Privacy Policy

TERMS OF SERVICE

Last updated: October 4, 2024

1. GENERAL PROVISIONS

PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY AFFECT YOUR OBLIGATIONS AND LEGAL RIGHTS.

These terms of service constitute an agreement entered into by you and Esublu Inc. (“ESUBLU”, “we”, “our”, or “us”), a company registered at 93 Starwood Rd, Nepean, ON, K2G 1Z6, Canada. These Terms, together with any documents and additional terms they incorporate by reference (collectively, these “Terms”) outline your use of the ESUBLU mobile  application  (the  “Mobile  Application”),  the  website  maintained  at  < https://esublu.com/> and all subdomains of this website (the “Website”), our products, services, software, accompanying documentation and related software provided by us (the “Software”) (each a “Service” and collectively, the “Services”). These Terms govern your use of, and access to, the Services regardless of how you access them. Our Privacy Policy is incorporated by reference into these Terms and is subject to the provisions of these Terms.

By accessing or using the Services, you are agreeing on behalf of yourself or those you represent to comply with and be legally bound by these Terms in their entirety. BY USING THE SERVICES, YOU SIGNIFY YOUR AGREEMENT TO THESE TERMS OF USE AND OUR PRIVACY POLICY. IF YOU DO NOT AGREE TO THESE TERMS OR THE PRIVACY POLICY, YOU SHOULD NOT ACCESS USE OUR SERVICES.

You may not create an account, access or use the Mobile Application or the Services unless you can enter into a binding legal agreement with us, and you are not prohibited from doing so under applicable law. You acknowledge that you have reached the age of majority in the jurisdiction you reside and from which you access the Services.

You acknowledge that your use of the Services is at your own risk and you assume all responsibility for the use of the Services.

2. DEFINITIONS

The Mobile Application – is a software used to access the Services on mobile devices.

User means a person (individual) who has an access to the functionality of the Mobile application and/or otherwise uses our Services.

Account – means record which contains data that the User reports when registering for a profile via the Mobile application. It contains data needed for the User authorisation when using the Mobile application.

Registration – is the procedure of creating an Account (signing up).

Third-Party Services – means any third-party service, site, platform, application, software, or other form of connection or integration that interoperates with Mobile Application or the Website.

3. ABOUT ESUBLU

ESUBLU is a marketing platform offered through the Mobile App and the Website that connects advertisers with social media users, to allow them to share their advertising content to expand reach and visibility. The ESUBLU platform offers real-time analytics, targeted audience engagement, and tools to manage and optimize social media marketing campaigns.

  1. PRIVACY POLICY

See the PRIVACY POLICY to understand how we treat the personal information you provide to us.

  1. CHANGES TO THE TERMS

ESUBLU reserves the right to change or modify any of the terms and conditions contained in the Terms, from time to time at any time, without notice, and in its sole discretion. If we decide to change these Terms, we will post the current version on our Website. Any changes or modifications to these Terms, the Privacy Policy, and applicable guidelines or rules will be effective upon posting of the revisions. The updated terms of use will replace the prior version. You understand and agree that it is your obligation to review these Terms from time to time in order to stay informed on current rules and obligations that apply to your Use of the Services. Your use of the Service following the changes to these Terms constitutes your acceptance of the changed Terms.

  1. SUPPLEMENTAL POLICIES OR TERMS AND CONDITIONS

In connection with your access to and/or use of the Services, you may be asked to consent to policies or terms and conditions in addition to these Terms or enter into additional agreements with us to access certain features available on the Services. Please read these supplemental policies or terms and conditions carefully before accessing or making any use of such portions of the Services. Any supplemental policies or terms and conditions will not vary or replace any of these Terms unless otherwise expressly stated.

  1. PAYMENT

Some of the features available on the Services may only be accessed and used after payment of applicable fees. You agree that a third-party payment service provider (“Third- Party PSP”) will be used to receive and/or process payment from/to you and acknowledge that ESUBLU may enter into a separate agreement (“PSP Agreement”) with one or more of the Third-Party PSPs to appoint such Third-Party PSP.

