Terms of use

ROYALAPPS TERMS OF SERVICE

Thank you for choosing Royal Apps. Royal Apps is a company focused on developing eCommerce applications for platforms and marketplaces such as Shopify and BigCommerce (each a “platform” and together “platforms”).Royal Apps’ applications bring together marketing, eCommerce and the platform to help store owners grow their business. These Terms of Service (“Terms” or “Agreement”) apply to the applications and services (the “Apps”) provided by Royal, LLC, a Delaware limited liability company (“Royal Apps”). The terms and conditions of this Agreement and any guidelines, rules and policies incorporated herein form a legal and binding contract between you and Royal Apps.

BYACCEPTING THESE TERMS OF SERVICE, YOU AGREE TO THE TERMS ANDCONDITIONS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENTON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOUHAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THISAGREEMENT, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALLREFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCHAUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MAY NOT USETHE APPS OR RECEIVE SUCH SERVICES.

1.ACCEPTANCE, APPS AND RIGHTS OF ACCESS

Royal Apps (“we,” “us,” “our”) provides the Apps to you subject to your acceptance of these Terms of Service, including our Privacy Policy, Acceptable Use Policy, API Guidelines, Copyright Policy, Cookie Policy and all other policies and guidelines we may provide from time to time and displayed online at www.royal-apps.io (our “website”) along with the terms and conditions of each platform. All such guidelines, rules and policies are incorporated herein by reference and your use of our Apps constitutes your binding acceptance of such terms and conditions, including any updates or subsequent changes to the Terms made by us from time to time and displayed on our website.
This is an agreement for access to and use of the Apps, and you are not granted a license to any software by this Agreement. You are only granted the right to use the Apps solely for the purposes described by Royal Apps. Our Apps may obtain certain information about you during the installation of our Apps in order to properly operate the functionality of the Apps, including, without limitation, store name, store domain, shop owner’s first and last name, time zone, and account email. You agree to provide accurate, current and complete information as prompted (such information being the “Registration Data”) and to maintain and promptly update the Registration Data to keep it accurate, current and complete as requested from time to time.
Subject to your agreement and continuing compliance with these Terms, including, without limitation, meeting the applicable payment obligations, we grant you a personal, nonexclusive, nontransferable, non-sublicensable, revocable, limited right to access and use our Apps solely for your own internal business purpose for one store per applicable platform per App. You agree not to use the Apps for any other purpose unless we have provided you with prior written authorization. We reserve any and all other rights in the Apps.
We reserve the right to modify or discontinue the Apps (or any part thereof) with or without notice at any time. You agree that we shall not be liable to you or any third party for any modification, suspension or discontinuance of the Apps, except as otherwise specified in any separate rules governing certain events or contents. If we discontinue the Apps (or any part thereof) for a reason other than due to a breach of these Terms by you, we will refund a prorated portion of any pre-paid fees paid by you for the Apps.
The Apps are intended for the use of adults 18 years or older. You acknowledge and agree that you are not permitted to use the Apps, and you shall not use our website, if you are under the age of 18.
The Apps may contain data from one or more third party sources; to the extent that any such source is used, you will comply with all such third party license and data use requirements.
Certain application programming interfaces (“API”) may contain code, commonly referred to as open source software, which is distributed under any of the many known variations of open source license terms, including terms which allow the free distribution and modification of the relevant software’s source code and/or which require all distributors to make such source code freely available upon request, including any contributions or modifications made by such distributor (collectively, “Open Source Software”). To the extent that any API contains any Open Source Software, that element only is licensed to you pursuant to the relevant license terms of the applicable third party licensor and not pursuant to the licenses contained in this Agreement, and you accept and agree to be bound by such terms.

2.COMMENCEMENT DATE, FEES AND PAYMENT

You may access our Apps via a subscription and at the prices provided on our app listing pages on the BigCommerce and Shopify Platforms (“Subscription”).
Payments will be billed to you by platform, and paid by you, to the platform in U.S. currency. The date your account is first debited or charged will be the “Commencement Date”.
You authorize the platform or our merchant account provider the right to charge such credit card or perform such debits from your account.
If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your account and refuse your use of the Apps. If you do not notify us of updates to your payment method (e.g., credit card expiration date), to avoid interruption of your service, we may participate in programs supported by your card provider (e.g., updater services, recurring billing programs, etc.) to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.
Your Subscription will continue unless and until cancelled or terminated under this Agreement.
All fees are paid per the Subscription and are exclusive of applicable federal, state, local or other governmental sales, goods and services, or other taxes, fees or charges now in force or enacted in the future.
Payment obligations are non-cancellable and fees are non-refundable, except you may cancel your Subscription by removing the Apps from your BigCommerce store.

