Software License and Service Agreement

This is a legal agreement ("this Agreement") between Ningbo Jus Internet Technology Co., Ltd. ("Jus" or the "Company" or "we" or "us" or "our" or other similar pronouns) and users ("you") of any services or features of JusTalk (hereinafter referred to as the "Software"), which are provided by the company. Please read the Agreement carefully and decide whether to accept it (a minor shall be accompanied by his or her legal guardian when accepting the Agreement). You are not allowed to download, install or use the Software or related services unless you accept all the terms and conditions of this Agreement. By accepting the Agreement, you are consenting to, and agreeing to be bound by the terms of this Agreement. We reserve all rights not expressly granted to you.

Acceptance of the Agreement

By creating a JusTalk account or by using JusTalk app (collectively, the "Service") you agree to be bound by (i) this Agreement, (ii) our Privacy Policy, and (iii) any terms disclosed to you and agreed by you if you purchase additional features, products or services we offer on the Service (collectively, “the Agreement”). If you do not accept and agree to be bound by all of the terms of this Agreement, please do not use the Service.

We may make changes to the Agreement and to the Service from time to time. We may do this for a variety of reasons including to reflect changes in or requirements of the law, new features, or changes in business practices. The most recent version of the Agreement will be posted on the Service and also on justalk.com, and you should regularly check for the most recent version. The most recent version is the version that applies. If the changes include material changes that affect your rights or obligations, we will notify you in advance of the changes by reasonable means, which could include notification through the Service or via email. If you continue to use the Service after the changes become effective, then you agree to the revised Agreement.

Eligibility

You must be at least 4 years of age to create an account on JusTalk and use the Service. If you are a minor please read this Agreement and other above-mentioned agreements with your legal guardian. By creating an account and using the Service, you represent and warrant that you can form a binding contract with JusTalk.

Your account

You can log in to JusTalk with your Facebook account. If you do so, you authorize us to access and use certain Facebook account information, including but not limited to your public Facebook profile and information about Facebook friends you share in common with other JusTalk users. For more information regarding the information we collect from you and how we use it, please consult our Privacy Policy.

You are responsible for maintaining the confidentiality of your login credentials you use to sign up for JusTalk, and you are solely responsible for all activities that occur under those credentials. If you think someone has gained access to your account, please immediately contact support@justalk.com.

Scope of License

Jus grants you personal, non-transferable and non-exclusive right and license to use the Software on any mobile device that you own, provided that you accept all terms and conditions of the Agreement, including those updated or revised in the future (if any). 

Rights reserved: All other rights not hereby licensed still belong to Jus. You shall obtain separate written approval from Jus when using other rights.

Restrictions

Without the prior written consent of Jus, you may not and you agree not to:

(a) Reproduce the Software in whole or in part;

(b) Sub-license, sell, assign, rent, lease, export, import, distribute or transfer or otherwise grant rights to any third party in the Software;

(c) Undertake, arrange, permit or authorize the modification, creation of derivative works or improvements, translation, reverse engineering, decompiling, disassembling, decryption, emulation, hacking, discovery or attempted discovery of the source code or protocols of the Software or any part or features (except the extent permitted by law);

(d) Remove, obscure or alter any copyright notices or other proprietary notices included in the Software;

(e) Use the Software or any part thereof for commercial purpose (including but not limited to any corporate website, government website, financial and educational institution website, business website, or other websites for earnings and profits), unless you have been licensed to.

The restrictions contained herein apply equally to any updates to the Software that you may obtain. If you breach this restriction, you may be subject to prosecution and damages.

Consent to Use of Data

You agree that we may collect and use related information, including but not limited to technical information about your mobile device, system, accounts, call duration, IP address, resolution, voice and video quality enhancing parameters, information that is gathered periodically to facilitate the provision of Software updates, product support and other services related to the Software to you (if any). We may use this information and promise to protect the privacy and personal information of users in accordance with the Privacy Policy.

By using or continuing to use our services, you agree that we collect, use, store, share, transfer and publicly disclose your information in accordance with the Privacy Policy.

Modifications

Jus reserves the right to amend this Agreement at any time by publishing the revised Agreement on the website. In the event where the terms of this Agreement are amended and restrict your right, we will show you the amended Agreement by way of push notifications and/or pop-up windows when you log in and the Agreement is amended. Your continued use of the Software shall constitute your acceptance to be bound by the Agreement.

Termination

This Agreement will remain in full force and effect while you use the Service and/or have a JusTalk account. You can uninstall and delete the Software to terminate your use of the Software at any time, for any reason. You can also require to terminate your account. The Company may terminate or suspend your account at any time without notice if the Company believes that you have breached this Agreement in its sole discretion. Jus reserves the right to terminate the Agreement and your use of the Software at any time and for any reason or no reason at all. Upon termination of the Agreement, you shall cease all use of the Software, and destroy all copies, full or partial of the Software. The provisions contained herein shall survive termination of this Agreement.

Intellectual Property

All intellectual properties, trade mark rights and patent rights in the Software and all information related to the Software, including but not limited to written expressions and their combinations, icons, colors, UI design, printings and electronic documents, are under the protection of copyright laws, trademark law, Patent Law, Anti-unfair competition law of People's Republic of China, international copyright treaties and other intellectual property laws and regulations. Except those involved in Software or technologies authorized by a third party, Jus enjoys the above intellectual property. 

