Terms of Service

1. Agreement to these Terms

By creating an account, clicking to accept, or using the Services, you enter into a legally binding agreement with us on the terms set out below. If you are using the Services on behalf of a company, organization, or other entity, you represent that you have authority to bind that entity to these Terms, and "you" includes that entity.

If you do not agree, you must not access or use the Services. Your continued use after we post an updated version constitutes your acceptance of the revised Terms, except where we are required to obtain separate consent for material changes that affect your rights under applicable law.

Our Privacy Policy explains how we handle personal data. The Privacy Policy is incorporated by reference and applies whenever you use the Services.

2. Eligibility

You must be at least the age of digital consent in your jurisdiction (typically 16 or older) and otherwise capable of entering into a binding contract. You may not use the Services if you are prohibited from doing so by applicable law, including trade sanctions, export control rules, or similar restrictions. We may require proof of age or corporate authority where necessary.

3. The Services

Social Engine provides tools to plan, schedule, organize, and publish content to social media and related channels, subject to the features, limits, and availability described in your plan or the product at the time of use. We do not control third-party social networks, APIs, or features they provide; we are not responsible for their policies, rate limits, outages, or content moderation actions.

3.1 Changes, beta, and maintenance

We may add, change, or discontinue features, integrations, or technical requirements to improve the Services, address security, or comply with law or third-party requirements. We may make beta, preview, or experimental features available, which are provided "as is" and may be unstable or retired without notice. Scheduled or emergency maintenance can affect availability. Unless we have agreed to a specific uptime in a separate order form, the Services are provided on a commercially reasonable best-effort basis.

4. Accounts and access

You are responsible for all activity under your account, including the actions of team members, contractors, and anyone you grant access. You must provide accurate registration information, keep it current, and protect your login credentials, API keys, and connected third-party authorizations. You must notify us promptly at info@socialengine.site of any unauthorized use or security incident you become aware of.

4.1 Invitations and roles

If you invite others to a workspace, you are responsible for their compliance with these Terms. Removing a user or disconnecting a social account may not delete content already sent to third parties or stored by those networks; your obligations regarding content and credentials survive in accordance with these Terms and our Privacy Policy.

5. Subscriptions, fees, and taxes

Certain features may require a paid plan. You agree to pay all fees and charges associated with the plan you select, at the prices and billing cycles in effect at purchase, unless you and we have agreed otherwise in writing. We may use third-party payment processors; their terms and privacy practices also apply to payment data they collect and process on our behalf.

5.1 Renewals, upgrades, and downgrades

Unless stated otherwise, subscriptions renew automatically for successive periods of the same length until you cancel in accordance with the cancellation method we provide. Upgrades or downgrades may be prorated, charged in arrears, or take effect at the next renewal depending on the product. If we increase fees, we will provide reasonable advance notice where required by law.

5.2 Taxes and invoices

Fees are exclusive of applicable taxes, duties, and similar governmental assessments, which you are responsible for (except for taxes on our net income). We may request valid tax-exemption documentation if you claim an exemption. You are responsible for providing complete billing, tax, and purchase-order information and for any wire fees or currency conversion your bank or card issuer imposes.

5.3 Refunds, credits, and chargebacks

Unless a refund is required by law or expressly stated in an order form, fees are non-refundable. If a payment is reversed or you initiate an improper chargeback, we may suspend or close your account and seek recovery of fees and our reasonable costs. At our sole discretion, we may issue credits in exceptional circumstances; credits have no cash value and may expire.

6. Third-party services and social networks

The Services rely on you connecting accounts and authorizing us to act on your behalf to the extent permitted by each network's terms and OAuth or similar consents. You are solely responsible for compliance with the terms, policies, community guidelines, advertising rules, and API usage limits of every platform you use through Social Engine. A network may revoke access, require re-authentication, or block posts at any time, even when scheduled through us.

You will not use the Services in a way that misrepresents your identity, manipulates engagement in violation of platform rules, or circumvents security, throttling, or access controls. We are not a party to your agreement with any social network; disputes between you and a network are between you and that network, except where we are directly liable to you as stated in these Terms.

7. Your content and our license to provide the Service

"Your Content" means data, text, media, and other materials you upload, enter, schedule, or make available through the Services, excluding our proprietary materials and the Services themselves. You retain your rights in Your Content, subject to the license below.

7.1 License to us

You grant us a non-exclusive, worldwide, royalty-free license to host, store, reproduce, process, transmit, display, and create technical copies (e.g., backups, caching, formatting for APIs) of Your Content only as needed to provide, improve, and secure the Services, comply with law, and enforce these Terms. This license includes sublicensing to our infrastructure and subprocessors to the same limited extent, as described in our Privacy Policy.

7.2 Representations

You represent and warrant that you have all rights and consents needed to grant the license above, that Your Content does not infringe, misappropriate, or violate the rights of any person, and that your use and publication of Your Content through the Services is lawful. You are responsible for obtaining all licenses for music, video, images, and trademarks in Your Content.

7.3 Removal and retention

We may remove, disable access to, or refuse to process content that we reasonably believe violates these Terms, law, or the rights of others, or that poses a security or platform integrity risk, without prior notice when removal is time-sensitive. After termination of your account, we may delete Your Content in accordance with our Privacy Policy and backup/retention practices; some residual copies or logs may remain for a period where legally or technically required.