3.PRIVACY AND SECURITY

Your Registration Data, as well as information that you may provide at other times during your use of the Apps, is subject to our Privacy Policy (available at https://royal-apps.io/privacy-policy/).
By downloading the Apps, you are subject to the applicable platform’s terms of service located on such platform provider’s website and as may be updated from time to time.
When registering for any of the Apps, you may be required to select a Username and Password that will be used to access your account. You are responsible for any use of your Password, whether by you or others. You agree to (i) keep your Password confidential and not share it with anyone else; and (ii) immediately notify us of any unauthorized use of your Password or account or any other breach of security. Royal Apps will not be liable for any loss or damage arising from your failure to comply with this Section.
You authorize us to act on instructions received through use of your Password, and that we may, but are not obligated to, deny access or block any transaction made through use of your Password without prior notice.

4.USER CONDUCT, OBLIGATIONS AND REPRESENTATIONS

By using the Apps, it is your responsibility to know, understand and abide by our rules of conduct. These rules are not meant to be exhaustive, and we reserve the right to determine what types of conduct we consider to be inappropriate use of our Apps and to take such measures as we see fit. We reserve the right to add to or amend this list of rules at any time.
You agree that you will not use the Apps to or make available content that: (i) harasses, abuses, defames, or threatens others; (ii) contains profanity or obscene or otherwise objectionable content; (iii) contains any other party’s intellectual property unless you have the right to do so; (iv) violate the privacy, publicity or other personal rights of others; (v) contains software viruses or any other computer code, files or programs that can interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (vi) interfere with the Apps or servers or networks connected to the Apps, or disobey any requirements of networks connected to the Apps; (vii) violate any applicable local, state, national or international law or regulation; (viii) make available, distribute, re-upload or share any video, photos, downloads or other content provided by Royal Apps or through the Apps to any other website, streaming technology, peer-to-peer software, or similarly unauthorized distribution channel unless expressly authorized to do so by Royal; (ix) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising, or in any way making up, any part of the Apps; (x) access any content not intended for your use or log onto a server or account that you are not authorized to access; or (xi) attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization.
Violation of the rules of conduct may result in the immediate removal of your content from the Apps and/or the termination of your account(s).
You understand that all postings and content submitted to any of the Apps by users (“User Materials”), whether privately transmitted or made publicly available, are the sole responsibility of the person from which such User Materials originated. You are entirely responsible for all User Materials that you make available via the Apps.
You acknowledge that we may or may not pre-screen User Materials, but that we and our designees have the right (but not the obligation) in our sole discretion to remove any User Materials. You understand that by using the Apps, you may be exposed to User Materials that you may consider to be offensive or objectionable. You agree that you must evaluate, and bear all risks associated with, the use or disclosure of any User Materials. You further acknowledge and agree that you will not rely on any content available on or through the Apps. With respect to User Materials you directly submit or make available on the Apps, you grant Royal Apps an irrevocable, fully sub-licensable, perpetual, world-wide, royalty-free, non-exclusive license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such User Materials (in whole or in part) and to incorporate such User Materials into other works in any format or medium now known or later developed.
The Apps are protected by copyright, trade secret, and other intellectual property laws as further described below. You agree not to use, nor permit any third party to use, the Apps or content in a manner that violates any applicable law, regulation or this Agreement. You agree you will not:
(i) provide access to or give any part of the Apps to any third party; (ii) reproduce, modify, copy, deconstruct, sell, trade or resell the Apps;
(iii) make the Apps available on any file-sharing or application hosting service;
(iv) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Apps (or any source code relating thereto);
(v) attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Apps (or any source code relating thereto);
(vi) remove, obscure, or alter any proprietary rights notices affixed to or contained within the Apps;
(vii) assign, sell, rent, lease, sublicense, lend, transfer, resell, or distribute any part of the Apps (or any source code relating thereto) to any third party or use the services on behalf of any third party unless otherwise agreed to in writing by us in our sole discretion;
(viii) access all or any part of the apps in order to build a product or service which competes with the Apps including, without limitation, the software; create Internet links to or frame or mirror any Apps or any App content; or
(ix) display or reference any part of the App, software or any Royal Apps name, trademark or logo, without our prior written consent in each instance.

5.SUPPORT SERVICES

Support is included in your Subscription. We accept support questions 24 hours per day x 7 days per week at www.royal-apps.io. We attempt to respond to webform support questions within one business day; in practice, our responses are generally even faster. We do not promise or guarantee any specific response time.
We try to make the Apps available 24 hours a day, 7 days a week, except for planned downtime for maintenance or unforeseen events.

