Terms of Service

Terms of Service

Last Updated: April 23, 2020

General Terms – All Users

1. Your Relationship With Us

Welcome to Ulike (the “Platform”).

You are reading the terms of service (the “Terms”) which govern the relationship and serve as an agreement between you and Bytedance Pte. Ltd. (the “Company”, “we”, or “us”) and set forth the terms and conditions by which you may access and use the Platform and our related website, services, applications, products and content (collectively, the “Services”). Our Services are provided for private, non-commercial use. For purposes of these Terms, “you” and “your” means you as the user of the Services.

The Terms form a legally binding agreement between you and us. Please take the time to read them carefully.

By using the Services, you consent to us processing your information in manners consistent with those described in our Privacy Policy.

2. Accepting the Terms

By accessing or using our Services, you confirm that you can form a binding contract with the Company, that you accept these Terms and that you agree to comply with them. Your access to and use of our Services is also subject to additional policies (if any), the terms of which can be found directly on the Platform, or where the Platform is made available for download, on your mobile device’s applicable app store, and is incorporated herein by reference.

The Services are only available for individuals 13 years old and over. In addition, if you are under 18 years old or the applicable age of majority in the jurisdiction you reside in as specified in the Supplemental Terms - Jurisdiction Specific section below, you confirm that your parent or legal guardian consents to your access or use of the Services. Please be sure your parent or legal guardian has reviewed and discussed these Terms with you.

If you are accessing or using the Services on behalf of a business or entity, then (a) “you” and “your” includes you and that business or entity, (b) you represent and warrant that you are an authorized representative of the business or entity with the authority to bind the entity to these Terms, and that you agree to these Terms on the entity’s behalf, and (c) your business or entity is legally and financially responsible for your access or use of the Services as well as for the access or use of your account by others affiliated with your entity, including any employees, agents or contractors.

You can accept the Terms by accessing or using our Services. You understand and agree that we will treat your access or use of the Services as acceptance of the Terms from that point onwards.

You should print off or save a local copy of the Terms for your records.

3. Supplemental Terms

If you access or use the Services from within a jurisdiction for which there are separate supplemental terms, you also hereby agree to the supplemental terms applicable to users in each jurisdiction as outlined in the relevant “Supplemental Terms – Jurisdiction Specific” section below. In the event of a conflict between the provisions of the Supplemental Terms – Jurisdiction Specific that are relevant to your jurisdiction from which you access or use the Services, and the rest of these Terms, the relevant jurisdictions’ Supplemental Terms – Jurisdiction Specific will supersede and control with respect to your use of the Services from that jurisdiction.

4. Changes to the Terms

5. Your Access to and Use of Our Services

Your access to and use of the Services is subject to these Terms and all applicable laws and regulations. You may not:

· access or use the Services if you are not fully able and legally competent to agree to these Terms or if you are not authorized to use the Services by your parent or legal guardian;

· modify, adapt, translate, reverse engineer, disassemble, decompile or create any derivative works based on the Services, including any files, tables or documentation (or any portion thereof) or determine or attempt to determine any source code, algorithms, methods or techniques embodied by the Services or any derivative works thereof;

· distribute, license, transfer, or sell, in whole or in part, any of the Services or any derivative works thereof;

· market, rent or lease the Services for a fee or charge, or use the Services to advertise or perform any commercial solicitation;

· interfere with or attempt to interfere with the proper working of the Services, disrupt our website or any networks connected to the Services, or bypass any measures we may use to prevent or restrict access to the Services;

· incorporate the Services or any portion thereof into any other program or product. In such case, we reserve the right to refuse service, or limit access to the Services in our sole discretion;

· use automated scripts to collect information from or otherwise interact with the Services; or

· use the Services to upload, transmit, distribute, store or otherwise make available in any way files that contain viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful.