You undertake to do all things necessary in order to allow the relevant Third-Party PSP to receive and/or process payment from/to you, including:

    • including entering into the requisite agreements with the Third-Party PSP and making an account;
    • providing the necessary information and documents to the Third-Party PSP; and
    • granting the required rights, licences and permissions to the Third-Party PSP to allow it to perform its payment processing services.

You acknowledge that ESUBLU shall not be liable for any loss to you arising from any actions or omissions of the Third-Party PSP.

  1. USER OBLIGATIONS

Whenever you use the Services, you agree to comply with these Terms, all applicable laws, regulations, and policies. You agree to provide accurate, current, and complete information about yourself when signing up for an Account, are solely responsible for updating your Account information.

You may not use our Website, Mobile Application, Software, Or Services, to carry out any activity that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national or international law or regulation.

We specifically prohibit to use our Services in any illegal activity. It is also prohibited to:

  • Reverse engineer, disassemble, decompile, translate, reconstruct, transform or extract any portion of the Services;
  • Change, modify or otherwise alter our Services;
  • Publish, resell, distribute, broadcast, transmit, communicate, transfer, pledge, rent, share or sublicense our Services;
  • Use Services to provide or build a product or service that competes with our Services;
  • Gain or attempt to gain unauthorized access to our Services or to networks connected to it;
  • Intentionally interfere with or damage operation of the Service, by any means;
  • Delete the copyright or other proprietary rights on the Software or Services;
  • Use our Services to solicit others to perform or participate in any unlawful acts;
  • Using our Services for anything other than lawful purposes including, but not limited to, intentionally or unintentionally violating any applicable local, state, national or international law.

You agree not to misuse our Services. Misuse includes any use, access, or interference with Services contrary to the Terms or applicable laws and regulations. We reserve the right to take appropriate measures when Services are being used contrary to these Terms and applicable laws, including cooperating with public or private authorities as provided by law. Furthermore, we reserve the right to, restrict or suspend, in whole or in part, the access to the Services, for any reason in our sole discretion, at any time.

You acknowledge and agree that you are solely responsible for your Account and the security of your password relating to such Account and that you will not disclose it to any third parties.

If we are contacted with a complaint connected to, or because of your use of the Services, we will decide if your usage is in violation of this Agreement and may terminate your account without notice, in compliance with applicable laws.

9. AVAILABILITY OF SERVICES

We may at any time modify or discontinue, temporarily or permanently, all or any part of Services, with or without notice, and you agree that we will not be liable to you or any third party for any such modification, suspension or discontinuance. Our Services are not to be used in countries where offering or providing Services is illegal.

You may delete your Account. Once you delete your Account, neither your Account nor any content on the Mobile Application or Website can be restored or recovered in any way.

  1. COUPON TERMS

We may offer you discounted rates to the paid Services through a discount code or other voucher (hereinafter referred to as a “Coupon”). Coupons are only available to users who may use the Services, as specified in these Terms. Coupons are provided at our sole discretion, for the duration specified on the Coupon. After the expiration of this period, Coupons cannot be redeemed. Each Coupon is unique, and available to be redeemed for a single use, by the same user. A Coupon cannot be used and is void where it violates applicable laws, was not obtained from ESUBLU directly, was resold, altered, or tampered with in any way, or obtained through theft, fraud or unlawful means.

To the maximum extent not prohibited by applicable law, we may, where reasonably necessary for a legitimate reason, amend or cancel any or all Coupon availability at any time in our sole discretion, and/or update, amend, or replace the Terms governing Coupon use.

  1. INTELLECTUAL PROPERTY RIGHTS:

Subject to your compliance with these Terms, we grant you a personal, limited, non- transferable, non-exclusive license to use the Services, solely for your personal private and non-commercial use in connection with the Services accessed by you. This license is personal to you, and you may not resell our Services, permit other users access to our Services through your account, or use the Services or our System to host content for others.