6.INDEMNITY

You agree to defend, indemnify and hold harmless Royal Apps, its parent company, affiliates, subsidiaries, employees, contractors, content providers, and assignees and their respective officers, directors, employees and agents from and against any and all liabilities, claims, actions, demands, damages, costs, losses and expenses (including reasonable attorney’s fees) made by any third party due to or arising out of your use of the Apps, any transaction resulting from use of the Apps, your connection to the Apps, your violation of these Terms, your submission, posting, or transmission of User Materials to the Apps, and/or your violation of any rights of another.

7.TERM AND TERMINATION

This Agreement shall commence on the Commencement Date and shall continue until terminated or cancelled by either party in accordance with these Terms or the applicable platform provider’s terms and conditions, including, without limitation, your removal of the Apps from your store.
Either party may with immediate effect terminate this Agreement by written notice to the other party (i) if the other party breaches any provision of this Agreement (including non-payment of fees) and such breach is not cured within ten (10) days after written notice thereof; or (ii) if the other party commits any breach that is unable to be cured or repeats any breach as has previously been the subject of a notice under paragraph (i) above.
You agree that we may, in our sole discretion and without notice, immediately terminate your access to the Apps. Termination of your account(s) may include (i) removal of access to all offerings within the Apps, (ii) at our sole discretion, the deletion of all of your account information related to the Apps, User Materials, and other content associated with your account(s) related to the Apps (or any part thereof), and (iii) barring your further use of the Apps.
Upon termination of this Agreement:
1. You will be responsible for payment through the end of the applicable calendar month within which the Apps were provided following the effective date of termination;
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2. You shall immediately discontinue use of the Apps and uninstall and discontinue use of any software affected by such termination and promptly certify to us that you have discontinued use of and returned or destroyed all copies of the affected software then in your possession, including all documentation related thereto; and
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3. those provisions of this Agreement that by their terms are intended to survive termination or expiration of this Agreement will survive and remain in full force and effect.

8.LINKS

The Apps may provide links to third party websites (“sites”) or resources. Because Royal Apps has no control over such sites and resources, you acknowledge and agree that Royal Apps is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Royal Apps shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

9.PROPRIETARY RIGHTS AND IP

All title, ownership and intellectual property rights in and to the materials contained in the Apps are owned by Zipify Apps or its licensors. Unless noted otherwise, all content, software, and other materials made available or through the website are protected by copyright, trademark and other applicable intellectual property law and may not be used except as permitted in these Terms.
Nothing contained on or in any of our Apps, including our website, should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed without our written permission or any such third party that may own the trademarks. Your misuse of our trademarks displayed on the Apps, or any other content on the Apps, except as provided in these Terms, is strictly prohibited. You acknowledge and agree that we will enforce our intellectual property rights to the fullest extent permitted by law.
We may, in appropriate circumstances and at our discretion, disable and/or terminate the accounts of users who infringe the intellectual property of others.
1. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide us with notice containing the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (ii) a description of the copyrighted work or other intellectual property that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the App; (iv) your address, telephone number, and e-mail address; (v) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
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2. Notice of claims of copyright or other intellectual property infringement can be reached in the following ways: via email contact@royal-apps.io
All title, ownership and intellectual property rights in and to the materials contained in the Apps are owned by Zipify Apps or its licensors. Unless noted otherwise, all content, software, and other materials made available or through the website are protected by copyright, trademark and other applicable intellectual property law and may not be used except as permitted in these Terms.
All title, ownership and intellectual property rights in and to the materials contained in the Apps are owned by Zipify Apps or its licensors. Unless noted otherwise, all content, software, and other materials made available or through the website are protected by copyright, trademark and other applicable intellectual property law and may not be used except as permitted in these Terms.

10.DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE APPS IS AT YOUR SOLE RISK. THE APPS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ROYAL APPS EXPRESSLY DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT. ROYAL APPS ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO PROVIDE ANY CONTENT OR TO STORE ANY PERSONALIZATION SETTINGS OR USER MATERIALS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE APPS IS DOWNLOADED AND USED AT YOUR SOLE DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH CONTENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ROYAL APPS OR THROUGH OR FROM THE APPS SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

11.LIMITATION ON LIABILITY

YOU UNDERSTAND AND AGREE THAT ROYAL, ROYAL APPS, ITS AFFILIATES, OWNERS, MEMBERS, OFFICERS AND EMPLOYEES SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ROYAL APPS HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE APPS; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (III) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE APPS; OR (IV) ANY OTHER MATTER RELATING TO THE APPS. WE DISCLAIM ALL LIABILITY WITH RESPECT TO THIRD-PARTY PRODUCTS THAT YOU USE. WE AND OUR LICENSORS SHALL HAVE NO LIABILITY OF ANY KIND UNDER THIS AGREEMENT. YOU UNDERSTAND AND AGREE THAT ABSENT YOUR AGREEMENT TO THIS LIMITATION OF LIABILITY, WE WOULD NOT PROVIDE THE APPS TO YOU.