6. VIP Subscription

a. Subscription Payment. You may access certain portions of the Platform for free but in order to access certain VIP functionalities of the Platform (such as certain filters and editing functionalities), you must subscribe to the paid VIP version of the Services (the “VIP Services”). The VIP Services are only available to users of the Apple iOS version of the Platform who have a valid Apple ID account. If you buy or subscribe to any of our VIP Services, you agree to pay us, or Apple via your Apple ID account, the applicable subscription fees and taxes in the applicable currency of your jurisdiction. Failure to pay these fees and taxes will result in the termination of your access to the VIP Services. You agree that (a) we or Apple may store and continue billing your payment method (e.g. credit card) to avoid interruption of the VIP Services, and (b) we or Apple may calculate taxes payable by you based on the billing information that you provide us at the time of purchase. We reserve the right to change our subscription plans or adjust pricing for the Services (including the VIP Services) in any manner and at any time as we may determine in our sole and absolute discretion and such changes will be effective at the time of renewal of your subscription. All subscriptions are payable through your Apple ID account and such payments will be processed in accordance with the terms and conditions of the Apple’s App Store Terms of Service.

b. Subscription Renewals and Cancellations. You agree that if you purchase a subscription to the VIP Services, your subscription will automatically renew for additional periods equal in duration as your preceding subscription term, and your payment method will automatically be charged at the start of each new subscription period for the fees and taxes applicable to that period. To avoid future subscription charges, you must cancel your subscription at least one day before the subscription period renewal date by turning off the auto-renew function through the App Store settings (by going to Settings – iTune & App Store – Apple ID – View Apple ID – Account Setting – Subscription).

c. Refunds. As all subscriptions are payable through your Apple ID, refunds of any subscription payment, if any, are subject to the applicable terms and conditions of Apple’s App Store Terms of Service. You will continue to have access to the VIP Services until your subscription payment is refunded by Apple.

d. Free Trials. You can sign up for a free trial of the VIP Services for a limited period. If you are on a free trial, you may cancel at any time until the last day of your trial period by following the cancellation procedures outlined in Section 6(b) above. If you do not timely cancel your trial subscription, at the end of the trial period, such subscription will be automatically converted to a paid subscription and you will be charged the fee applicable to the subscription you choose, it being understood that if you do not choose a subscription period, your subscription will become a yearly subscription.

7. Intellectual Property Rights

8. Content

As between you and the Company, all content, software, images, text, graphics, illustrations, logos, stickers, filters, patents, trademarks, service marks, copyrights, photographs, audio, videos, music on and “look and feel” of the Services, and all intellectual property rights related thereto (the “Company’s Content”), are either owned or licensed by the Company. Use of the Company’s Content or materials on the Services for any purpose not expressly permitted by these Terms is strictly prohibited. Such content may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed or otherwise exploited for any purpose whatsoever without our or, where applicable, our licensors’ prior written consent. We and our licensors reserve all rights not expressly granted in and to their content.

9. Indemnity

You agree to defend, indemnify, and hold harmless the Company, its parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents and advisors from any and all claims, liabilities, costs, and expenses, including, but not limited to, attorneys’ fees and expenses, arising out of a breach by you or any user of your account of these Terms or arising out of a breach of your obligations, representation and warranties under these Terms.

10. EXCLUSION OF WARRANTIES

NOTHING IN THESE TERMS SHALL AFFECT ANY STATUTORY RIGHTS THAT YOU CANNOT CONTRACTUALLY AGREE TO ALTER OR WAIVE AND ARE LEGALLY ALWAYS ENTITLED TO AS A CONSUMER.

THE SERVICES ARE PROVIDED “AS IS” AND WE MAKE NO WARRANTY OR REPRESENTATION TO YOU WITH RESPECT TO THEM. IN PARTICULAR WE DO NOT REPRESENT OR WARRANT TO YOU THAT:

· YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS;

· YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR;

· ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; AND

· DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.