The Company owns and retains all proprietary rights in the Service, and in all content, trademarks, trade names, service marks and other intellectual property rights related thereto. The Service contains the copyrighted material, trademarks, and other proprietary information of the Company and its licensors. You agree to not copy, modify, transmit, create any derivative works from, make use of, or reproduce in any way any copyrighted material, trademarks, trade names, service marks, or other intellectual property or proprietary information accessible through the Service, without first obtaining the prior written consent of the Company or, if such property is not owned by the Company, the owner of such intellectual property or proprietary rights. You agree to not remove, obscure or otherwise alter any proprietary notices appearing on any content, including copyright, trademark and other intellectual property notices.

The Software is licensed to use, not sold. Intellectual property does not pass to you. There is no implied license, right or interest granted in any copyright, patent, trade secret, trademark, invention or other intellectual property right. Without the prior written consent of Jus, you may not use the Software or any part thereof for commercial purpose and you may not implement, use, transfer or permit any third party to implement, use or transfer the above intellectual property for the purpose of profit or nonprofit. Jus reserves the right to investigate the above behaviors unauthorized.

The Agreement does not grant you any rights in connection with any trademarks or service marks of Jus.

User Content

There are some Services in Jus that you can post/upload/publish Content, you agree as follows:

(a) You warrant and represent that you are the owner of all intellectual property rights to the Content that you upload or post to or via the Service and that by uploading or posting Content to or via the Service, you are not violating any intellectual property rights of third parties.

(b) You agree that Content you post/upload/publish to or via the Service may be viewed by third parties, including any person visiting/using the Service.

(c) You acknowledge that by posting/uploading/publishing Content at the Service, you grant to Jus an irrevocable, worldwide, freely transferrable, royalty-free license to use the Content for its own purposes as well as to provide the Content to third parties, including to use, copy, transmit, stream, broadcast, access, view, combine, adapt, modify, distribute, sell, transfer, publicly display, publicly perform, and otherwise exploit the Content.

(d) Any Content that you upload or post to the Service must comply with all applicable laws and regulations. Jus reserves the right at all times and in its sole discretion to investigate and to take any legal action against Users or third parties, who upload Inappropriate Content to the Service. The Company shall further have the right to access, preserve and disclose, amongst others, to law enforcement authorities and its legal advisors the Content and User's account information, if it is reasonably necessary to do so in order to protect the Company's rights or take action against users having uploaded Inappropriate Content.

(e) It is in the Company's sole discretion to decide whether any Content shall be deemed Inappropriate Content. The Company reserves the right to remove any Content, in particular Content that it deems to be Inappropriate Content, at any time at its sole discretion and without the obligation to notify the user having posted or uploaded such Content or to give a reason for such removal. The Company shall not be liable for any loss of any Content.

In App Purchases

From time to time, JusTalk may offer additional products and services for purchase ("in app purchases") through iTunes, Google Play or other application platforms authorized by JusTalk (each, a "Software Store"). If you choose to make an in app purchase, you will be prompted to enter details for your account with the mobile platform you are using (e.g., Apple, etc.) ("your IAP Account"), and your IAP Account will be charged for the in app purchase in accordance with the terms disclosed to you at the time of purchase as well as the general terms for in app purchases that apply to your IAP Account. Some Software Stores may charge you sales tax, depending on where you live. If you purchase an auto-recurring periodic subscription through an in app purchase, your IAP Account will be billed continuously for the subscription until you cancel. After your initial subscription commitment period, and again after any subsequent subscription period, your subscription will automatically continue for an additional equivalent period, at the price you agreed to when subscribing. If you do not wish your subscription to renew automatically, or if you want to change or terminate your subscription, you will need to log in to your IAP account and follow instructions to cancel your subscription, even if You have otherwise deleted your account with us or if you have deleted the JusTalk application from your device. Deleting your account on JusTalk or deleting the JusTalk application from your device does not cancel your subscription; JusTalk will retain all funds charged to your IAP Account until you cancel your subscription through your IAP Account. If you cancel your subscription, you may use your subscription until the end of your then-current subscription term; your subscription will not be renewed after your then-current term expires. However, you won't be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. Please refer to the terms of your application platform which apply to you in app purchases. Please refer to the JusTalk Membership Continuous Subscription Service Agreement for more specific terms of automatic renewal subscription. 

Disclaimers

You expressly acknowledge and agree that use of the Software is at your sole risk. To the maximum extent permitted by applicable law, the Software is offered on an "as-is" basis and no warranty, either express or implied. Jus expressly disclaim all warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose and non-infringement.

To the maximum extent permitted by applicable law, in no event shall Jus, its affiliates, subsidiaries, parent companies, agents, partners, or employees (hereinafter referred to as “Jus party”) be liable to you or any third party in any respect for any losses, liabilities, claims or damages of any kind, whether direct, indirect, incidental, consequential, special or punitive, or for loss of revenue or profits, loss of data, loss of business, or any other damages, arising out of or in connection with the Software, the Agreement or the performance, suspension, termination or breach hereof, even if Jus or any other Jus party has been advised of the possibility thereof. Jus shall have no liability in connection with or arising from the Agreement or use of the Software.

Indemnification

You agree to hold harmless and indemnify Jus, and its affiliates, officers, agents, and employees from and against any third-party claim arising from or in any way related to your use of the service or the Software, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Jus will provide you with written notice of such claim, suit or action.

Choice of Law and Jurisdiction

The Agreement will be governed by and construed in accordance with the laws of People's Republic of China. Any claims, legal proceeding or litigation arising in connection with the Software will be brought solely in people's court of the place where Jus is located, and you consent to the jurisdiction of such courts.

Last modified: November 19, 2019