12.EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOTALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OREXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES.ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TOTHE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ROYAL APPS’S TOTALCUMULATIVE LIABILITY TO YOU UNDER THIS AGREEMENT WILL NOT EXCEED THEAMOUNTS PAID BY YOU ACTUALLY RECEIVED BY ROYAL APPS FOR THE 3 MONTHSPRECEDING THE CLAIM GIVING RISE TO SUCH LIABILITY.

13.GENERAL INFORMATION

No Third Party Beneficiaries. You agree that, except as otherwise expressly provided in this Agreement, there shall be no third party beneficiaries to this Agreement.
Notice. Royal Apps may provide you with notices, including those regarding changes to the Terms, by e-mail, regular mail, or postings on the Apps or our website; provided, however, that this Section places no requirements on us not already expressly set forth herein.
Choice of Law and Dispute Resolution.
1. These Terms are governed by laws of the State of New York, without regard to its conflict of laws principles. You hereby consent to the exclusive jurisdiction and venue of the state and federal courts within New York, New York, for any claims arising out of or relating to your use of the website or these Apps. To expedite resolution and control the cost of any dispute, controversy or claim related to these Terms or your use of the Apps offered by Royal Apps (“Dispute”), any dispute relating in any way to your use of or access to any of the Apps shall be submitted to confidential arbitration in New York, except that, to the extent you have in any manner violated or threatened to violate Royal Apps’ intellectual property rights, Royal Apps may seek injunctive or other appropriate relief in any state or federal court in the state of New York, and you consent to exclusive jurisdiction and venue in such courts.