NO CONDITIONS, WARRANTIES OR OTHER TERMS (INCLUDING ANY IMPLIED TERMS AS TO SATISFACTORY QUALITY, FITNESS FOR PURPOSE OR CONFORMANCE WITH DESCRIPTION) APPLY TO THE SERVICES EXCEPT TO THE EXTENT THAT THEY ARE EXPRESSLY SET OUT IN THE TERMS. WE MAY CHANGE, SUSPEND, WITHDRAW OR RESTRICT THE AVAILABILITY OF ALL OR ANY PART OF OUR PLATFORM FOR BUSINESS AND OPERATIONAL REASONS AT ANY TIME WITHOUT NOTICE.

11. LIMITATION OF LIABILITY

NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT OUR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. THIS INCLUDES LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE OR THE NEGLIGENCE OF OUR EMPLOYEES, AGENTS OR SUBCONTRACTORS AND FOR FRAUD OR FRAUDULENT MISREPRESENTATION.

SUBJECT TO THE PARAGRAPH ABOVE, WE SHALL NOT BE LIABLE TO YOU FOR:

· (I) ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY); (II) ANY LOSS OF GOODWILL; (III) ANY LOSS OF OPPORTUNITY; (IV) ANY LOSS OF DATA SUFFERED BY YOU; OR (V) ANY INDIRECT OR CONSEQUENTIAL LOSSES WHICH MAY BE INCURRED BY YOU. ANY OTHER LOSS WILL BE LIMITED TO THE GREATER OF (A) THE AMOUNTS PAID BY YOU FOR THE SERVICES AND (B) FIFTY US DOLLARS (USD $50) OR THE EQUIVALENT AMOUNT IN YOUR LOCAL CURRENCY.

· ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU AS A RESULT OF:

o ANY CHANGES WHICH WE MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES); OR

o THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;

PLEASE NOTE THAT WE ONLY PROVIDE OUR PLATFORM FOR PRIVATE USE. YOU AGREE NOT TO USE OUR PLATFORM FOR ANY COMMERCIAL OR BUSINESS PURPOSES, AND WE HAVE NO LIABILITY TO YOU FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, LOSS OF GOODWILL OR BUSINESS REPUTATION, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY.

IF DEFECTIVE DIGITAL CONTENT THAT WE HAVE SUPPLIED DAMAGES A DEVICE OR DIGITAL CONTENT BELONGING TO YOU AND THIS IS CAUSED BY OUR FAILURE TO USE REASONABLE CARE AND SKILL, WE WILL REPAIR THE DAMAGE. HOWEVER, WE WILL NOT BE LIABLE FOR DAMAGE THAT YOU COULD HAVE AVOIDED BY FOLLOWING OUR ADVICE TO APPLY AN UPDATE OFFERED TO YOU FREE OF CHARGE OR FOR DAMAGE THAT WAS CAUSED BY YOU FAILING TO CORRECTLY FOLLOW INSTALLATION INSTRUCTIONS OR TO HAVE IN PLACE THE MINIMUM SYSTEM REQUIREMENTS ADVISED BY US.

THESE LIMITATIONS ON OUR LIABILITY TO YOU SHALL APPLY WHETHER OR NOT WE HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

YOU ARE RESPONSIBLE FOR ANY MOBILE CHARGES THAT MAY APPLY TO YOUR USE OF OUR SERVICE, INCLUDING TEXT-MESSAGING AND DATA CHARGES. IF YOU’RE UNSURE WHAT THOSE CHARGES MAY BE, YOU SHOULD ASK YOUR SERVICE PROVIDER BEFORE USING THE SERVICE.

12. Other Terms

a. Applicable Law and Jurisdiction. Except as may be set forth in any Supplemental Terms - Jurisdiction Specific section below, these Terms, their subject matter and their formation, are governed by the laws of Singapore. Any dispute arising out of or in connection with these Terms, including any question regarding existence, validity or termination of these Terms, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The Tribunal shall consist of three (3) arbitrators. The language of the arbitration shall be English.

b. Open Source. The Platform contains certain open source software. Each item of open source software is subject to its own applicable license terms.

c. Entire Agreement. These Terms constitute the whole legal agreement between you and the Company and govern your use of the Services and completely replace any prior agreements between you and the Company in relation to the Services.

d. No Waiver. Our failure to insist upon or enforce any provision of these Terms shall not be construed as a waiver of any provision or right.

e. Security. We do not guarantee that our Services will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platform to access our Services. You should use your own virus protection software.

f. Severability. If any court of law, having jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms, and the remaining provisions of the Terms will continue to be valid and enforceable.

