitrator who meets the qualifications. The AAA's rules are available at www.adr.org, or by calling 1-800-778-7879 from inside the United States or +1-212-484-4181 from outside the United States.

To begin an arbitration proceeding, User must follow the procedures specified by the applicable AAA rules as described on their website at www.adr.org.

CUSTOMER MUST FILE A COMPLAINT WITH AAA OR A PERMITTED COURT WITHIN ONE (1) YEAR OF THE DATE OF THE OCCURRENCE OF THE EVENT OR FACTS GIVING RISE TO A CLAIM, OR USER WAIVE THE RIGHT TO PURSUE ANY CLAIM BASED UPON SUCH EVENT, FACTS OR DISPUTE.

Because appearing in person for arbitration can be unduly burdensome in the circumstances, arbitration under this Arbitration Provision shall not require any personal appearance by the parties or witnesses unless mutually agreed. Either or both parties may participate by written submissions, telephone calls, or other means of remote communication as allowed by the arbitrator. The arbitration proceedings will be conducted in the English language at a location designated by the AAA that is the most convenient for User. The arbitration can only decide Claim(s) between Customer and us, and may not consolidate or join the claims of other persons that may have similar claims. There shall be no pre-arbitration discovery except as provided for in the applicable AAA rules. The arbitrator will honor claims of privilege recognized by law and will take reasonable steps to protect Customer’s account information and other Confidential Information. In conducting the arbitration proceeding, the arbitrator will apply the law of the State of Delaware (without regard to its conflicts of law provisions) including U.S. federal law for matters covered by federal law (e.g. the Federal Arbitration Act). At the request of any party, the arbitrator shall provide a brief written explanation of the basis for the decision and award. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. The arbitrator’s decision will be final and binding on the parties except for any right to appeal under the AAA rules or the Federal Arbitration Act.

If the arbitrator rules in Customer’s favor on the merits of any Claim brought against us and issues a damages award in Customer’s favor that is greater in monetary value than our last written settlement offer made before written submissions are made to the arbitrator, then when the judgment is final we will pay Customer the damage award judgment plus fifty percent (50%) up to US$1,000 over and above the damages award, plus Customer’s reasonable attorneys’ fees for the arbitration proceeding.

The parties shall keep confidential any information exchanged during the arbitration as well as the decision of the arbitrator made with respect to any Claim(s) arbitrated under this Arbitration Provision and, with the exception of disclosure to Customer’s or our attorneys, accountants, auditors, and other legal or financial advisors, neither party shall disclose such information or decision to any other person unless required to do so by law.

This Arbitration Provision shall survive termination of Customer’s access to or use of the Service and related agreements. If any portion of this Arbitration Provision is deemed invalid or unenforceable at law, such invalid or unenforceable provision will be interpreted, construed or reformed to the extent required to make it valid and enforceable, and this shall not invalidate the remaining portions of this Arbitration Provision.

21. DMCA

SoCreate respects the intellectual property rights of others and we ask our users to do the same. SoCreate complies with all applicable provisions of the Digital Millennium Copyright Act. If you believe your copyrighted material and/or any of your other intellectual property has been copied on our Service, please notify SoCreate’s copyright agent and include the following information in writing:

  • Your name, address, telephone and e-mail contact information;

  • Identify the copyrighted work and/or trademark claimed to have been infringed;

  • Identify the content on SoCreate’s site that you claim infringes your intellectual property;

  • A description of where the claimed infringing Content is located on our Services (please provide URLs);

  • A statement by you that you have a good faith belief that the disputed use is not authorized by the intellectual property owner, its agent, or the law; and

  • A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are authorized to act on behalf of the owner of the intellectual property involved.

SoCreate's Copyright Agent can be reached at dmca@socreate.it; or P.O. Box PO Box 5442, San Luis Obispo, CA 93403.

22. Changes

We reserve the right, at our sole discretion, to modify or replace these Terms of Service at any time. We will provide five (5) days’ prior notice to Customers prior to any modification or replacement of these Terms of Service to Customers.

By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised Terms of Service. If you do not agree to the revised Terms of Service, you are no longer authorized to use the Service.

23. General

If any of these Terms of Service is found to be inconsistent with applicable law, then such term shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. SoCreate’s failure to enforce any of these Terms of Service is not a waiver of such term. These Terms of Service are the entire agreement between you and SoCreate and supersede all prior or contemporaneous negotiations, discussions or agreements between you and SoCreate about the Service. No agency, partnership, joint venture, or employment is created as a result of these Terms of Service and you do not have any authority of any kind to bind SoCreate in any respect whatsoever. Provisions that, by their nature, should survive termination of these Terms of Service shall survive termination. By way of example, all of the following will survive termination:  payment obligations, terms related to ownership of intellectual property, arbitration provisions, indemnities, limitations of liability and general provisions. You may not assign, delegate or transfer these Terms of Service or your rights or obligations hereunder, or your Service account, in any way (by operation of law or otherwise) without the prior written consent of SoCreate. We may transfer, assign, or delegate these Terms of Service and our rights and obligations hereunder without consent.

Customer Service Center; Contact Us

If you have any questions about these Terms of Service, please get in touch with us at (888) 877-8667 or feedback@socreate.it or P.O. Box PO Box 5442, San Luis Obispo, CA 93403.