2. Arbitration under this Agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no dispute under this Agreement shall be joined to a dispute involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
Attorney Fees. If we file an action against you claiming you breached these Terms and we prevail, we’re entitled to recover reasonable attorney fees and any damages or other relief we may be awarded.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Apps or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Contract for Services. This Agreement is a contract for the provision of services and not a contract for the sale of goods. The provisions of the Uniform Commercial Code (UCC), the Uniform Computer Information Transaction Act (UCITA), or any substantially similar legislation as may be enacted, shall not apply to this Agreement. If you are located outside of the territory of the United States, the parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not govern this Agreement or the rights and obligations of the parties under this Agreement.
Authority. Each party represents and warrants to the other that it has full power and authority to enter into this Agreement and that it is binding upon such party and enforceable in accordance with its terms.
Publicity. You grant us the right to add your name and company logo to our customer list and website.
Force Majeure. Neither party will be liable to the other party for its in ability or failure to perform, or delay in performing, any obligations under this Agreement caused by a Force Majeure Event. The party affected by the Force Majeure Event will notify the other party once its performance of its obligations under this Agreement is no longer prevented due to the Force Majeure Event. Notwithstanding anything to the contrary herein, a Force Majeure Event shall not include the failure to make timely payments when due. A “Force Majeure Event“ includes any act, event, non-happening, omission or accident beyond reasonable control and includes, without limitation, the following: the acts, decrees, legislation, orders, regulations or restrictions of any government strikes, lock-outs, riot, invasion, terrorist attack, war, fire, explosion, storm, flood, earthquake, or other natural disaster.
Waiver. Any omission to exercise, or delay in exercising, any right or remedy under this Agreement shall not constitute a waiver of that, or any other, right or remedy. The waiver by any party to this Agreement of any of its rights or remedies arising under this Agreement or by law shall not constitute a continuing waiver of that right or remedy or a waiver of any other right or remedy.
Severability. If any provision of this Agreement is held to be invalid or unenforceable by any judicial or other competent authority, all other provisions of this Agreement will remain in full force and effect and will not in any way be impaired. If any provision of this Agreement is held to be invalid or unenforceable but would be valid or enforceable if some part of the provision were deleted, the provision in question will apply with the minimum modifications necessary to make it valid and enforceable.
Independent Contractors; No Partnership. Nothing in this Agreement is intended to or shall be construed as establishing or implying any partnership, joint venture or agency of any kind between the parties other than that of independent contractors, and nothing in this Agreement shall be deemed to constitute any party as the agent of any other party. No party shall have any authority to act in the name of, or on behalf of, or otherwise to commit or bind any other party in any way whatsoever (including but not limited to the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
Assignment. You may not assign any of your rights or obligations hereunder, whether by operation of law or otherwise, without our prior written consent. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.
Section Titles. The section titles in these Terms are for convenience only and have no legal or contractual effect.
Entire Agreement. These Terms constitute the entire agreement between you and Royal Apps with respect to your use of the Apps.
TikTok Developer Terms of ServiceLast modified: November 5, 2021
This TikTok Developer Terms of Service (these “Terms”), when accepted, form a legal agreement between you ( “Developer” or “you”) and TikTok Inc. (“TikTok”, “we” or “us”) and governs your access to and use of the TikTok Developer Site and Platform Offerings (both defined below, and together, the “TikTok Developer Services”), which are made available to you solely for interacting with TikTok Services (as defined below) in accordance with these Terms. If you send us Business Products Data (as defined in the TikTok Business Products (Data) Terms), the use of the Business Products Data shall be governed by the terms of TikTok Business Products (Data) Terms, which shall be deemed to form part of these Terms. If there is any conflict between the terms of the TikTok Business Products (Data) Terms and these Terms, the terms of the TikTok Business Products (Data) Terms shall prevail to the extent of such conflict.If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms, in which case “you” or “Developer” refers to such company or other legal entity. You may not use TikTok Developer Services and may not accept these Terms if you are not of legal age to form a binding contract with TikTok or you are a person prohibited from using or receiving the TikTok Developer Services under the applicable laws of the country in which you are a resident or from which you use the TikTok Developer Services. TikTok reserves the right to update these Terms at any time, and your continued use of the TikTok Developer Services will constitute acceptance of such updates.Please read the terms and conditions of these Terms carefully. BY CLICKING THE “Accept the TikTok for Developers Terms of Service” BUTTON AT THE END OF THESE TERMS OR BY OTHERWISE DOWNLOADING, INSTALLING, ACCESSING, USING OR OPERATING THE TIKTOK DEVELOPER SERVICES, YOU AGREE THAT YOU HAVE READ, AND THAT YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT ACCESS OR USE THE TIKTOK DEVELOPER SERVICES.I. Definitions1. Application: means the software applications, websites, channels, and other digital products that Developer creates which use the Platform Offerings, together with their enhancements, upgrades, updates, new versions and other modifications and amendments.2. End Users: means end users of the Application.3. Platform Offerings: means the TikTok API, TikTok Logo and other products and services that are made available by TikTok under these Terms to you.4. TikTok API: means TikTok’s application programming interfaces, software development kits, specifications, sample code, data, metadata, technology, software and other associated information and materials as well as any updates thereto that TikTok provides to you for the purpose of these Terms.5. TikTok Developer Site: means the TikTok Developer Site made available to you, and as amended from time to time.6. TikTok Logo: means the TikTok name, logo, trademarks, service marks, domain names, or other distinctive brand features of TikTok.7. TikTok Services: means TikTok’s products and services, including without limitation to those offered via TikTok’s website (https://www.tiktok.com/) and TikTok’s mobile applications.8. TikTok Information: TikTok Information means TikTok User Content, TikTok end user profile information and any other data and information made available to you through the TikTok API or by any other means authorized by TikTok, and any copies and derivative works thereof.II. License to use the TikTok Developer Services1. License to Developer. Subject to these Terms, TikTok hereby grants Developer a personal, non-exclusive, non-transferable, non-sublicensable, limited, revocable license during the Term solely to access and use the TikTok Developer Services to develop, test, maintain, support and operate the Application for interacting with TikTok Services according to these Terms and any documentation and specifications applicable to the TikTok Developer Services for the sole purpose of (i) allowing End Users to share content to TikTok Services; and (ii) generating links to be embedded in the Application that will connect to TikTok Services.2. TikTok’s Ownership. TikTok or its licensors own and shall maintain ownership of all right, title and interest in and to the TikTok Developer Services and TikTok Services. TikTok expressly reserves all rights to the foregoing. These Terms grants you no right, title, or interest in any intellectual property owned or licensed by TikTok. TikTok shall have an unlimited, irrevocable and worldwide right to use for any purpose any feedback, whether provided verbally or in written form, by you to TikTok regarding your use of and/or access to TikTok Developer Services, without monetary or other compensation to you.3. TikTok Logo. If the TikTok Developer Services include or require the use or display of the TikTok Logo, TikTok grants you a personal, non-exclusive, non-transferable, non-sublicensable, limited, revocable license during the Term to display the TikTok Logo in or through your Application in accordance with TikTok’s brand guidelines, as provided to you, and as amended from time to time.4. TikTok User Content. If applicable, any content created, uploaded, posted, sent, received, stored, or otherwise provided by TikTok users or by other third party licensors (“TikTok User Content”), may be subject to copyright or other intellectual property and proprietary rights. You may not distribute TikTok User Content unless you obtain all necessary rights, consents, and licenses by the owner of such content or as required by law.6. Incorporated Terms. Your use of the TikTok Developer Services and interaction with TikTok Services is subject to and governed by the policies, guidelines and other terms and conditions (as updated from time to time) applicable to such use or access by you (the “Incorporated Terms”), including without limitation the following:a) the TikTok Terms of Service located at https://www.tiktok.com/legal/terms-of-use?lang=en;b) the TikTok Privacy Policy located at https://www.tiktok.com/legal/privacy-policy?lang=en.c) the TikTok Community Guidelines located at https://www.tiktok.com/community-guidelines?lang=en.You and the Application will not encourage or create facility for your End Users or other third parties that violates these Terms or the above Incorporated Terms.In the event of a conflict between these Terms and any of the above Incorporated Terms, these Terms shall prevail.7. Monitoring. You agree that TikTok may monitor the use of the TikTok Developer Services to ensure the quality and verify whether you comply with your obligations under these Terms. You agree that you will not interfere with such monitoring.III. Developer Application; Reasonable Use; Restrictions1. Authentication. In order to gain access to TikTok Developer Services, you must register with the TikTok Developer Site and provide the information requested by us. You are responsible for ensuring that the information you provided is and remains accurate and up-to-date. You are responsible for ensuring the confidentiality of your login credentials and responsible for all acts or omissions that occur under your account.2. Application. TikTok may require you to submit the Application for review and approval by TikTok prior to distribution to End Users. If you make any changes to the Application after approval by TikTok, you must resubmit the Application to TikTok. You agree to cooperate with TikTok in the submission process, provide all required information, and answer all questions reasonably requested by TikTok regarding your Application.3. Developer Content. If the TikTok Developer Services allow you or End Users to submit or create content to submit text, graphics, photos, video, audio, music, or other content (“Developer Content”) to the TikTok Services, you hereby grant TikTok a perpetual, irrevocable, worldwide, sublicensable, royalty-free, and non-exclusive license to use, host, store, archive, copy, modify, cache, encode, reproduce, distribute, transmit, synchronize, display, create derivative works from, and publicily perform such Developer Content. Before you submit Developer Content to the TikTok Developer Services, you must have all the necessary rights (including from End Users or other third party licensors) to grant TikTok this license. All Developer Content is subject to these Terms, Incorporated Terms, and any other policies provided by TikTok applicable to Developer Content. TikTok does not acquire ownership in Developer Content or Application.4. Reasonable Use. You must:a) abide by all laws, rules and regulations applicable to your Application, the TikTok Developer Services, and TikTok Services;b) comply at all times with these Terms and with TikTok’s requirements, requests, policies and applicable Incorporated Terms (or those of any network connected to the TikTok Developer Services or TikTok Services);c) make a complete and accurate disclosure to your End Users of the privacy practices and policies applicable to the Application that is compliant with applicable law, these Terms, and Incorporated Terms;d) ensure that the Application which you connect to the TikTok Developer Services is stable and easily navigable;e) implement and maintain technical, physical, and administrative safeguards in accordance with these Terms and the highest industry standards;f) immediately disconnect with the TikTok Developer Services and TikTok Services in the event of your becoming aware of any compromise or deficiency in relation to your computer systems, networks, web-browsers or routers and report any such compromise or deficiency to TikTok immediately upon becoming aware of it;g) if applicable, provide all necessary customer support for the Application to End Users.5. General