The Services and Website feature trademarks, service marks, logos, text, software, files, graphics, photos, images, design, music, video and data that are the property of ESUBLU, and its affiliates or licensors. The Website, Mobile Application and all relevant content are protected under copyright, trademark and other laws of Canada and other countries. ESUBLU reserves all rights not expressly granted herein in the Services. You acknowledge and agree that ESUBLU may terminate this license at any time for any reason or no reason.

Furthermore, without the prior written consent of ESUBLU, you may not distribute, publicly perform or display, lease, sell, assign, transmit, transfer, publish, edit, copy, create derivative works from, rent, sub-license, distribute, decompile, disassemble, reverse engineer or otherwise make unauthorized use of the Website content or the Services. You agree not to remove, obscure, or alter copyright, patent, trademark, or other proprietary rights notices affixed to the Website.

  1. USER CONTENT

You retain ownership over your content, and acknowledge that you are solely required to make any necessary marketing disclosures, including tagging content as sponsored. You grant to ESUBLU a worldwide, irrevocable, royalty-free, perpetual license to use, produce, reproduce, create derivative works from, modify, adapt, publish, translate, distribute, perform and display, in whole or in part, all materials and information submitted by you to the Website or Mobile Application in connection with the Services, and to sub-license any such rights. You acknowledge and agree that we may generate revenues, increase goodwill or otherwise increase our value from your use of the Services.

You represent and warrant that you have (and will have) all rights that are necessary to grant ESUBLU the license rights in your content under these Terms. You represent and warrant that neither your content, nor your use and provision of your content to be made available through the Services, nor any use of your content by ESUBLU on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law, regulation or industry best practice. The Services may also include intellectual property belonging to other third parties. All of these intellectual property rights are the property of their respective owners, and you agree not to use them in any manner without the prior permission of the applicable owner.

You can remove your content by specifically deleting it. You should know that in certain instances, some of your content may not be completely removed and copies of your User Content may continue to exist on the Services. To the maximum extent permitted by law, ESUBLU is not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your content.

  1. THIRD PARTY SERVICES

The Services may contain, or otherwise enable, links to and integrations with third-party services (“Third-Party Services”), whether located within the Services or on separate Third- Party Service websites that enable connection to, and certain features within the Services. Your use of any Third-Party Services is subject to the terms applicable to such Third-Party Services. We do not control, and we are not responsible for, any data, content, services, or products (including software) that you access, download, receive or buy while using our Services, or connect to our Services (“Third-Party Content”). We are not responsible for the Third-Party Services, we a publisher of Third-Party Content accessed through Services and are not responsible for the content, accuracy, timeliness or delivery of any opinions, advice, statements, messages, services, graphics, data or any other information provided to or by third parties as accessible through our Services. Your use of Third-Party Services is at your own risk, and you will not make a claim against ESUBLU arising from, connected with, or relating to Third-Party Services accessed in connection with the Services.

You acknowledge and agree that information about your Account regarding your use of a Third-Party Service integration through your use of the Services may be shared with Third- Party Services linked to your Account.

  1. CHILDREN AND MINORS

By using our Services, you affirm that you are over the age of majority in the jurisdiction you reside and from which you access the Services. If you are under the age of majority in the jurisdiction you reside you are expressly prohibited from accessing the Services. The Third- Party Services used in connection with the Services may impose age restrictions that limit access to the services. We are not responsible for such restrictions, or their impact on your use of the Services.

  1. DISCLAIMER OF WARRANTY

Services quality may vary. We will attempt to provide the Services at all times, except for limited periods for maintenance and repair. However, the Services may be subject to unavailability as a result of a variety of factors beyond our control including, but not limited to, emergencies, third party service failures, transmission, equipment or network problems or limitations, interference, signal strength, and may be interrupted, limited or curtailed. Delays or omissions may occur. We are not responsible for data, messages or pages lost, not delivered, delayed or misdirected because of interruptions or performance issues with the Services or communications services or networks. We may impose usage or Services limits,

suspend the Services, or block certain kinds of usage in our sole discretion to protect users or the Services. The accuracy and timeliness of data received is not guaranteed; delays or omissions may occur.