Any Questions? Get in touch at ulike_mkt_bd@faceu.com.

Supplemental Terms – App Stores

To the extent permitted by applicable law, the following supplemental terms shall apply:

Apple App Store. By accessing the Platform through a device made by Apple, Inc. (“Apple”), you specifically acknowledge and agree that:

· These Terms are between the Company and you; Apple is not a party to these Terms.

· The license granted to you hereunder is limited to a personal, limited, non-exclusive, non-transferable right to install the Platform on the Apple device(s) authorized by Apple that you own or control for personal, non-commercial use, subject to the Usage Rules set forth in Apple’s App Store Terms and Conditions.

· Apple is not responsible for the Platform or the content thereof and has no obligation whatsoever to furnish any maintenance or support services with respect to the Platform.

· In the event of any failure of the Platform to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Platform, if any, to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Platform.

· Apple is not responsible for addressing any claims by you or a third party relating to the Platform or your possession or use of the Platform, including without limitation (a) product liability claims; (b) any claim that the Platform fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.

· In the event of any third party claim that the Platform or your possession and use of the Platform infringes such third party’s intellectual property rights, Apple is not responsible for the investigation, defense, settlement or discharge of such intellectual property infringement claim.

· You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

· Apple and its subsidiaries are third party beneficiaries of these Terms and upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary hereof.

· the Company expressly authorizes use of the Platform by multiple users through the Family Sharing or any similar functionality provided by Apple.

Google Play. By downloading the Platform from Google Play (or its successors) operated by Google, Inc. or one of its affiliates (“Google”), you specifically acknowledge and agree that:

· to the extent of any conflict between (a) the Google Play Terms of Service and the Google Play Business and Program Policies or such other terms which Google designates as default end user license terms for Google Play (all of which together are referred to as the “Google Play Terms”), and (b) the other terms and conditions in these Terms, the Google Play Terms shall apply with respect to your use of the Platform that you download from Google Play, and

· you hereby acknowledge that Google does not have any responsibility or liability related to compliance or non-compliance by the Company or you (or any other user) under these Terms or the Google Play Terms.

Supplemental Terms – Jurisdiction Specific

Brazil

If you are using our services in Brazil, the following additional conditions will be applicable.

· Consent from parents and legal guardians: (i) if you are over 16 but under 18 years old, you may only use and register an account with the assistance of your parents or legal guardians and you hereby represent and warrant that you have had such assistance to use the Services and agree to these Terms; (ii) if you are over the age of 13 but under the age of 16, you may only use and register an account with the representation of your parents or legal guardians and must obtain the consent of your parents or legal guardians to use the Services and to accept with these Terms.

· Applicable Law and Jurisdiction. These Terms, their subject matter and their formation, are governed by Brazilian law. You and we both agree that the courts of Brazil will have exclusive jurisdiction.

JAPAN

If you are using the Platform in Japan, the following additional terms apply:

· Age of Majority. If you are under 20 years old, you confirm that your parent or legal guardian consents to your access or use of the Service. Please be sure your parent or legal guardian has reviewed and discussed these Terms with you. If you have accessed or used the Service after you become 20 years old, you are deemed to have been consented to use the Service during the period while you were under 20 years old.

INDIA

If you are using the Platform in India, the following additional terms shall apply:

· Age of Majority. If you are under 18 years of age, you confirm that your parent or legal guardian consents to your access or use of the Service. Please ensure that your parent or legal guardian has reviewed and explained the Terms to you.

SOUTH KOREA

If you are using the Platform in South Korea, the following additional terms apply:

· Accepting the Terms

The following terms shall apply with priority over the first paragraph of Section 2 above.