Restrictions. When accessing the TikTok Developer Services, you will not (or allow others to):a) distribute, license, transfer, directly or indirectly sell, rent, syndicate, lend, copy, modify, reverse engineer, decompile, or otherwise alter, in whole or in part, the TikTok Developer Services, or TikTok Services or any derivative works thereof;b) sublicense to any third party or permit any third party, without TikTok’s express written authorization, to browse, access or use the TikTok Developer Site, or any derivatives thereof;c) use the TikTok Developer Services or TikTok Services, without Tiktok’s express written consent, for any commercial or unauthorized purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation or spamming;d) use the TikTok Developer Services or TikTok Services in connection with or for any illegal, unauthorized or otherwise improper purposes, or in any manner which would violate any right of any person, including intellectual property rights, or breach any laws or regulations, or in any manner that is misleading, defamatory, infringing, libelous, disparaging, obscene or otherwise objectionable to TikTok;e) use or combine the TikTok Developer Services with software offered under an open source license in such a way that would cause the TikTok Developer Services to be subject to any obligations under any such open source license;f) use the TikTok Developer Services in a manner that violates any mobile developer or app store terms, conditions, guidelines, or policies;g) use the TikTok Developer Services in a matter that (as determined by TikTok), exceeds reasonable request volume, constitutes excessive or abusive usage, or otherwise fails to comply with or is contradictory with any documentation, policies, these Terms, or any Incorporated Terms;h) collect or attempt to collect any personal data from TikTok users for any unauthorized or unlawful purpose or build, help build, or supplement any profiles, databases, or similar records on any individual, device, content, or browser or associate the behavior of any individual, device, content, or browser with any profile, databases, or similar record;i) use the TikTok Developer Services for fraudulent or otherwise unlawful or unauthorized purposes, including but not limited to the development or promotion of spyware, adware or other malicious codes or programs or to defame or harass any person;j) introduce viruses, malware, malicious code or other content of a harmful or destructive nature through the Application or your access or use of the TikTok Developer Services, including, but not limited to, failure to ensure adequate protection is installed on your devices and servers in accordance with industry practices;k) use any robot, spider, site search or retrieval application, or other device to collect information about users of the TikTok Developer Services for any unauthorized purposes;l) act in any way which could reasonably be expected to adversely impact the stability of TikTok’s servers or the behavior of other applications using the TikTok Developer Services;m) interfere with or attempt to interfere with the proper working of the TikTok Developer Services or TikTok Services, disrupt our website or any networks connected to the TikTok Developer Services or TikTok Services, or bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the TikTok Developer Services or TikTok Services;n) remove, obscure, or alter any lega, copyright, trademark or other proprietary notices in relation to the TikTok Services, TikTok Developer Services, and abide by TikTok’s requirements in relation to the use of any proprietary materials, or falsify or delete any author attributions, legal notices, or other labels of origins or source of material;o) imply any inaccurate affiliation, sponsorship, or endorsement of you by the Application by TikTok;p) use the TikTok Developer Services to compete with or replicate any TikTok Services;q) create a false identity on the TikTok Developer Site; orr) use TikTok Developer Services or TikTok Services in any manner that is not expressly authorized under these Terms.6. Compliance. TikTok may audit you and the Application for compliance with these Terms. You agree you will provide TikTok with proof that you and your Application comply with your obligations under these Terms.7. Data Protection Addendum. To the extent that you receive TikTok Information that is also TikTok Personal Data (as defined in the TikTok Controller to Controller Data Terms), then you agree that the TikTok Controller to Controller Data Terms shall apply to such data sharing.IV. ConfidentialityAll authentication procedures and data to which you gain access or which is provided to you in connection with your use of the TikTok Developer Services and TikTok Services is the “Confidential Information” of TikTok and proprietary to TikTok, unless you can demonstrate that such information: (a) was already known to you, other than under an obligation of confidentiality, at the time of disclosure; (b) was generally available in the public domain at the time of disclosure to you; (c) became generally available in the public domain after disclosure other than through your act or omission; (d) was subsequently lawfully disclosed to you by a third party without any obligation of confidentiality; or (e) was independently developed by you without use of or reference to any information or materials disclosed by TikTok. You may use this Confidential Information only as expressly permitted hereunder and you may not share the Confidential Information with any third party other than as required by a court, a regulator or otherwise under applicable laws. You aknowledge and agree that TikTok may be independently creating applications and other products and services that may be similar or competitive with the Application and nothing in these Terms will be construed as restricting or preventing TikTok from creating and fully exploiting such applications, products, or services with any obligation to you.V. Modifications; Suspension; SupportTikTok may change, suspend, or discontinue any aspect of the TikTok Developer Services at any time. TikTok may also impose limits on certain features and services or restrict your access to parts or all of the TikTok Developer Services without notice or liability to you. TikTok will use commercially reasonable efforts to correct errors in the TikTok Developer Services that cause the same not to perform in accordance with TikTok’s published user documentation for such site or materials that has been made available by TikTok.VI. FeesTikTok does not currently charge for use of the TikTok Developer Services; however, TikTok reserves the right to do so in the future, at its sole discretion. If TikTok decides to charge for the TikTok Developer Services, such charges will be disclosed to you prior to taking effect and if you do not wish to pay such charges, your sole and exclusive remedy is to terminate your use of the TikTok Developer Services at which point each party’s obligations under these Terms will automatically terminate.VII. Term & TerminationThe term of these Terms will commence on the earlier of your acceptance of these Terms or your first use of any of the TikTok Developer Services and shall continue until these Terms is terminated by either party. Either party may terminate these Terms upon notice to the other party. Upon termination of these Terms, all licenses granted herein immediately expire, and you must immediately cease use of any and all TikTok Developer Services and permanently delete all Platform Offerings, TikTok confidential information, any TikTok User Content in all forms in your possession and control (including from our servers). The following sections will survive any expiration or termination of the Terms: Section II.2, III.6, IV, VIII-XII, and any other provision of the Terms that contemplates a continuing obligation.VIII. DisclaimersTO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW: (I) Tiktok PROVIDES THE TikTok Developer Services ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS; (II) DISCLAIMS ALL GUARANTEES, CONDITIONS, WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE CONCERNING THE TikTok Developer services SUPPLIED BY Tiktok HEREUNDER, INCLUDING BUT NOT LIMITED TO, THOSE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT; (III) tiktok DOES NOT REPRESENT THAT THE TikTok Developer services WILL BE UNINTERRUPTED OR ERROR FREE UNINTERRUPTED, VIRUS-FREE OR SECURE OR MEET YOUR REQUIREMENTS; (IV) YOUR USE OF THE TikTok Developer Services IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE USE OF THE TikTok Developer services INCLUDING, BUT NOT LIMITED TO, ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA OR ANY OTHER DAMAGE OR INJURY TO YOU OR ANY THIRD PARTY. THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU. with respect to tiktok USER content, tiktok is not responsible for the accuracy, completeness, usefulness, availability, safety, or legality of such data, including content that may be offensive, indecent, defmatory, objectionable, or that may violate third party rights or applicable laws or regulations.IX. IndemnityTo the maximum extent permitted by applicable law, you agree to hold harmless and indemnify TikTok, its subsidiaries, affiliates, licensors, licensees, assigns and successors, and each of their officers, directors, employee, agents, advisors and shareholders from and against any third-party claim, suit or action including any liability, losses, damages (actual and/or consequential), expenses, litigation costs and reasonable attorney fees, of every kind and nature arising from or in any way related to your (a) actual or alleged breach of your obligations under these Terms; (b) your use of TikTok Developer Services and any Developer Content or data derived therefrom; or (c) the performance, promotion, sale or distribution of the Application. TikTok shall use reasonable endeavors to provide you with written notice of any such claim, suit or action.X. Limitation of LiabilityTO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TIKTOK, ITS AFFILIATES, assigns, successors, licensors or LICENSEES, or each of their OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, advisors, or SHAREHOLDERS, BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY direct, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO ANY LOSS OF DATA, SERVICE INTERRUPTION, COMPUTER FAILURE, OR PECUNIARY LOSS) ARISING OUT OF or in connection with this TERMS or THE USE OF, OR INABILITY TO USE, THE TIKTOK SERVICES, OR THE TIKTOK DEVELOPER SERVICES, INCLUDING ANY DAMAGES RESULTING THEREFROM, REGARDLESS OF THE FORM OF THE ACTION OR THE BASIS OF THE CLAIM, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE), regardless of whether tiktok has been ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR ONLY RIGHT WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH TIKTOK SERVICES OR THE TIKTOK DEVELOPER SERVICES IS TO STOP USING THE TIKTOK SERVICES OR THE TIKTOK DEVELOPER SERVICS.XI. Anti-Corruption; Export RulesYou agree to comply with all applicable laws and regulations in relation to export control, including those administered or enforced by the Bureau of Industry and Security of the U.S. Department of Commerce. You agree that you will not transfer any information or software it receives from TikTok that constitutes an export or transfer of controlled items, data or services, to include transfer to non-US persons employed by or associated with, or under contract to that party, without the authority of an export license, agreement or applicable exemption or exception.XII. Miscellaneous1. Publicity. You agree that TikTok may use your name, logo(s), or other identifying information or image for any legitimate business purpose without consent. You may not make any public statement regarding your relationship with TikTok or access to the TikTok Developer Services without TikTok’s prior written consent.2. Agency. Nothing in these Terms will be construed to establish any agency, partnership, or joint venture between you and TikTok.3. Entire Agreement. These Terms, together with applicable Incorporated Terms, constitute the whole legal agreement between you and TikTok and govern your use of the TikTok Developer Services and entirely replace any prior agreements between you and TikTok in relation to the TikTok Developer Services.4. Assignment. You may not assign any of the rights or obligations granted hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of TikTok. Any attempted assignment in violation of this Section is null and void, and TikTok may terminate these Terms.5. No Waiver/Severability. Our failure to enforce any provision of these Terms shall not be construed as a waiver of any provision or right. If any part of these Terms is determined to be invalid or unenforceable by a court of competent jurisdiction, that part will only be enforced to the maximum extent permissible and the remaining provisions of these Terms will remain in full force and effect.6. Governing Law. These Terms, its subject matter and formation, are governed by the laws of the State of California. Any disputes or proceedings (including tort claims) arising out of or relating to these Terms or the TikTok Developer Services will be litigated exclusively in the United States District Court for the Central District of California. If, however, that court would lack original jurisdiction over the litigation, then the dispute will be litigated exclusively in the Superior Court of California, County of Los Angeles. The parties consent to personal jurisdiction in both courts. EACH PARTY EXPRESSLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN AN ACTION OR PROCEEDING BROUGHT BY OR AGAINST EITHER PARTY.7. Notice. TikTok may give notices to you by email. All notices to TikTok will be sent to TikTok Inc., 10100 Venice Blvd., Culver City, CA 90232, Attn: Legal; with a copy to legal@tiktok.com.