WE WILL STRIVE TO PREVENT INTERRUPTIONS TO THE WEBSITE AND SERVICES. HOWEVER, THESE ARE PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS, AND WE DO NOT WARRANT, EITHER EXPRESSLY OR BY IMPLICATION, THE ACCURACY OF ANY MATERIALS OR INFORMATION PROVIDED THROUGH THE WEBSITE OR SERVICE, OR THEIR SUITABILITY FOR ANY PARTICULAR PURPOSE. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT MAKE ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT IT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED. WE ALSO RESERVE THE RIGHT TO MODIFY THE SERVICE BY UPDATING THE SOFTWARE OR MAKING CHANGES TO CERTAIN FEATURES. YOU ACKNOWLEDGE THAT YOU ACCESS THE WEBSITE AND SERVICES AT YOUR SOLE RISK AND DISCRETION.

SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR CONDITIONS, OR ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH EVENT, INDICATED WARRANTIES AND CONDITIONS WITH RESPECT TO THE WEBSITE AND SERVICES WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW IN SUCH JURISDICTION.

We reserve the right to investigate matters we consider to be violations of these Terms. We may, but are not obligated to, in our sole discretion and without notice, remove, block, filter, or restrict by any means any materials or information that we consider to be actual or potential violations of the restrictions set forth in these Terms, and any other activities that may subject ESUBLU or our customers to liability. These rights include the right to terminate your account or take any other legal measure provided by law. ESUBLU disclaims any and all liability for any failure on our part to prevent such materials or information from being transmitted over the Service and/or into your computing device.

You agree to release ESUBLU, its affiliates and third-party service providers, and each of their respective directors, officers, employees, and agents from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed (“claims”), arising out of or in any way connected with your use of this Website or our Services.

We shall not be responsible or have any liability for any delay or failure to perform to the extent due to unforeseen circumstances or causes beyond our reasonable control, including, without limitation, failures of third party software (whether open or not), failures of your telecommunication or internet service providers, force majeure, earthquakes, fires, floods, embargoes, labor disputes and strikes, riots, war, novelty of product manufacture or other unanticipated product development problems, and acts of civil and military authorities.

Your sole and exclusive right and remedy in case of dissatisfaction with the Website and/or Services or any other grievance, shall be your discontinuation of access to or utilization of the Website and/or Services.

16. LIMITATIONS OF LIABILITY

ESUBLU IS NOT RESPONSIBLE FOR ANY ACTIONS OF THE USERS. UNDER NO CIRCUMSTANCES  WILL  WE,  OUR  AFFILIATES,  EMPLOYEES,  AGENTS, REPRESENTATIVES, LICENSORS OR OTHER THIRD PARTY PARTNERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF OUR SERVICES, SITE OR CONTENT ANYWHERE ON THE INTERNET, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY; INCLUDING WITHOUT LIMITATION DAMAGES RESULTING FROM LOST PROFITS, LOST DATA, LOSS OF BUSINESS OR BUSINESS INTERRUPTION, WHETHER DIRECT OR INDIRECT, ARISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF OUR SERVICES, OUR SITE OR CONTENT ANYWHERE ON THE INTERNET, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY. YOUR SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT SHALL BE FOR YOU TO DISCONTINUE YOUR USE OF THE WEBSITE AND SERVICES.

IF, NOTWITHSTANDING THE FOREGOING, ANY OF OUR THIRD PARTY PARTNERS ARE FOUND TO BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DAMAGE OR LOSS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE WEBSITE, SERVICE, SOFTWARE OR ANY CONTENT THEREIN, THE THIRD PARTY PARTNERS’ TOTAL CUMULATIVE LIABILITY SHALL IN NO EVENT EXCEED THE GREATER OF THE AMOUNT YOU PAID US FOR YOUR USE OF THE SERVICE.

SOME STATES OR JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR DIRECT, CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL,  PUNITIVE  OR  INCIDENTAL  DAMAGES.  IN  SUCH  STATES  OR JURISDICTIONS, OUR LIABILITY AND OUR THIRD PARTY PARTNERS’ LIABILITY TO YOU SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW.