These Terms are effectuated when you consent to these Terms, submit a request to use the relevant service and we accept such request. Your access to and use of our Services are also subject to additional policies (if any), the terms of which can be found directly on the Platform, or where the Platform is made available for download, on your mobile device’s app store, and is incorporated herein by reference.

Notwithstanding Section 2 above,

The Services are only available for individuals 14 years old and over. By using the Platform, you confirm that you are over the relevant age specified above. If you are under the age of 19 (the age of majority), you confirm that you possess legal parental or guardian consent for accessing or using the Platform, and are fully able and competent to enter into, abide by, and comply with the Terms.

The following terms shall apply with priority over the fourth paragraph of Section 2 above.

You understand and agree that we will treat your access or use of the Services as acceptance of the Terms from that point onwards.

· Changes to the terms

The following terms shall apply with priority over Section 4 above.

We amend these Terms from time to time, for instance when we update the functionality of our Services, when we combine apps or services operated by us or our affiliates into one single combined service or app, or when there are regulatory changes. We use commercially reasonable efforts to generally notify all users of any changes to these Terms, including but not limited to posting notice on the landing page of the Platform at least 7 days before the effective date of the new Terms until the day before the effective date. However, in the event of any changes that will be material or disadvantageous to you, we will notify you individually at least 30 days before the new Terms are to take effect. Notwithstanding the foregoing, any changes that are related to new functionalities of the Services that benefit you or are permitted for legal reasons may be effective immediately. We will also update the “Last Updated” date at the top of these Terms, which reflects the effective date of such Terms. Your continued access or use of the Services after the date of the new Terms constitutes your acceptance of the new Terms. If you do not agree to the new Terms, you must stop accessing or using the Services.

· Access to Our Services

The following terms shall apply with priority over the third to last paragraph of Section 5 above.

incorporate the Services or any portion thereof into any other program or product. In such case, we reserve the right to refuse service, or limit access to the Services in our sole discretion, and we will notify you without delay, unless such notification is legally prohibited (e.g., the notification violates applicable laws, regulations, or orders of regulatory authorities), or is reasonably deemed to cause harm to users, third parties, us and/or our affiliates (e.g., notification damages the security of our Services);

· VIP Subscription

Notwithstanding Section 6.a. above,

Only users 19 years old or over may purchase and use our paid VIP subscriptions. In the event your subscription is auto-renewed and the price has increased, you will be asked to consent to the subscription under the applicable new price, and unless you consent to the foregoing, your subscription will not be auto-renewed.

In addition to the terms in Section 6.c. above,

Refunds. Minors under the age of 19 (and their legal guardians) are entitled to a refund, which shall be processed by Apple/Google, if a purchase was made without the legal guardian’s consent.

The following terms shall apply with priority over Section 6.d. above.

Free Trials. You can sign up for a free trial of the VIP Services for a limited period. If you are on a free trial, you may cancel at any time until the last day of your trial period by following the cancellation procedures outlined in Section 6(b) above. Upon expiration of your free trial, applicable periodic subscription fees will be charged automatically only if you consent to further subscription to our VIP Services. However, if Apple’s App Store/Google’s Play Store policies differ from the terms stated herein (i.e., obtaining your consent prior to automatically charging you the applicable subscription fees upon expiration of the free trial period), Apple’s App Store/Google’s Play Store policies will prevail over these Terms. As such, we urge you to read for yourself Apple’s App Store/Google’s Play Store policies regarding consent requirements, if any, relating to automatic subscription upon expiration of free trials.

· Intellectual Property Rights

The following terms shall apply with priority over Section 7 above.

We respect intellectual property rights and ask you to do the same. As a condition of your access to and use of the Services, you agree not to infringe on any intellectual property rights by accessing or using the Services or any content therein. We reserve the right at any time and in our sole discretion to block access to the Services of any user who infringes or is alleged to infringe any intellectual property rights or proprietary rights, and in such case, we will notify you without delay, unless such notification is legally prohibited (e.g., the notification violates applicable laws, regulations, or orders of regulatory authorities), or is reasonably deemed to cause harm to users, third parties, us and/or our affiliates (e.g., notification damages the security of our Services).