8. Prohibited conduct

You will not, and will not assist others to, use the Services to:

• violate any law, regulation, contract, or third-party right;
• send spam, unlawful marketing, or deceptive, fraudulent, or defamatory material;
• upload malware, attempt unauthorized access, or probe, scan, or test the vulnerability of the Services or connected systems without our prior written permission;
• scrape, export, or bulk-collect other users' data or content except through documented APIs we expressly permit;
• resell, sublicense, or provide the Services in a time-sharing, service-bureau, or white-label offering without a separate written agreement;
• reverse engineer, decompile, or disassemble the Services except to the limited extent that applicable law non-waivably allows;
• use the Services in any manner that we reasonably believe could harm us, our users, or the stability or reputation of connected platforms.

We may investigate suspected violations, cooperate with law enforcement, and take actions including warning, throttling, suspension, or account termination, with or without prior notice, where we deem it appropriate.

9. Our intellectual property

As between you and us, we own the Services, our software, our branding, documentation, and all related intellectual property, except for your rights in Your Content. We grant you a non-exclusive, non-transferable, non-sublicensable right to access and use the Services during your subscription, solely for your internal business purposes in compliance with these Terms. No title or ownership transfers to you except the limited rights expressly stated.

You will not use our name, logo, or marks except as we expressly permit in writing or in product guidelines we publish. Feedback you voluntarily provide (ideas, suggestions, or bug reports) may be used by us without obligation or compensation to you, except where prohibited by law.

10. Copyright; DMCA and repeat infringer policy

We respect intellectual property rights. If you believe material on the Services infringes your copyright, send a written notice to info@socialengine.site with the information typically required for copyright takedown requests under the Digital Millennium Copyright Act (DMCA) or your jurisdiction's equivalent, including identification of the work, the allegedly infringing material, your contact information, a good-faith statement, and a statement under penalty of perjury where applicable.

We may terminate, in appropriate circumstances, accounts of users who are repeat infringers, as we determine in our reasonable discretion, subject to our rights and obligations under law.

11. Disclaimers

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE, OR THAT CONTENT WILL REMAIN AVAILABLE ON THIRD-PARTY PLATFORMS, OR THAT SCHEDULED POSTS WILL BE PUBLISHED AT EXACT TIMES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY LIMITATIONS, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU IN FULL; IN SUCH CASES OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER SOCIAL ENGINE NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, OR AFFILIATES SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES DURING THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US FOR THE SERVICES DURING THOSE TWELVE MONTHS, OR (B) ONE HUNDRED U.S. DOLLARS (USD $100) IF NO FEES WERE PAID. THE LIMITS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED, INCLUDING WHERE AN EXCLUSIVE REMEDY HAS FAILED OF ITS ESSENTIAL PURPOSE.

If you are a consumer, mandatory local laws may not allow certain limitations; in that case, our liability is limited to the maximum extent the law allows.

13. Indemnity

You will defend, indemnify, and hold harmless Social Engine and our affiliates, officers, employees, and agents from and against any third-party claims, demands, actions, damages, losses, and expenses (including reasonable attorneys' fees) arising from or related to: (a) Your Content; (b) your use of the Services in violation of these Terms, law, or third-party rights; (c) your connection to, or activity on, third-party social networks; or (d) a dispute between you and your end users, customers, or business partners, except to the extent caused by our willful misconduct or our breach of these Terms. We may assume exclusive defense and control of any matter subject to indemnification at your expense, and you will cooperate in good faith.

14. Term, suspension, and termination

These Terms remain in effect while you use the Services or have an open account. You may stop using the Services and close your account as we may allow in the product; cancellation does not relieve you of payment obligations for periods already started where applicable, unless otherwise required by law. We may suspend or terminate your access, with or without cause or notice, where we reasonably believe it is necessary to protect the Services, our users, or third parties, or to comply with law; repeated delinquency on fees may also result in suspension after notice where practicable.

Upon termination, your right to use the Services ceases. Sections and obligations that by their nature should survive (including payment for amounts owed, IP, disclaimers, limitations of liability, indemnity, governing law, and dispute resolution) will survive.

15. Governing law; dispute resolution; informal resolution

These Terms are governed by the laws of the United States, without regard to conflict of law rules, except that if you are a consumer habitually resident in a country, mandatory consumer protection laws in that country may also apply. Before initiating formal proceedings, the parties will attempt in good faith to resolve any dispute by contacting the other in writing, including through info@socialengine.site, with a clear description of the issue.

Unless you and we agree otherwise in a separate signed agreement, the exclusive venue for any dispute that proceeds in court shall be the state and federal courts located in the United States, and you consent to personal jurisdiction in those courts, where permitted by law. If applicable law does not allow such a forum selection for consumers, you may bring claims in the courts of your place of residence.

The preceding paragraphs are a general framework. Some jurisdictions do not allow binding arbitration, class action waivers, or forum selection for consumers; in such cases, those parts do not apply to the extent they conflict with your mandatory local rights. Nothing in these Terms limits any non-waivable statutory rights you have.

16. General

Entire agreement. These Terms, together with the Privacy Policy and any order or plan details you accept in the product, are the entire agreement on their subject and supersede prior understandings, except a signed order form with us that expressly overrides a specific term.

Assignment. You may not assign or transfer these Terms or your account without our prior written consent. We may assign our rights in connection with a merger, acquisition, reorganization, or sale of assets.

Force majeure. We are not liable for delay or failure due to events outside our reasonable control, including network failures, power outages, war, pandemic, or actions of governments or social platforms.

Severability; waiver. If any provision is held invalid, the remaining provisions remain in full force. A failure to enforce a provision is not a waiver of future enforcement.

Notices to you. We may send legal or operational notices to the email associated with your account, through in-app notifications, or as required by law. You are responsible for keeping your contact information current.

17. Contact

For questions about these Terms, contact us at info@socialengine.site or our contact page.