Subject to any applicable laws, you agree that any cause of action arising out of or related to the use of our Services must be commenced within one (1) year after the cause of action arises, or such action will be permanently barred.

  1. INDEMNIFICATION

To the maximum extent permitted by applicable laws, you agree to indemnify, defend, and hold harmless ESUBLU, its affiliates, officers, directors, employees, consultants, agents, and representatives from any and all third party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) arising from your access to or use of the Website, the Mobile Application or our Services, your violation of these Terms, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity. This Section shall survive termination of these Terms.

  1. CLASS ACTION WAIVER

To the maximum extent permitted by applicable laws, class action lawsuits, class-wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity are not allowed. Any dispute resolution proceedings, whether in arbitration or court, will be conducted only on an individual basis and not in a class or representative action or as a named or unnamed member in a class, consolidated, representative or private attorney general action, unless both you and ESUBLU specifically agree to do so in writing following initiation of the proceedings. This provision is not applicable to the extent such waiver is prohibited by law.

  1. FORCE MAJEURE

We shall not be bound to meet any obligation if prevented from doing so as a consequence of acts of force majeure, including but not limited to, measures taken or imposed by any government or public authority or in case of any other event beyond our control including but not limited to natural disasters (such as storm, hurricane, fire, flood, earthquake), war, civil unrest,  terrorist  activities,  states  of  emergency,  government  sanctions,  embargos, nationalizations, strikes and breakdowns of public utilities (such as of electricity or telecommunication services). We shall use all reasonable efforts to notify you of the circumstances causing the delay and to resume performance as soon as possible, both without undue delay.

  1. ASSIGNMENT

In the event that ESUBLU is acquired by, or merged with, a third-party entity, ESUBLU may, without your prior written consent, assign this Agreement and its rights and obligations hereunder to a new corporate entity, who shall be bound by these same rights and obligations. The rights and obligations of the Parties under this Agreement shall be binding upon and inure to the benefit of the successors and permitted assigns of the Parties. Any assignment not in accordance with this Agreement shall be void. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, without our prior, written consent.

  1. SEVERABILITY

A finding that any term or provision of these Terms is invalid or unenforceable will be removed from these Terms and will not affect the validity or enforceability of the remaining Terms.

  1. RELATIONSHIP OF THE PARTIES

The Parties are independent contractors under these Terms, and nothing herein shall be construed to create a partnership, joint venture or agency relationship between them. Neither Party has authority to enter into Terms of any kind in the name of the other Party. Relationship which arises from this Agreement is regulated in accordance with the laws of Canada.

  1. ELECTRONIC COMMUNICATIONS

You agree to receive communications from us electronically for the purpose of advising you of changes or additions to the Services, or for such other purposes that are reasonable or required by applicable law. With your consent, we may communicate with you to advise you of new offers or Services, or marketing communications, in accordance with applicable laws.

When communicating with our customer support representatives, you agree to be respectful and kind. If we feel that your behavior towards any of our customer support representatives or other employees is at any time threatening or offensive, we reserve the right to immediately terminate your account.

Should you have any questions, comments or concerns regarding the Website or Services, customer service may be contacted at any time via ESUBLUglobal@gmail.com

  1. GOVERNING LAW AND VENUE

The Parties agree that they will make reasonable attempts to resolve any disputes related to this Terms through negotiations. To the maximum extent permitted by applicable laws, these Terms are governed by and will be construed in accordance with the laws of the province of Ontario, and the federal laws of Canada applicable therein. The forum for any legal proceeding arising out of, or in connection with this Agreement shall be Ontario. You agree not to bring an action in any other venue and you expressly agree to waive all objections to these venues. You expressly consent to be subject to the personal jurisdiction of the courts of the Province of Ontario.

25. SURVIVABILITY

The following shall survive termination of your right to use the Services: any obligation you have to pay us or indemnify us, any disclaimers or limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

26. CONTACTS

If you have any questions regarding these Terms, please contact us at the contact information indicated below:

93 Starwood Rd, Nepean, ON, K2G 1Z6, Canada

https://esublu.com/

ESUBLUglobal@gmail.com