· Content

The following terms shall apply with priority over the last paragraph of Section 8 above.

Subject to the terms and conditions of the Terms, you are hereby granted a non-exclusive, limited, non-transferable, non-sublicensable, revocable license to access and use the Services, including the downloading of the Platform on a permitted device, and to access the Company’s Content solely for your personal, non-commercial use through your use of the Services and solely in compliance with these Terms. The Company reserves all rights not expressly granted herein in the Services and the Company’s Content. You acknowledge and agree that the Company may terminate this license at any time to the maximum extent permitted under applicable laws, if deemed necessary at our reasonable discretion, when (i) you use our Platform and/or Services in violation of these Terms or applicable law, (ii) you wrongfully use our Platform and/or Services, (iii) we can no longer provide our Platform and/or Services for technical or other legal reasons, or (iv) other reasons similar to any of the above; provided, we will notify you without delay, unless such notification is legally prohibited (e.g., the notification violates applicable laws, regulations, or orders of regulatory authorities) or is reasonably deemed to cause harm to users, third parties, us and/or our affiliates (e.g., notification damages the security of our Services).

· Exclusion of Warranties

The following terms shall apply with priority over the last paragraph of Section 10 above.

TO THE EXTENT ALLOWED UNDER APPLICABLE LAW, NO CONDITIONS, REPRESENTATIONS, WARRANTIES, STATEMENTS OR OTHER TERMS (INCLUDING ANY IMPLIED TERMS AS TO SATISFACTORY QUALITY, FITNESS FOR PURPOSE OR CONFORMANCE WITH DESCRIPTION) APPLY TO THE SERVICES EXCEPT TO THE EXTENT THAT THEY ARE EXPRESSLY SET OUT IN THE TERMS. WE MAY CHANGE, SUSPEND, WITHDRAW OR RESTRICT THE AVAILABILITY OF ALL OR ANY PART OF OUR PLATFORM FOR BUSINESS AND OPERATIONAL REASONS (E.G., FOR IMPROVEMENT OF FUNCTIONALITIES OR SECURITY, FOR PREVENTING ILLEGAL USE OR ABUSE OF THE PLATFORM) AT ANY TIME. WE WILL PROVIDE YOU WITH PRIOR NOTIFICATION REGARDING MATERIAL CHANGES OR SUSPENSIONS THAT CAUSE DISADVANTAGEOUS EFFECTS TO THE USE OF OUR PLATFORM, UNLESS SUCH NOTIFICATION IS LEGALLY PROHIBITED, REASONABLY IMPOSSIBLE, OR CANNOT BE MADE IN ORDER TO IMPROVE THE FUNCTIONALITIES OR SECURITY OF THE PLATFORM OR PREVENT ILLEGAL USE OR ABUSE OF THE PLATFORM).

· Limitation of Liability

Notwithstanding Section 11 above,

Any limitation of our liability will be to the extent permitted under applicable law.

· Applicable Law and Jurisdiction

Notwithstanding Section 12.a. above,

These Terms, their subject matter and their formation, are governed by Korean law. Any dispute, controversy, difference or claim arising out of or relating to these Terms, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall first be subject to good faith discussion between the parties. In the event the parties are unable to resolve such issue, you and we both agree that the competent courts of Korea will have exclusive jurisdiction.

THAILAND

If you are using the Platform in Thailand, the following additional terms apply:

· Parental and Guardian Consent. If you are under the age of 20, you declare that your parent or legal guardian has consented to these Terms and you had the consent of your parent or legal guardian to use the Services.

VIETNAM

If you are using the Platform in Vietnam, the following additional terms apply:

· Parental and Guardian Consent. If you are under the age of 16, you declare that your parent or legal guardian has consented to these Terms and you had the consent of your parent or legal guardian to use the Services.

INDONESIA

If you are using our Services in Indonesia, the following additional terms apply. In the event of any conflict between the following additional terms and the provisions of the main body of these Terms, the following terms shall prevail.

· Accepting the Terms

The following terms shall apply with priority over Section 2 (Accepting the Terms) above.

The Services are only for people 14 years old and over in Indonesia. By using the Platform, you confirm that you are over the relevant age specified above. If you are under the age of 21, you confirm that you possess legal parental or guardian consent for accessing or using the Platform, and are fully able and competent to enter into, abide by, and comply with the Terms.

· Changes to the Terms

The following terms shall apply with priority over Section 4 (Changes to the Terms) above.

We may amend these Terms from time to time to the extent that is permitted by the applicable laws. In the event we amend these Terms, we will notify you of the effective date of the changes through (i) a notice to be posted on the landing page of our website or the splash screen of our mobile app or (ii) the contact information you provided to us. If you fail to explicitly express your objection to the amended Terms even though we notified you that your failure to do so within the above advance notification period will be considered as an acceptance of the changes, you will be considered to have agreed to the new Terms.

· Language

These Terms are written in the English language and Indonesian language. In the event of any inconsistency or different interpretation between the English text and Indonesian text, the relevant Indonesian text shall be deemed to be automatically amended to conform with and to make the relevant Indonesian text consistent with the relevant English text. Each party acknowledges that it has read these Terms and understands its content and that these Terms have been entered into freely and without duress. You acknowledge that you fully understand the language and the content of these Terms and you agree that you will not use the provisions under Law No. 24 of 2009 of the Republic of Indonesia on Flag, Language, Coat of Arms and National Anthem to invalidate these Terms.

EEA

If you have your habitual residence in the European Economic Area (“EEA”) except for Germany, the following additional terms apply:

· The last sentence in Section 1 shall not apply.

· The last sentence in Section 8 shall not apply.

· Section 10 shall not apply. Instead the following shall apply:

NOTHING IN THESE TERMS SHALL AFFECT ANY STATUTORY RIGHTS THAT YOU: (I) CANNOT CONTRACTUALLY AGREE TO ALTER OR WAIVE; AND (II) ARE LEGALLY ALWAYS ENTITLED TO AS A CONSUMER.

THE SERVICES ARE PROVIDED “AS IS” AND WE MAKE NO WARRANTY OR REPRESENTATION TO YOU WITH RESPECT TO THEM. IN PARTICULAR WE DO NOT REPRESENT OR WARRANT TO YOU THAT:

· YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS;

· YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR;

· ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE OR FREE FROM ERROR; AND

· DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.

· Section 11 shall not apply. Instead the following shall apply:

SUBJECT TO THE PARAGRAPH ABOVE, WE SHALL NOT BE LIABLE TO YOU WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE(, UNDER ANY STATUTE OR OTHERWISE UNDER OR CONNECTION WITH THESE TERMS OR THE PROVISION OR RECEIPT OF THE SERVICES FOR : (I) ANY LOSS OF PROFIT (II) ANY LOSS OF GOODWILL; (III) ANY LOSS OF OPPORTUNITY; (IV) ANY LOSS OF DATA; (V) ANY LOSS OF BUSINESS; (VI) ANY BUSINESS INTERRUPTION; (VII) ANY LOSS OF BUSINESS REPUTATION; OR (VIII) ANY INDIRECT OR CONSEQUENTIAL LOSSES OF WHATEVER NATURE.

SUBJECT TO THE FIRST PARAGRAPH OF THIS SECTION, OUR TOTAL AGGREGATE LIABILITY WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE) UNDER ANY STATUTE OR OTHERWISE UNDER OR IN CONNECTION WITH THESE TERMS AND THE PROVISION AND RECEIPT OF THE SEVICES WILL BE LIMITED TO THE LESSER OF: (I) THE AMOUNT PAID BY YOU TO TIKTOK WITHIN THE 12 MONTH PERIOD IMMEDIATELY PRECEDING YOUR CLAIM AGAINST TIKTOK; OR (II) € 1,000.00.

YOU ACKNOWLEDGE AND AGREE THAT SUBJECT TO THE FIRST PARAGRAPH OF THIS SECTION, WE SHALL NOT BE LIABLE WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE), UNDER ANY STATUTE OR OTHERWISE FOR ANY LIABILITY, LOSS, EXPENSE (INCLUDING LEGAL FEES), COST CLAIM OR DAMAGES WHICH MAY BE INCURRED BY YOU OR ANY OTHER PERSON ARISING OUT OF OR IN CONNECTION WITH:ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES; ANY CHANGES WHICH WE MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES); THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES; YOUR FAILURE TO PROVIDE US WITH ACCURATE ACCOUNT INFORMATION; OR YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL.

· In addition, the following shall apply:

The Terms are unlimited. You can terminate the Terms at any time. We reserve the right to temporarily or permanently suspend or terminate the Terms or impose limits on or restrict your access to parts or all of the Services at any time by providing you with reasonable advance notice:

o if you violate, or we have objective grounds to reasonably believe you are about to violate, the Terms, including any incorporated agreements, policies or guidelines, or any applicable laws or regulations;

o in response to requests by law enforcement or other government agencies under valid legal process; or

o due to unexpected technical or security issues or problems.

In case of a currently running VIP Subscription, you and we can only terminate the Contract at the end of the respective Contract period. The period of notice is 24 hours before extension of the subscription (see Section 6 b).

You acknowledge and agree that upon any termination of the Terms the license granted to you in respect of the Services under Section 8 will automatically terminate.

· Section 12.a shall not apply. Instead the following shall apply:

These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with their subject matter, are governed by the laws of Singapore subject only to any mandatory provisions of consumer law in the country in which you reside. The United Nations Convention on Contracts for the International Sale of Goods as well as any other similar law, regulation or statute in effect in any other jurisdiction shall not apply. You and irrevocably agree that the courts of the country in which you reside shall have non-exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Terms or their subject matter or formation. Alternatively, you may raise the dispute with an alternative dispute resolution body via the EU Commission’s Online Dispute Resolution (ODR) Platform.

Germany

If you have your habitual residence in Germany, the following additional terms shall apply:

· The last sentence in Section 1 shall not apply.

· Section 4 shall not apply. Instead, the following shall apply:

In case of factual or legal developments that (a) were unpredictable for us at the time of entering into the contract, (b) we did not cause and cannot influence and (c) require adaptation of these Terms, we may, with due consideration to your reasonable interests, amend, supplement or replace these Terms. The same applies in case we introduce new products or features that require contractual arrangement.

We will inform you about the amendments and the date of their scheduled entry into force at least four (4) weeks prior to that date in a transparent manner. Within this period of time, you may object to the amendments. The amendments become effective by the end of this time period if you continue performance of the contract after receipt of the notification or if you do not object to the amendments. In the latter case, non-objection to the amendments will be regarded as approval of the proposed amendments. We will explicitly point out this effect in the course of providing the notification.

· The last sentence in Section 8 shall not apply.

· Sections 9, 10 and 11 shall not apply. Instead, the following shall apply:

We are fully liable for damages with respect to injury to health, body or life caused by us, our representatives or our agents in the performance of the contractual obligations.

We are also liable for damages caused willfully or by gross negligence by us, our representatives or our agents in the performance of the contractual obligations. The same applies to damages which result from the absence of a quality which was guaranteed by us or to damages which result from malicious action.

If damages, except for such cases covered by the previous two or the next paragraph, with respect to a breach of a contractual core duty are caused by slight negligence, we are liable only for the amount of the damage which was typically foreseeable. Contractual core duties, abstractly, are such duties whose accomplishment enables proper performance of an agreement in the first place and whose performance a contractual party regularly may rely on.

Our liability based on the German Product Liability Act remains unaffected. Any further liability is excluded. Statutory warranty rights remain unaffected.

The limitation period for claims for damages against us expires after one (1) year, except for such cases covered by the first two or the previous paragraph.

· Section 12.a shall not apply. Instead the following shall apply: