Terms and Conditions
Support@mediafrens.com
1. Introduction and Acceptance
These terms of use (hereinafter referred to as the “Terms”) set forth the legally binding terms and conditions which govern the access to and use of any websites, mobile sites, products or services under the umbrella of “mediafrens”, a video creation platform available at https://mediafrens.com offered by Ourkinks LLC a company registered in Wyoming, USA under the Companies Act, (hereinafter collectively referred to as “Mediafrens”/“us”/“our”/“we”). The terms “Customer”, “you”, “your” shall refer to any natural person or entity and its authorized users that subscribes to or uses the Services. Certain features of the Services may be subject to additional guidelines, terms, or rules which are incorporated by reference into these Terms.
By accessing or using the Services, you are accepting these Terms (on behalf of yourself or the entity/ individual that you may represent) and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity/individual that you may represent). You may not access or use the Services or accept the Terms if you are not at least 18 (Eighteen) years old.
Furthermore, it is agreed that any past or present claims relating to these Terms and Conditions of the Services shall be resolved through an informal dispute resolution process or through final and binding arbitration, as more particularly mentioned hereinbelow under section 15 of these Terms.
If you do not agree with all of the provisions of these Terms, do not access and/or use the our provided service.
2. Customer Content, Output and AI Based Output
2.1. “Customer Content” shall mean any and all information and content (including but not limited to text, images, photos, videos, audio, reviews, comments and documents) that a Customer provides or makes available to us in connection with the use of our Service.
2.2. “Output” shall refer to the content created, generated based on the Customer Content.
2.3. Mediafrens offers artificial intelligence services as a part of its Services (“AI”) which allows you to amass a following of artificially created accounts. Likes, Comments, Subscripting, Views and follows hereinafter referred to as “AI Based Output”. Specific guidelines/ rules in relation to such AI Based Output has been mentioned hereinbelow under section 8 of these Terms. For the purposes of these Terms, any reference to Output shall mean and include all AI Based Output, unless any specific reference is made explicitly to AI Based Output or unless it is repugnant to the context thereof.
3. Changes to Terms
Mediafrens reserves the right from time to time and at its sole and absolute discretion, to make any changes/ modifications/ additions/ deletions to these Terms as may be necessary (“Revised Terms”). It is your responsibility to ensure that you are aware of the Revised Terms, by visiting this page regularly. Any continued use of these Services after the Revised Terms have been published constitute a valid and binding acceptance by you of such Revised Terms.
4. Mediafrens Plans and Subscriptions
4.1. Account creation: In order to use all or certain features of the Services, you must Subscribe. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. You may cancel your Subscription at any time, for any reason, by clicking on the option to unsubscribe. Mediafrens reserves the right to suspend or terminate your Account in accordance with section 13.
4.2. Responsibilities: You are responsible for maintaining the confidentiality and security of your social media account, including but not limited to the information you have provided, and you are solely responsible for all activities that occur under your Account. You agree to immediately notify Mediafrens of any unauthorized use or suspected unauthorized use of your social media account or any other breach of security. Mediafrens cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
4.3. Account types: We currently offer various fee-bearing accounts offering social media account feature enhancements (“Paid Subscriptions”).
5. Access to the Services
5.1. License: Subject to these Terms, Mediafrens grants you a non-transferable, non-exclusive, revocable, limited license to use and access our services with reselling rights in accordance with the subscription type you are currently subscribing to.
5.2. Certain Restrictions: The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not attempt to reverse engineer, de-compile, hack, disable, interfere with, disassemble, copy, or disrupt the integrity or the performance of the Services, any third-party use of the Services, or any third-party data contained therein (except to the extent such restrictions are prohibited by applicable law); and (b) you shall not access the our service in order to build a competitive product or service or copy any ideas, features, functions, or graphics of the Services. Unless otherwise indicated, any future release, update, or other addition to functionality of our services shall be subject to these Terms.
5.3. Modification: mediafrens reserves the right, at any time, to modify, suspend, or discontinue the services provided (in whole or in part) with or without notice to you. You agree that Mediafrens will not be liable to you or to any third party for any modification, suspension, or discontinuation of the services offered or any part thereof.
5.4. No support or maintenance: You acknowledge and agree that Mediafrens will have no obligation to provide you with any support or maintenance in connection with the services provided.
5.5. Ownership: You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services are owned by Mediafrens or its suppliers. Neither these Terms (nor your access to the Services) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in section 5.1. Mediafrens and its suppliers reserve all rights not granted in these Terms, and there are no implied licenses granted under these Terms.
6. Content guidelines
6.1. Customer Content and Output: You are solely responsible for your own uploaded Content and any Output generated using your social media account. You assume all risks associated with use of your own Content, including any reliance on its accuracy, completeness or usefulness by others. You hereby represent and warrant that your uploaded content will not violate our Acceptable Use Policy (defined hereinbelow). You may not represent or imply to others that your uploaded content is in any way provided, sponsored or endorsed by Mediafrens. Mediafrens is not obligated to backup any Content posted on social media, or any Output generated using your social media accounts, and the same may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your social media content or any output generated using your own content if you desire.
6.2. License: You hereby grant (and you represent and warrant that you have the right to grant) to Mediafrens an irrevocable, perpetual, nonexclusive, royalty-free and fully paid, worldwide license (with the right to sublicense) to access, use, reproduce, electronically distribute, transmit, perform, format, display, store, archive, and index the customer content/ Output generated using your social media account for the purpose of supporting your use of our services that are provided to you. We may also use customer content/ output generated using your Customer Content for the purpose of supporting and developing and further improving the services provided. Furthermore, Mediafrens shall have the absolute right and discretion to utilize the customers Content/ Output for marketing/ promoting/ advertising Mediafrens and/ or the Services in any media formats and through any media channels, whether now known or existing in the future throughout the world, without Mediafrens seeking further permission from you.
6.3. Acceptable Use Policy: The following terms constitute our “Acceptable Use Policy”:
6.3.1. You agree not to use the Services to collect, upload, transmit, display, or distribute any Customer Content/ Output (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; (iv) that is in violation of any law, regulation, statute, ordinance, rule, judgement, rule of law, order, decree, clearance, approval, directive, guideline, policy, requirement, or other governmental restriction or any similar form of decision of, or determination by, or any interpretation or administration of any of the foregoing by, any governmental authority; or (v) that adversely impacts an individual’s legal rights or otherwise which creates or modifies a binding, enforceable obligation.
6.3.2. In addition, you agree not to: (i) upload, transmit, or distribute to or through the Services any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Services unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Services to harvest, collect, gather or assemble information or data regarding other Customers, including email addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected Mediafrens, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to Mediafrens (or to other computer systems or networks connected to or used together with Mediafrens); or (vi) harass or interfere with any other Customer’s use and enjoyment of Mediafrens services.
6.4. Enforcement: We reserve the right (but have no obligation) to review any Customer content/ output, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your Customer Content/ Output, terminating your Account in accordance with Section 13, and/or taking appropriate action in accordance with applicable law, such as reporting you to law enforcement authorities.
6.5. Feedback: If you provide Mediafrens with any feedback, reviews or suggestions regarding the our service (“Feedback”), you hereby assign to Mediafrens all rights in such Feedback and you hereby irrevocably and unconditionally waive any and all intellectual property rights or moral rights you may have in such Feedback. You hereby agree that Mediafrens shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Mediafrens will treat any Feedback you provide to Mediafrens as non-confidential and non-proprietary. You agree that you will not submit to Mediafrens any information or ideas that you consider to be confidential or proprietary.
7. Third-Party Services and products; other Customers
7.1. Mediafrens provides services that enable you to gain a mass audience. By using this service, you agree that Mediafrens may transfer any information to and from an applicable third-party service. Third party services are not under Mediafrens control, and Mediafrens is not responsible for any third-party service’s use of your exported information. The Service may also contain links to third party websites, and such linked websites are not under Mediafrens control, and Mediafrens is not responsible for their content. These third-party services are governed by their own terms of service and privacy policies (eg: Google Privacy Policy).
7.2. Third-Party Services: You shall comply in all respects with all applicable terms of the Third-Party Services that you access or subscribe to in connection with the services. If at any time any Third-Party Services cease to make their programs available to us on reasonable terms, we may cease to provide such features to you without entitling you to any notice, refund, credit, or other compensation.
7.3. Other Customers: Mediafrens will not be responsible for any loss (including monetary loss), damage and/or any reputational harm incurred as the result of any such interactions. If there is a dispute between you and anyone, we are under no obligation to become a party to such dispute or provide any information/ testimony in relation to such dispute, save and except as may be mandated by a court of law.
7.4. Release: You hereby release and forever discharge Mediafrens (and our officers, affiliates, partners, employees, agents, successors, and assigns) from, and hereby waive and relinquish each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage) that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to Mediafrens (including any interactions with, or act or omission of, other Customers or any Third-Party services and products).
8. AI Based Output
8.1. License: Subject to these Terms, Mediafrens grants you a non-exclusive, royalty-free followers on social media applications. Mediafrens reserves the right to take any appropriate action as may be necessary in case you are in violation of any provision under these Terms, which includes the right to prohibit you from accessing/ utilizing our Services and any other action under law.
8.2. Right to use your AI Based Output: By sharing Content while subscribed to our AI Based output through the use of our services, you hereby agree and affirm that Mediafrens and its subsidiaries, affiliates, and partners have an absolute, irrevocable, unconditional, royalty-free and transferable right/ license to use, reproduce, distribute, prepare derivative works of and based upon, display, transmit, adapt, edit, modify, publicly display, publish, perform, sell, republish, promote, exhibit, or otherwise use the uploaded content, for any and all purposes, including but not limited to marketing/ promoting/ advertising Mediafrens and/ or the services in any media formats and through any media channels, whether now known or existing in the future throughout the world, without Mediafrens seeking further permission from you.
8.3. Improving artificial intelligence and technologies: You grant Mediafrens all rights to use your AI Based Output to improve our artificial intelligence safety efforts, to develop and improve our technologies and to improve our products and Services.
8.4. Limitation on liability: Mediafrens is not responsible or liable in any way, for any AI based output generated using the AI feature which may, solely as a result of the operation of the AI feature (without any human intervention or involvement) and the inherently probabilistic characteristics of machine learning algorithms produce an error, mistake, inaccuracy, technological inadvertency which can display an AI Based Output which (a) is incorrect (b) does not accurately reflect real people, places, or facts (c) may be harmful, defamatory, disparaging and/ or offensive to any particular race, minority, ethnicity, gender, caste, creed or sex or (d) may be offensive to one’s religious, ethical or moral beliefs.
8.5. No infringing or harmful use of AI feature: You may not use any feature in a way that is unlawful and/or may harm a person or infringe their rights. You may not seek to reverse engineer the AI feature, use the AI feature to attempt to build a competitive product or service. You will indemnify us for your use of AI feature as outlined in these Terms.
9. Disclaimers
WE (AND OUR SUPPLIERS WHO PROVIDE THIRD-PARTY SERVICES) MAKE NO WARRANTY THAT THE SERVICES AND/OR OUTPUTS WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES AND/OR OUTPUTS, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO 90 (NINETY) DAYS FROM THE DATE OF FIRST USE. Mediafrens DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY IN RELATION TO THE SERVICES MADE AVAILABLE , OR ANY CONTENT OR SERVICES PROVIDED BY THIRD-PARTY SERVICES. MEDIAFRENS DOES NOT CONTROL OR VET CUSTOMER UPLOADED CONTENT AND IS NOT RESPONSIBLE FOR WHAT USERS POST, TRANSMIT, OR SHARE ON OR THROUGH THE INTERNET. MEDIAFRENS IS NOT RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY THIRD-PARTY SERVICES ASSOCIATED WITH OR UTILIZED IN CONNECTION WITH THE SERVICES PROVIDED AND/OR OUTPUTS, INCLUDING THE FAILURE OF ANY SUCH THIRD-PARTY SERVICES OR SUPPORTED PLATFORMS.
IN NO EVENT WILL THE COMPANY (OR SUPPLIERS PROVIDING THIRD-PARTY SERVICES), ITS SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES PROVIDED, EVEN IF MEDIAFRENS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES IN THE SERVICES, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, (VI) ANY USE OF THIRD PARTY CONTENT AND/OR (VII) ANY ERRORS OR OMISSIONS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY APPLIES TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU AGREE THAT YOU WILL NOT HOLD THE COMPANY RESPONSIBLE OR LIABLE FOR ANY CONTENT YOU UPLOAD WHILE USING OUR SERVICES AND YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY IS AND WILL NOT BE LIABLE FOR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
10. Indemnification
10.1. You and/ or any entity/ individual who you may represent or may be represented by you (“Indemnifier”) agree to indemnify and hold harmless Mediafrens, its subsidiaries, officers, affiliates, partners, directors, employees, and agents (hereinafter collectively referred to as “Indemnified Parties”) from any and all claims, demands, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) made by any third party due to or arising out of (a) Indemnifier’s use of the Services and/or Outputs (b) Indemnifier’s violation of these Terms, (c) Indemnifier’s violation of applicable laws or regulations, (d) Indemnifier’s Customer Content/ Output, (e) Indemnifier’s use of Third-Party Services (f) Indemnifier’s violation of any third party right, including without limitation any intellectual property or privacy right, or (iv) your actions/ decisions which for any reason has prejudiced or materially/ adversely affected the Indemnified Parties.
10.2. Mediafrens reserves the right, at the Indemnifier’s expense, to assume the exclusive defense and control of any matter for which the Indemnifier is required to indemnify us, and the Indemnifier agrees to cooperate with our defense of these claims. The Indemnifier agrees not to settle any matter without the prior written consent of Mediafrens.
10.3. Any claim made by the Indemnified Parties hereunder shall be conclusive evidence that such claim has arisen and the notice given by the Indemnified Parties shall be conclusive proof of the amount payable by the Indemnifier towards their indemnity obligations. Further, prior to making any claim hereunder, the Indemnified Parties shall not be required to take any step, make any demand upon, exercise any remedies or obtain any judgment against the Indemnifier or any other person.
10.4. For the avoidance of doubt, it is clarified that the Indemnifier’s obligation to indemnify the Indemnified Parties pursuant to these Terms shall arise immediately upon the Indemnified Parties incurring or suffering any loss on institution of any claim, suit or action, irrespective of any defence or right to appeal available to them. The failure of the Indemnified Parties to notify the Indemnifier of a claim shall not relieve the Indemnifier of their indemnification obligations hereunder.
10.5. The rights of the Indemnified Parties to indemnification shall not be impacted or limited by any knowledge that the Indemnified Parties may have acquired, or would have acquired, whether before or after the date hereof, nor by any investigation or diligence conducted by the Indemnified Parties.
10.6. The indemnification rights of the Indemnified Parties under these Terms are without prejudice to, independent of, and in addition to, such other rights and remedies as the Indemnified Parties may have at law or in equity or otherwise, including the right to seek specific performance, rescission, restitution or other injunctive relief, none of which rights or remedies shall be affected or diminished hereby.
11. Limitation on Liability
ACCESS TO, AND USE OF MEDIAFRENS SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM OR SOCIAL MEDIA ACCOUNT, OR LOSS OF DATA RESULTING THEREFROM.TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF $ 50 (FIFTY US DOLLARS). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THIS LIMITATION APPLIES TO ANY KIND OF DAMAGE, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
12. Payments, Cancellations
12.1. Subscription fees: Paid Subscriptions can be purchased directly from Mediafrens by paying a monthly subscription fee. Subscriptions are billed in advance on a monthly basis and are non-refundable for the subscription period they are purchased for. You must provide us with a valid credit card or other payment method to pay the subscription fee. You agree that we may process your credit card or other valid payment method on each renewal term, on the calendar day corresponding to the first day you subscribed to the Paid Subscription.
12.2. Auto-renewal and cancellation: Your payment to Mediafrens will automatically renew at the end of the subscription period, unless you cancel your Paid Subscription through your subscription page before the end of the current subscription period. The cancellation will take effect the day after the last day of the current subscription period, and you will be downgraded. You may cancel your Paid Subscription at any time.
12.3. Changes to subscription terms: We may change the price for the Paid Subscriptions from time to time, and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes for Paid Subscriptions will take effect at the start of the next subscription period following the date of the price change. As permitted by local law, you accept the new price by continuing to use the services provided after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by unsubscribing from the Services prior to the price change going into effect. It is your obligation and responsibility to ensure that you read and understand any such notification of price changes.
12.4. Refunds: You may cancel your Mediafrens subscription at any time, and you will not be charged for the next billing cycle. In case you think payment has not been made by you, please reach out to us at Support@mediafrens.com and we will respond to you within 48 (forty eight) working hours.
13. Terms and termination
These Terms shall continue to apply to you until your subscription is terminated by either you or Mediafrens, and you cease to gain access to our services. However, you acknowledge and agree that the perpetual license granted by you in relation to the customer content/ output, including Feedback, is irrevocable and will therefore continue after expiry or termination of your Account and your discontinuation of using the services for any reason. We may terminate your Account or suspend your access to our services at any time, including in the event of your actual or suspected unauthorized use of the services and/or customer content/ output, or non-compliance with these Terms. If you or Mediafrens terminate your subscription, or if we suspend your access to our services, you agree that we shall have no liability or responsibility to you and we will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law. To learn how to cancel your subscription, you may contact us through the customer service contact form, which is available on our help & support page. This section will be enforced to the extent permissible by applicable law. You may terminate your sunbscription and cease to use our services at any time. Any provision of these Terms which, either by its terms or to give effect to its meaning, must survive, and such other provisions which expressly, or by their nature, are intended to survive termination shall survive the expiration or termination of these Terms.
14. Entire agreement
These Terms constitute the entire agreement between the parties, and no other agreement, written or oral, precedes this agreement between you and Mediafrens. By using the Information on Mediafrens, you assume full responsibility for any and all gains and losses, financial, emotional or otherwise, experienced, suffered or incurred by you. Mediafrens does not guarantee the accuracy, completeness or timeliness of, or otherwise endorse in any way, the views, opinions or recommendations expressed through the use of our provided service and/ or third-party services, and we do not provide investment advice, and do not advocate the purchase or sale of any security or investment by you or any other individual. Our Services are not intended to provide tax, legal or investment advice, which you should obtain from your professional advisor prior to making any investment of the type discussed in the Information. Our provided service do not constitute a solicitation by the information providers, Mediafrens or any other person for the purchase or sale of securities. By using, subscribing or accessing Mediafrens, you confirm that you have read, understood, and agreed to be bound by these Terms.
15. Jurisdiction
15.1. These Terms shall be governed by and construed in accordance with the laws of the United States Of America.
15.2. Subject to section 15.4 below, you hereby consent to the jurisdiction of the courts and tribunals in New York in all disputes arising out of or relating to the use of this website and/ or services provided. Nothing contained in this section 15 shall limit the right of Mediafrens to take proceedings in any other court or tribunal of competent jurisdiction, nor shall the taking of proceedings in one or more jurisdictions preclude the taking of proceedings in any other jurisdiction whether concurrently or not and you hereby irrevocably submit to and accept, generally and unconditionally, the jurisdiction of such court or tribunal, and you irrevocably waive any objection they may have now or in the future to the laying of the venue of any proceedings and any claim that any such proceedings have been brought in an inconvenient forum.
15.3. You agree to resolve any dispute, controversy, claim or disagreement of any kind whatsoever in connection with or arising out of the use of Mediafrens' services, including in relation to a breach of these terms or a suspension of your subscription and prohibition of your use of these services, or in relation to any complaint or dispute which you may have with Mediafrens and the services offered (hereinafter referred to as a “Dispute”) through an informal dispute resolution mechanism or through a settlement process with Mediafrens. A dispute may be raised either by you or Mediafrens (“Claimant”). The Claimant must first send to the other a written notice of dispute (“Notice”), which must (a) include the Claimant’s name, residence, email address and phone number; (b) describe the nature and basis of the claim or dispute; and (c) set forth the specific relief sought. The recipient of the Notice shall be given 30 (thirty) days after receipt of a complete Notice to investigate the claim and/ or to respond to such Notice. Any arbitration proceeding cannot be commenced until after the informal resolution period of 60 (sixty) days from the receipt of the Notice (“Informal Resolution Period”). It is hereby clarified that Invideo shall not be obligated to resolve any Dispute it may initiate through the process laid down in this section 15.3.
15.4. Dispute resolution:
15.4.1. At the end/ completion of the Informal Resolution Period any Dispute shall be referred to and finally resolved by arbitration irrespective of the amount in Dispute or whether such Dispute would otherwise be considered justifiable or ripe for resolution by any court.
15.4.2. The Parties agree and confirm that the arbitration proceedings shall be conducted in in accordance with the Arbitration & Conciliation Act, 1996 and the rules applicable thereto or any statutory modification or alteration thereof for the time being in force (“A & C Act”), irrespective of your place of residence and from where you have accessed the Services.
15.4.3. Seat and Venue of Arbitration – The venue of the arbitration shall be Mumbai. The seat of the arbitration shall be Mumbai and the arbitration proceedings shall be carried out in accordance with the A & C Act, which shall be deemed to have been incorporated to this section.
15.4.4. Number of Arbitrators – The number of arbitrators shall be 3 (three) wherein Invideo shall appoint 1 (one) arbitrator and you shall appoint 1 (one) arbitrator, which arbitrators shall be appointed within 30 (thirty) days of either you or Invideo serving a notice with respect to the Dispute. The 2 (two) arbitrators so appointed shall appoint the 3rd (third) arbitrator within 30 (thirty) days of their appointment, who shall act as the presiding arbitrator.
15.4.5. Language of Arbitration – The proceedings of the arbitration shall be conducted in English language.
15.4.6. Time – The arbitral tribunal shall render its final award within 6 (six) months from the date of appointment of the complete arbitral tribunal, unless it is agreed that such limit be extended.
15.4.7. Award and Apportionment of Costs – The award rendered shall be in writing and shall set out the reasons for the arbitral tribunal's decision. The costs and expenses of the arbitration, including, without limitation, the fees of the arbitration and the arbitration tribunal, shall be borne by you. You shall pay your own fees, disbursements and other charges of his counsel, except as may be determined by the arbitration tribunal. The arbitration tribunal would have the power to award interest on any sum awarded pursuant to the arbitration proceedings and such sum would carry interest, if awarded, until the actual payment of such amounts.
15.4.8. Award final and binding – The Parties agree that the arbitration award shall be final and binding on the Parties. Judgment upon the arbitration award may be rendered in any court of competent jurisdiction or application may be made to such court for a judicial acceptance of the award and an order of enforcement, as the case may be.
15.4.9. Confidentiality – You shall not, directly or indirectly, disclose the existence, content or results of the Dispute or any arbitration conducted under these Terms in relation to that Dispute and save as required in order to enforce the arbitration and/ or any award made pursuant to these Terms.
15.4.10. The existence or subsistence of a Dispute, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under these Terms which are not in dispute, the arbitrators shall give due consideration to such performance, if any, in making a final award.
15.4.11. It is hereby clarified that Mediafrens shall not be required to expend or risk its own funds or otherwise incur any financial liability in initiation of arbitration proceedings.
16. Severability
In case any part of these Terms is inapplicable or unenforceable in any particular jurisdiction, due to any court order or otherwise, or for any other reason, the remaining provisions of these Terms shall remain in full force and effect.
17. No Partnership
Your use of the Services creates no partnership, client, fiduciary or other professional relationship.
18. Force Majeure
Mediafrens will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations hereunder that is caused by events outside our reasonable control.
Terms and Conditions
Support@mediafrens.com
1. Introduction and Acceptance
These terms of use (hereinafter referred to as the “Terms”) set forth the legally binding terms and conditions which govern the access to and use of any websites, mobile sites, products or services under the umbrella of “mediafrens”, a video creation platform available at https://mediafrens.com offered by Ourkinks LLC a company registered in Wyoming, USA under the Companies Act, (hereinafter collectively referred to as “Mediafrens”/“us”/“our”/“we”). The terms “Customer”, “you”, “your” shall refer to any natural person or entity and its authorized users that subscribes to or uses the Services. Certain features of the Services may be subject to additional guidelines, terms, or rules which are incorporated by reference into these Terms.
By accessing or using the Services, you are accepting these Terms (on behalf of yourself or the entity/ individual that you may represent) and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity/individual that you may represent). You may not access or use the Services or accept the Terms if you are not at least 18 (Eighteen) years old.
Furthermore, it is agreed that any past or present claims relating to these Terms and Conditions of the Services shall be resolved through an informal dispute resolution process or through final and binding arbitration, as more particularly mentioned hereinbelow under section 15 of these Terms.
If you do not agree with all of the provisions of these Terms, do not access and/or use the our provided service.
2. Customer Content, Output and AI Based Output
2.1. “Customer Content” shall mean any and all information and content (including but not limited to text, images, photos, videos, audio, reviews, comments and documents) that a Customer provides or makes available to us in connection with the use of our Service.
2.2. “Output” shall refer to the content created, generated based on the Customer Content.
2.3. Mediafrens offers artificial intelligence services as a part of its Services (“AI”) which allows you to amass a following of artificially created accounts. Likes, Comments, Subscripting, Views and follows hereinafter referred to as “AI Based Output”. Specific guidelines/ rules in relation to such AI Based Output has been mentioned hereinbelow under section 8 of these Terms. For the purposes of these Terms, any reference to Output shall mean and include all AI Based Output, unless any specific reference is made explicitly to AI Based Output or unless it is repugnant to the context thereof.
3. Changes to Terms
Mediafrens reserves the right from time to time and at its sole and absolute discretion, to make any changes/ modifications/ additions/ deletions to these Terms as may be necessary (“Revised Terms”). It is your responsibility to ensure that you are aware of the Revised Terms, by visiting this page regularly. Any continued use of these Services after the Revised Terms have been published constitute a valid and binding acceptance by you of such Revised Terms.
4. Mediafrens Plans and Subscriptions
4.1. Account creation: In order to use all or certain features of the Services, you must Subscribe. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. You may cancel your Subscription at any time, for any reason, by clicking on the option to unsubscribe. Mediafrens reserves the right to suspend or terminate your Account in accordance with section 13.
4.2. Responsibilities: You are responsible for maintaining the confidentiality and security of your social media account, including but not limited to the information you have provided, and you are solely responsible for all activities that occur under your Account. You agree to immediately notify Mediafrens of any unauthorized use or suspected unauthorized use of your social media account or any other breach of security. Mediafrens cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
4.3. Account types: We currently offer various fee-bearing accounts offering social media account feature enhancements (“Paid Subscriptions”).
5. Access to the Services
5.1. License: Subject to these Terms, Mediafrens grants you a non-transferable, non-exclusive, revocable, limited license to use and access our services with reselling rights in accordance with the subscription type you are currently subscribing to.
5.2. Certain Restrictions: The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not attempt to reverse engineer, de-compile, hack, disable, interfere with, disassemble, copy, or disrupt the integrity or the performance of the Services, any third-party use of the Services, or any third-party data contained therein (except to the extent such restrictions are prohibited by applicable law); and (b) you shall not access the our service in order to build a competitive product or service or copy any ideas, features, functions, or graphics of the Services. Unless otherwise indicated, any future release, update, or other addition to functionality of our services shall be subject to these Terms.
5.3. Modification: mediafrens reserves the right, at any time, to modify, suspend, or discontinue the services provided (in whole or in part) with or without notice to you. You agree that Mediafrens will not be liable to you or to any third party for any modification, suspension, or discontinuation of the services offered or any part thereof.
5.4. No support or maintenance: You acknowledge and agree that Mediafrens will have no obligation to provide you with any support or maintenance in connection with the services provided.
5.5. Ownership: You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services are owned by Mediafrens or its suppliers. Neither these Terms (nor your access to the Services) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in section 5.1. Mediafrens and its suppliers reserve all rights not granted in these Terms, and there are no implied licenses granted under these Terms.
6. Content guidelines
6.1. Customer Content and Output: You are solely responsible for your own uploaded Content and any Output generated using your social media account. You assume all risks associated with use of your own Content, including any reliance on its accuracy, completeness or usefulness by others. You hereby represent and warrant that your uploaded content will not violate our Acceptable Use Policy (defined hereinbelow). You may not represent or imply to others that your uploaded content is in any way provided, sponsored or endorsed by Mediafrens. Mediafrens is not obligated to backup any Content posted on social media, or any Output generated using your social media accounts, and the same may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your social media content or any output generated using your own content if you desire.
6.2. License: You hereby grant (and you represent and warrant that you have the right to grant) to Mediafrens an irrevocable, perpetual, nonexclusive, royalty-free and fully paid, worldwide license (with the right to sublicense) to access, use, reproduce, electronically distribute, transmit, perform, format, display, store, archive, and index the customer content/ Output generated using your social media account for the purpose of supporting your use of our services that are provided to you. We may also use customer content/ output generated using your Customer Content for the purpose of supporting and developing and further improving the services provided. Furthermore, Mediafrens shall have the absolute right and discretion to utilize the customers Content/ Output for marketing/ promoting/ advertising Mediafrens and/ or the Services in any media formats and through any media channels, whether now known or existing in the future throughout the world, without Mediafrens seeking further permission from you.
6.3. Acceptable Use Policy: The following terms constitute our “Acceptable Use Policy”:
6.3.1. You agree not to use the Services to collect, upload, transmit, display, or distribute any Customer Content/ Output (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; (iv) that is in violation of any law, regulation, statute, ordinance, rule, judgement, rule of law, order, decree, clearance, approval, directive, guideline, policy, requirement, or other governmental restriction or any similar form of decision of, or determination by, or any interpretation or administration of any of the foregoing by, any governmental authority; or (v) that adversely impacts an individual’s legal rights or otherwise which creates or modifies a binding, enforceable obligation.
6.3.2. In addition, you agree not to: (i) upload, transmit, or distribute to or through the Services any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Services unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Services to harvest, collect, gather or assemble information or data regarding other Customers, including email addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected Mediafrens, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to Mediafrens (or to other computer systems or networks connected to or used together with Mediafrens); or (vi) harass or interfere with any other Customer’s use and enjoyment of Mediafrens services.
6.4. Enforcement: We reserve the right (but have no obligation) to review any Customer content/ output, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your Customer Content/ Output, terminating your Account in accordance with Section 13, and/or taking appropriate action in accordance with applicable law, such as reporting you to law enforcement authorities.
6.5. Feedback: If you provide Mediafrens with any feedback, reviews or suggestions regarding the our service (“Feedback”), you hereby assign to Mediafrens all rights in such Feedback and you hereby irrevocably and unconditionally waive any and all intellectual property rights or moral rights you may have in such Feedback. You hereby agree that Mediafrens shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Mediafrens will treat any Feedback you provide to Mediafrens as non-confidential and non-proprietary. You agree that you will not submit to Mediafrens any information or ideas that you consider to be confidential or proprietary.
7. Third-Party Services and products; other Customers
7.1. Mediafrens provides services that enable you to gain a mass audience. By using this service, you agree that Mediafrens may transfer any information to and from an applicable third-party service. Third party services are not under Mediafrens control, and Mediafrens is not responsible for any third-party service’s use of your exported information. The Service may also contain links to third party websites, and such linked websites are not under Mediafrens control, and Mediafrens is not responsible for their content. These third-party services are governed by their own terms of service and privacy policies (eg: Google Privacy Policy).
7.2. Third-Party Services: You shall comply in all respects with all applicable terms of the Third-Party Services that you access or subscribe to in connection with the services. If at any time any Third-Party Services cease to make their programs available to us on reasonable terms, we may cease to provide such features to you without entitling you to any notice, refund, credit, or other compensation.
7.3. Other Customers: Mediafrens will not be responsible for any loss (including monetary loss), damage and/or any reputational harm incurred as the result of any such interactions. If there is a dispute between you and anyone, we are under no obligation to become a party to such dispute or provide any information/ testimony in relation to such dispute, save and except as may be mandated by a court of law.
7.4. Release: You hereby release and forever discharge Mediafrens (and our officers, affiliates, partners, employees, agents, successors, and assigns) from, and hereby waive and relinquish each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage) that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to Mediafrens (including any interactions with, or act or omission of, other Customers or any Third-Party services and products).
8. AI Based Output
8.1. License: Subject to these Terms, Mediafrens grants you a non-exclusive, royalty-free followers on social media applications. Mediafrens reserves the right to take any appropriate action as may be necessary in case you are in violation of any provision under these Terms, which includes the right to prohibit you from accessing/ utilizing our Services and any other action under law.
8.2. Right to use your AI Based Output: By sharing Content while subscribed to our AI Based output through the use of our services, you hereby agree and affirm that Mediafrens and its subsidiaries, affiliates, and partners have an absolute, irrevocable, unconditional, royalty-free and transferable right/ license to use, reproduce, distribute, prepare derivative works of and based upon, display, transmit, adapt, edit, modify, publicly display, publish, perform, sell, republish, promote, exhibit, or otherwise use the uploaded content, for any and all purposes, including but not limited to marketing/ promoting/ advertising Mediafrens and/ or the services in any media formats and through any media channels, whether now known or existing in the future throughout the world, without Mediafrens seeking further permission from you.
8.3. Improving artificial intelligence and technologies: You grant Mediafrens all rights to use your AI Based Output to improve our artificial intelligence safety efforts, to develop and improve our technologies and to improve our products and Services.
8.4. Limitation on liability: Mediafrens is not responsible or liable in any way, for any AI based output generated using the AI feature which may, solely as a result of the operation of the AI feature (without any human intervention or involvement) and the inherently probabilistic characteristics of machine learning algorithms produce an error, mistake, inaccuracy, technological inadvertency which can display an AI Based Output which (a) is incorrect (b) does not accurately reflect real people, places, or facts (c) may be harmful, defamatory, disparaging and/ or offensive to any particular race, minority, ethnicity, gender, caste, creed or sex or (d) may be offensive to one’s religious, ethical or moral beliefs.
8.5. No infringing or harmful use of AI feature: You may not use any feature in a way that is unlawful and/or may harm a person or infringe their rights. You may not seek to reverse engineer the AI feature, use the AI feature to attempt to build a competitive product or service. You will indemnify us for your use of AI feature as outlined in these Terms.
9. Disclaimers
WE (AND OUR SUPPLIERS WHO PROVIDE THIRD-PARTY SERVICES) MAKE NO WARRANTY THAT THE SERVICES AND/OR OUTPUTS WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES AND/OR OUTPUTS, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO 90 (NINETY) DAYS FROM THE DATE OF FIRST USE. Mediafrens DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY IN RELATION TO THE SERVICES MADE AVAILABLE , OR ANY CONTENT OR SERVICES PROVIDED BY THIRD-PARTY SERVICES. MEDIAFRENS DOES NOT CONTROL OR VET CUSTOMER UPLOADED CONTENT AND IS NOT RESPONSIBLE FOR WHAT USERS POST, TRANSMIT, OR SHARE ON OR THROUGH THE INTERNET. MEDIAFRENS IS NOT RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY THIRD-PARTY SERVICES ASSOCIATED WITH OR UTILIZED IN CONNECTION WITH THE SERVICES PROVIDED AND/OR OUTPUTS, INCLUDING THE FAILURE OF ANY SUCH THIRD-PARTY SERVICES OR SUPPORTED PLATFORMS.
IN NO EVENT WILL THE COMPANY (OR SUPPLIERS PROVIDING THIRD-PARTY SERVICES), ITS SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES PROVIDED, EVEN IF MEDIAFRENS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES IN THE SERVICES, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, (VI) ANY USE OF THIRD PARTY CONTENT AND/OR (VII) ANY ERRORS OR OMISSIONS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY APPLIES TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU AGREE THAT YOU WILL NOT HOLD THE COMPANY RESPONSIBLE OR LIABLE FOR ANY CONTENT YOU UPLOAD WHILE USING OUR SERVICES AND YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY IS AND WILL NOT BE LIABLE FOR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
10. Indemnification
10.1. You and/ or any entity/ individual who you may represent or may be represented by you (“Indemnifier”) agree to indemnify and hold harmless Mediafrens, its subsidiaries, officers, affiliates, partners, directors, employees, and agents (hereinafter collectively referred to as “Indemnified Parties”) from any and all claims, demands, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) made by any third party due to or arising out of (a) Indemnifier’s use of the Services and/or Outputs (b) Indemnifier’s violation of these Terms, (c) Indemnifier’s violation of applicable laws or regulations, (d) Indemnifier’s Customer Content/ Output, (e) Indemnifier’s use of Third-Party Services (f) Indemnifier’s violation of any third party right, including without limitation any intellectual property or privacy right, or (iv) your actions/ decisions which for any reason has prejudiced or materially/ adversely affected the Indemnified Parties.
10.2. Mediafrens reserves the right, at the Indemnifier’s expense, to assume the exclusive defense and control of any matter for which the Indemnifier is required to indemnify us, and the Indemnifier agrees to cooperate with our defense of these claims. The Indemnifier agrees not to settle any matter without the prior written consent of Mediafrens.
10.3. Any claim made by the Indemnified Parties hereunder shall be conclusive evidence that such claim has arisen and the notice given by the Indemnified Parties shall be conclusive proof of the amount payable by the Indemnifier towards their indemnity obligations. Further, prior to making any claim hereunder, the Indemnified Parties shall not be required to take any step, make any demand upon, exercise any remedies or obtain any judgment against the Indemnifier or any other person.
10.4. For the avoidance of doubt, it is clarified that the Indemnifier’s obligation to indemnify the Indemnified Parties pursuant to these Terms shall arise immediately upon the Indemnified Parties incurring or suffering any loss on institution of any claim, suit or action, irrespective of any defence or right to appeal available to them. The failure of the Indemnified Parties to notify the Indemnifier of a claim shall not relieve the Indemnifier of their indemnification obligations hereunder.
10.5. The rights of the Indemnified Parties to indemnification shall not be impacted or limited by any knowledge that the Indemnified Parties may have acquired, or would have acquired, whether before or after the date hereof, nor by any investigation or diligence conducted by the Indemnified Parties.
10.6. The indemnification rights of the Indemnified Parties under these Terms are without prejudice to, independent of, and in addition to, such other rights and remedies as the Indemnified Parties may have at law or in equity or otherwise, including the right to seek specific performance, rescission, restitution or other injunctive relief, none of which rights or remedies shall be affected or diminished hereby.
11. Limitation on Liability
ACCESS TO, AND USE OF MEDIAFRENS SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM OR SOCIAL MEDIA ACCOUNT, OR LOSS OF DATA RESULTING THEREFROM.TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF $ 50 (FIFTY US DOLLARS). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THIS LIMITATION APPLIES TO ANY KIND OF DAMAGE, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
12. Payments, Cancellations
12.1. Subscription fees: Paid Subscriptions can be purchased directly from Mediafrens by paying a monthly subscription fee. Subscriptions are billed in advance on a monthly basis and are non-refundable for the subscription period they are purchased for. You must provide us with a valid credit card or other payment method to pay the subscription fee. You agree that we may process your credit card or other valid payment method on each renewal term, on the calendar day corresponding to the first day you subscribed to the Paid Subscription.
12.2. Auto-renewal and cancellation: Your payment to Mediafrens will automatically renew at the end of the subscription period, unless you cancel your Paid Subscription through your subscription page before the end of the current subscription period. The cancellation will take effect the day after the last day of the current subscription period, and you will be downgraded. You may cancel your Paid Subscription at any time.
12.3. Changes to subscription terms: We may change the price for the Paid Subscriptions from time to time, and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes for Paid Subscriptions will take effect at the start of the next subscription period following the date of the price change. As permitted by local law, you accept the new price by continuing to use the services provided after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by unsubscribing from the Services prior to the price change going into effect. It is your obligation and responsibility to ensure that you read and understand any such notification of price changes.
12.4. Refunds: You may cancel your Mediafrens subscription at any time, and you will not be charged for the next billing cycle. In case you think payment has not been made by you, please reach out to us at Support@mediafrens.com and we will respond to you within 48 (forty eight) working hours.
13. Terms and termination
These Terms shall continue to apply to you until your subscription is terminated by either you or Mediafrens, and you cease to gain access to our services. However, you acknowledge and agree that the perpetual license granted by you in relation to the customer content/ output, including Feedback, is irrevocable and will therefore continue after expiry or termination of your Account and your discontinuation of using the services for any reason. We may terminate your Account or suspend your access to our services at any time, including in the event of your actual or suspected unauthorized use of the services and/or customer content/ output, or non-compliance with these Terms. If you or Mediafrens terminate your subscription, or if we suspend your access to our services, you agree that we shall have no liability or responsibility to you and we will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law. To learn how to cancel your subscription, you may contact us through the customer service contact form, which is available on our help & support page. This section will be enforced to the extent permissible by applicable law. You may terminate your sunbscription and cease to use our services at any time. Any provision of these Terms which, either by its terms or to give effect to its meaning, must survive, and such other provisions which expressly, or by their nature, are intended to survive termination shall survive the expiration or termination of these Terms.
14. Entire agreement
These Terms constitute the entire agreement between the parties, and no other agreement, written or oral, precedes this agreement between you and Mediafrens. By using the Information on Mediafrens, you assume full responsibility for any and all gains and losses, financial, emotional or otherwise, experienced, suffered or incurred by you. Mediafrens does not guarantee the accuracy, completeness or timeliness of, or otherwise endorse in any way, the views, opinions or recommendations expressed through the use of our provided service and/ or third-party services, and we do not provide investment advice, and do not advocate the purchase or sale of any security or investment by you or any other individual. Our Services are not intended to provide tax, legal or investment advice, which you should obtain from your professional advisor prior to making any investment of the type discussed in the Information. Our provided service do not constitute a solicitation by the information providers, Mediafrens or any other person for the purchase or sale of securities. By using, subscribing or accessing Mediafrens, you confirm that you have read, understood, and agreed to be bound by these Terms.
15. Jurisdiction
15.1. These Terms shall be governed by and construed in accordance with the laws of the United States Of America.
15.2. Subject to section 15.4 below, you hereby consent to the jurisdiction of the courts and tribunals in New York in all disputes arising out of or relating to the use of this website and/ or services provided. Nothing contained in this section 15 shall limit the right of Mediafrens to take proceedings in any other court or tribunal of competent jurisdiction, nor shall the taking of proceedings in one or more jurisdictions preclude the taking of proceedings in any other jurisdiction whether concurrently or not and you hereby irrevocably submit to and accept, generally and unconditionally, the jurisdiction of such court or tribunal, and you irrevocably waive any objection they may have now or in the future to the laying of the venue of any proceedings and any claim that any such proceedings have been brought in an inconvenient forum.
15.3. You agree to resolve any dispute, controversy, claim or disagreement of any kind whatsoever in connection with or arising out of the use of Mediafrens' services, including in relation to a breach of these terms or a suspension of your subscription and prohibition of your use of these services, or in relation to any complaint or dispute which you may have with Mediafrens and the services offered (hereinafter referred to as a “Dispute”) through an informal dispute resolution mechanism or through a settlement process with Mediafrens. A dispute may be raised either by you or Mediafrens (“Claimant”). The Claimant must first send to the other a written notice of dispute (“Notice”), which must (a) include the Claimant’s name, residence, email address and phone number; (b) describe the nature and basis of the claim or dispute; and (c) set forth the specific relief sought. The recipient of the Notice shall be given 30 (thirty) days after receipt of a complete Notice to investigate the claim and/ or to respond to such Notice. Any arbitration proceeding cannot be commenced until after the informal resolution period of 60 (sixty) days from the receipt of the Notice (“Informal Resolution Period”). It is hereby clarified that Invideo shall not be obligated to resolve any Dispute it may initiate through the process laid down in this section 15.3.
15.4. Dispute resolution:
15.4.1. At the end/ completion of the Informal Resolution Period any Dispute shall be referred to and finally resolved by arbitration irrespective of the amount in Dispute or whether such Dispute would otherwise be considered justifiable or ripe for resolution by any court.
15.4.2. The Parties agree and confirm that the arbitration proceedings shall be conducted in in accordance with the Arbitration & Conciliation Act, 1996 and the rules applicable thereto or any statutory modification or alteration thereof for the time being in force (“A & C Act”), irrespective of your place of residence and from where you have accessed the Services.
15.4.3. Seat and Venue of Arbitration – The venue of the arbitration shall be Mumbai. The seat of the arbitration shall be Mumbai and the arbitration proceedings shall be carried out in accordance with the A & C Act, which shall be deemed to have been incorporated to this section.
15.4.4. Number of Arbitrators – The number of arbitrators shall be 3 (three) wherein Invideo shall appoint 1 (one) arbitrator and you shall appoint 1 (one) arbitrator, which arbitrators shall be appointed within 30 (thirty) days of either you or Invideo serving a notice with respect to the Dispute. The 2 (two) arbitrators so appointed shall appoint the 3rd (third) arbitrator within 30 (thirty) days of their appointment, who shall act as the presiding arbitrator.
15.4.5. Language of Arbitration – The proceedings of the arbitration shall be conducted in English language.
15.4.6. Time – The arbitral tribunal shall render its final award within 6 (six) months from the date of appointment of the complete arbitral tribunal, unless it is agreed that such limit be extended.
15.4.7. Award and Apportionment of Costs – The award rendered shall be in writing and shall set out the reasons for the arbitral tribunal's decision. The costs and expenses of the arbitration, including, without limitation, the fees of the arbitration and the arbitration tribunal, shall be borne by you. You shall pay your own fees, disbursements and other charges of his counsel, except as may be determined by the arbitration tribunal. The arbitration tribunal would have the power to award interest on any sum awarded pursuant to the arbitration proceedings and such sum would carry interest, if awarded, until the actual payment of such amounts.
15.4.8. Award final and binding – The Parties agree that the arbitration award shall be final and binding on the Parties. Judgment upon the arbitration award may be rendered in any court of competent jurisdiction or application may be made to such court for a judicial acceptance of the award and an order of enforcement, as the case may be.
15.4.9. Confidentiality – You shall not, directly or indirectly, disclose the existence, content or results of the Dispute or any arbitration conducted under these Terms in relation to that Dispute and save as required in order to enforce the arbitration and/ or any award made pursuant to these Terms.
15.4.10. The existence or subsistence of a Dispute, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under these Terms which are not in dispute, the arbitrators shall give due consideration to such performance, if any, in making a final award.
15.4.11. It is hereby clarified that Mediafrens shall not be required to expend or risk its own funds or otherwise incur any financial liability in initiation of arbitration proceedings.
16. Severability
In case any part of these Terms is inapplicable or unenforceable in any particular jurisdiction, due to any court order or otherwise, or for any other reason, the remaining provisions of these Terms shall remain in full force and effect.
17. No Partnership
Your use of the Services creates no partnership, client, fiduciary or other professional relationship.
18. Force Majeure
Mediafrens will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations hereunder that is caused by events outside our reasonable control.
Terms and Conditions
1. Introduction and Acceptance
These terms of use (hereinafter referred to as the “Terms”) set forth the legally binding terms and conditions which govern the access to and use of any websites, mobile sites, products or services under the umbrella of “mediafrens”, a video creation platform available at https://mediafrens.com offered by Ourkinks LLC a company registered in Wyoming, USA under the Companies Act, (hereinafter collectively referred to as “Mediafrens”/“us”/“our”/“we”). The terms “Customer”, “you”, “your” shall refer to any natural person or entity and its authorized users that subscribes to or uses the Services. Certain features of the Services may be subject to additional guidelines, terms, or rules which are incorporated by reference into these Terms.
By accessing or using the Services, you are accepting these Terms (on behalf of yourself or the entity/ individual that you may represent) and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity/individual that you may represent). You may not access or use the Services or accept the Terms if you are not at least 18 (Eighteen) years old.
Furthermore, it is agreed that any past or present claims relating to these Terms and Conditions of the Services shall be resolved through an informal dispute resolution process or through final and binding arbitration, as more particularly mentioned hereinbelow under section 15 of these Terms.
If you do not agree with all of the provisions of these Terms, do not access and/or use the our provided service.
2. Customer Content, Output and AI Based Output
2.1. “Customer Content” shall mean any and all information and content (including but not limited to text, images, photos, videos, audio, reviews, comments and documents) that a Customer provides or makes available to us in connection with the use of our Service.
2.2. “Output” shall refer to the content created, generated based on the Customer Content.
2.3. Mediafrens offers artificial intelligence services as a part of its Services (“AI”) which allows you to amass a following of artificially created accounts. Likes, Comments, Subscripting, Views and follows hereinafter referred to as “AI Based Output”. Specific guidelines/ rules in relation to such AI Based Output has been mentioned hereinbelow under section 8 of these Terms. For the purposes of these Terms, any reference to Output shall mean and include all AI Based Output, unless any specific reference is made explicitly to AI Based Output or unless it is repugnant to the context thereof.
3. Changes to Terms
Mediafrens reserves the right from time to time and at its sole and absolute discretion, to make any changes/ modifications/ additions/ deletions to these Terms as may be necessary (“Revised Terms”). It is your responsibility to ensure that you are aware of the Revised Terms, by visiting this page regularly. Any continued use of these Services after the Revised Terms have been published constitute a valid and binding acceptance by you of such Revised Terms.
4. Mediafrens Plans and Subscriptions
4.1. Account creation: In order to use all or certain features of the Services, you must Subscribe. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. You may cancel your Subscription at any time, for any reason, by clicking on the option to unsubscribe. Mediafrens reserves the right to suspend or terminate your Account in accordance with section 13.
4.2. Responsibilities: You are responsible for maintaining the confidentiality and security of your social media account, including but not limited to the information you have provided, and you are solely responsible for all activities that occur under your Account. You agree to immediately notify Mediafrens of any unauthorized use or suspected unauthorized use of your social media account or any other breach of security. Mediafrens cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
4.3. Account types: We currently offer various fee-bearing accounts offering social media account feature enhancements (“Paid Subscriptions”).
5. Access to the Services
5.1. License: Subject to these Terms, Mediafrens grants you a non-transferable, non-exclusive, revocable, limited license to use and access our services with reselling rights in accordance with the subscription type you are currently subscribing to.
5.2. Certain Restrictions: The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not attempt to reverse engineer, de-compile, hack, disable, interfere with, disassemble, copy, or disrupt the integrity or the performance of the Services, any third-party use of the Services, or any third-party data contained therein (except to the extent such restrictions are prohibited by applicable law); and (b) you shall not access the our service in order to build a competitive product or service or copy any ideas, features, functions, or graphics of the Services. Unless otherwise indicated, any future release, update, or other addition to functionality of our services shall be subject to these Terms.
5.3. Modification: mediafrens reserves the right, at any time, to modify, suspend, or discontinue the services provided (in whole or in part) with or without notice to you. You agree that Mediafrens will not be liable to you or to any third party for any modification, suspension, or discontinuation of the services offered or any part thereof.
5.4. No support or maintenance: You acknowledge and agree that Mediafrens will have no obligation to provide you with any support or maintenance in connection with the services provided.
5.5. Ownership: You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services are owned by Mediafrens or its suppliers. Neither these Terms (nor your access to the Services) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in section 5.1. Mediafrens and its suppliers reserve all rights not granted in these Terms, and there are no implied licenses granted under these Terms.
6. Content guidelines
6.1. Customer Content and Output: You are solely responsible for your own uploaded Content and any Output generated using your social media account. You assume all risks associated with use of your own Content, including any reliance on its accuracy, completeness or usefulness by others. You hereby represent and warrant that your uploaded content will not violate our Acceptable Use Policy (defined hereinbelow). You may not represent or imply to others that your uploaded content is in any way provided, sponsored or endorsed by Mediafrens. Mediafrens is not obligated to backup any Content posted on social media, or any Output generated using your social media accounts, and the same may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your social media content or any output generated using your own content if you desire.
6.2. License: You hereby grant (and you represent and warrant that you have the right to grant) to Mediafrens an irrevocable, perpetual, nonexclusive, royalty-free and fully paid, worldwide license (with the right to sublicense) to access, use, reproduce, electronically distribute, transmit, perform, format, display, store, archive, and index the customer content/ Output generated using your social media account for the purpose of supporting your use of our services that are provided to you. We may also use customer content/ output generated using your Customer Content for the purpose of supporting and developing and further improving the services provided. Furthermore, Mediafrens shall have the absolute right and discretion to utilize the customers Content/ Output for marketing/ promoting/ advertising Mediafrens and/ or the Services in any media formats and through any media channels, whether now known or existing in the future throughout the world, without Mediafrens seeking further permission from you.
6.3. Acceptable Use Policy: The following terms constitute our “Acceptable Use Policy”:
6.3.1. You agree not to use the Services to collect, upload, transmit, display, or distribute any Customer Content/ Output (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; (iv) that is in violation of any law, regulation, statute, ordinance, rule, judgement, rule of law, order, decree, clearance, approval, directive, guideline, policy, requirement, or other governmental restriction or any similar form of decision of, or determination by, or any interpretation or administration of any of the foregoing by, any governmental authority; or (v) that adversely impacts an individual’s legal rights or otherwise which creates or modifies a binding, enforceable obligation.
6.3.2. In addition, you agree not to: (i) upload, transmit, or distribute to or through the Services any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Services unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Services to harvest, collect, gather or assemble information or data regarding other Customers, including email addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected Mediafrens, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to Mediafrens (or to other computer systems or networks connected to or used together with Mediafrens); or (vi) harass or interfere with any other Customer’s use and enjoyment of Mediafrens services.
6.4. Enforcement: We reserve the right (but have no obligation) to review any Customer content/ output, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your Customer Content/ Output, terminating your Account in accordance with Section 13, and/or taking appropriate action in accordance with applicable law, such as reporting you to law enforcement authorities.
6.5. Feedback: If you provide Mediafrens with any feedback, reviews or suggestions regarding the our service (“Feedback”), you hereby assign to Mediafrens all rights in such Feedback and you hereby irrevocably and unconditionally waive any and all intellectual property rights or moral rights you may have in such Feedback. You hereby agree that Mediafrens shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Mediafrens will treat any Feedback you provide to Mediafrens as non-confidential and non-proprietary. You agree that you will not submit to Mediafrens any information or ideas that you consider to be confidential or proprietary.
7. Third-Party Services and products; other Customers
7.1. Mediafrens provides services that enable you to gain a mass audience. By using this service, you agree that Mediafrens may transfer any information to and from an applicable third-party service. Third party services are not under Mediafrens control, and Mediafrens is not responsible for any third-party service’s use of your exported information. The Service may also contain links to third party websites, and such linked websites are not under Mediafrens control, and Mediafrens is not responsible for their content. These third-party services are governed by their own terms of service and privacy policies (eg: Google Privacy Policy).
7.2. Third-Party Services: You shall comply in all respects with all applicable terms of the Third-Party Services that you access or subscribe to in connection with the services. If at any time any Third-Party Services cease to make their programs available to us on reasonable terms, we may cease to provide such features to you without entitling you to any notice, refund, credit, or other compensation.
7.3. Other Customers: Mediafrens will not be responsible for any loss (including monetary loss), damage and/or any reputational harm incurred as the result of any such interactions. If there is a dispute between you and anyone, we are under no obligation to become a party to such dispute or provide any information/ testimony in relation to such dispute, save and except as may be mandated by a court of law.
7.4. Release: You hereby release and forever discharge Mediafrens (and our officers, affiliates, partners, employees, agents, successors, and assigns) from, and hereby waive and relinquish each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage) that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to Mediafrens (including any interactions with, or act or omission of, other Customers or any Third-Party services and products).
8. AI Based Output
8.1. License: Subject to these Terms, Mediafrens grants you a non-exclusive, royalty-free followers on social media applications. Mediafrens reserves the right to take any appropriate action as may be necessary in case you are in violation of any provision under these Terms, which includes the right to prohibit you from accessing/ utilizing our Services and any other action under law.
8.2. Right to use your AI Based Output: By sharing Content while subscribed to our AI Based output through the use of our services, you hereby agree and affirm that Mediafrens and its subsidiaries, affiliates, and partners have an absolute, irrevocable, unconditional, royalty-free and transferable right/ license to use, reproduce, distribute, prepare derivative works of and based upon, display, transmit, adapt, edit, modify, publicly display, publish, perform, sell, republish, promote, exhibit, or otherwise use the uploaded content, for any and all purposes, including but not limited to marketing/ promoting/ advertising Mediafrens and/ or the services in any media formats and through any media channels, whether now known or existing in the future throughout the world, without Mediafrens seeking further permission from you.
8.3. Improving artificial intelligence and technologies: You grant Mediafrens all rights to use your AI Based Output to improve our artificial intelligence safety efforts, to develop and improve our technologies and to improve our products and Services.
8.4. Limitation on liability: Mediafrens is not responsible or liable in any way, for any AI based output generated using the AI feature which may, solely as a result of the operation of the AI feature (without any human intervention or involvement) and the inherently probabilistic characteristics of machine learning algorithms produce an error, mistake, inaccuracy, technological inadvertency which can display an AI Based Output which (a) is incorrect (b) does not accurately reflect real people, places, or facts (c) may be harmful, defamatory, disparaging and/ or offensive to any particular race, minority, ethnicity, gender, caste, creed or sex or (d) may be offensive to one’s religious, ethical or moral beliefs.
8.5. No infringing or harmful use of AI feature: You may not use any feature in a way that is unlawful and/or may harm a person or infringe their rights. You may not seek to reverse engineer the AI feature, use the AI feature to attempt to build a competitive product or service. You will indemnify us for your use of AI feature as outlined in these Terms.
9. Disclaimers
WE (AND OUR SUPPLIERS WHO PROVIDE THIRD-PARTY SERVICES) MAKE NO WARRANTY THAT THE SERVICES AND/OR OUTPUTS WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES AND/OR OUTPUTS, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO 90 (NINETY) DAYS FROM THE DATE OF FIRST USE. Mediafrens DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY IN RELATION TO THE SERVICES MADE AVAILABLE , OR ANY CONTENT OR SERVICES PROVIDED BY THIRD-PARTY SERVICES. MEDIAFRENS DOES NOT CONTROL OR VET CUSTOMER UPLOADED CONTENT AND IS NOT RESPONSIBLE FOR WHAT USERS POST, TRANSMIT, OR SHARE ON OR THROUGH THE INTERNET. MEDIAFRENS IS NOT RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY THIRD-PARTY SERVICES ASSOCIATED WITH OR UTILIZED IN CONNECTION WITH THE SERVICES PROVIDED AND/OR OUTPUTS, INCLUDING THE FAILURE OF ANY SUCH THIRD-PARTY SERVICES OR SUPPORTED PLATFORMS.
IN NO EVENT WILL THE COMPANY (OR SUPPLIERS PROVIDING THIRD-PARTY SERVICES), ITS SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES PROVIDED, EVEN IF MEDIAFRENS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES IN THE SERVICES, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, (VI) ANY USE OF THIRD PARTY CONTENT AND/OR (VII) ANY ERRORS OR OMISSIONS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY APPLIES TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU AGREE THAT YOU WILL NOT HOLD THE COMPANY RESPONSIBLE OR LIABLE FOR ANY CONTENT YOU UPLOAD WHILE USING OUR SERVICES AND YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY IS AND WILL NOT BE LIABLE FOR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
10. Indemnification
10.1. You and/ or any entity/ individual who you may represent or may be represented by you (“Indemnifier”) agree to indemnify and hold harmless Mediafrens, its subsidiaries, officers, affiliates, partners, directors, employees, and agents (hereinafter collectively referred to as “Indemnified Parties”) from any and all claims, demands, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) made by any third party due to or arising out of (a) Indemnifier’s use of the Services and/or Outputs (b) Indemnifier’s violation of these Terms, (c) Indemnifier’s violation of applicable laws or regulations, (d) Indemnifier’s Customer Content/ Output, (e) Indemnifier’s use of Third-Party Services (f) Indemnifier’s violation of any third party right, including without limitation any intellectual property or privacy right, or (iv) your actions/ decisions which for any reason has prejudiced or materially/ adversely affected the Indemnified Parties.
10.2. Mediafrens reserves the right, at the Indemnifier’s expense, to assume the exclusive defense and control of any matter for which the Indemnifier is required to indemnify us, and the Indemnifier agrees to cooperate with our defense of these claims. The Indemnifier agrees not to settle any matter without the prior written consent of Mediafrens.
10.3. Any claim made by the Indemnified Parties hereunder shall be conclusive evidence that such claim has arisen and the notice given by the Indemnified Parties shall be conclusive proof of the amount payable by the Indemnifier towards their indemnity obligations. Further, prior to making any claim hereunder, the Indemnified Parties shall not be required to take any step, make any demand upon, exercise any remedies or obtain any judgment against the Indemnifier or any other person.
10.4. For the avoidance of doubt, it is clarified that the Indemnifier’s obligation to indemnify the Indemnified Parties pursuant to these Terms shall arise immediately upon the Indemnified Parties incurring or suffering any loss on institution of any claim, suit or action, irrespective of any defence or right to appeal available to them. The failure of the Indemnified Parties to notify the Indemnifier of a claim shall not relieve the Indemnifier of their indemnification obligations hereunder.
10.5. The rights of the Indemnified Parties to indemnification shall not be impacted or limited by any knowledge that the Indemnified Parties may have acquired, or would have acquired, whether before or after the date hereof, nor by any investigation or diligence conducted by the Indemnified Parties.
10.6. The indemnification rights of the Indemnified Parties under these Terms are without prejudice to, independent of, and in addition to, such other rights and remedies as the Indemnified Parties may have at law or in equity or otherwise, including the right to seek specific performance, rescission, restitution or other injunctive relief, none of which rights or remedies shall be affected or diminished hereby.
11. Limitation on Liability
ACCESS TO, AND USE OF MEDIAFRENS SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM OR SOCIAL MEDIA ACCOUNT, OR LOSS OF DATA RESULTING THEREFROM.TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF $ 50 (FIFTY US DOLLARS). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THIS LIMITATION APPLIES TO ANY KIND OF DAMAGE, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
12. Payments, Cancellations
12.1. Subscription fees: Paid Subscriptions can be purchased directly from Mediafrens by paying a monthly subscription fee. Subscriptions are billed in advance on a monthly basis and are non-refundable for the subscription period they are purchased for. You must provide us with a valid credit card or other payment method to pay the subscription fee. You agree that we may process your credit card or other valid payment method on each renewal term, on the calendar day corresponding to the first day you subscribed to the Paid Subscription.
12.2. Auto-renewal and cancellation: Your payment to Mediafrens will automatically renew at the end of the subscription period, unless you cancel your Paid Subscription through your subscription page before the end of the current subscription period. The cancellation will take effect the day after the last day of the current subscription period, and you will be downgraded. You may cancel your Paid Subscription at any time.
12.3. Changes to subscription terms: We may change the price for the Paid Subscriptions from time to time, and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes for Paid Subscriptions will take effect at the start of the next subscription period following the date of the price change. As permitted by local law, you accept the new price by continuing to use the services provided after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by unsubscribing from the Services prior to the price change going into effect. It is your obligation and responsibility to ensure that you read and understand any such notification of price changes.
12.4. Refunds: You may cancel your Mediafrens subscription at any time, and you will not be charged for the next billing cycle. In case you think payment has not been made by you, please reach out to us at Support@mediafrens.com and we will respond to you within 48 (forty eight) working hours.
13. Terms and termination
These Terms shall continue to apply to you until your subscription is terminated by either you or Mediafrens, and you cease to gain access to our services. However, you acknowledge and agree that the perpetual license granted by you in relation to the customer content/ output, including Feedback, is irrevocable and will therefore continue after expiry or termination of your Account and your discontinuation of using the services for any reason. We may terminate your Account or suspend your access to our services at any time, including in the event of your actual or suspected unauthorized use of the services and/or customer content/ output, or non-compliance with these Terms. If you or Mediafrens terminate your subscription, or if we suspend your access to our services, you agree that we shall have no liability or responsibility to you and we will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law. To learn how to cancel your subscription, you may contact us through the customer service contact form, which is available on our help & support page. This section will be enforced to the extent permissible by applicable law. You may terminate your sunbscription and cease to use our services at any time. Any provision of these Terms which, either by its terms or to give effect to its meaning, must survive, and such other provisions which expressly, or by their nature, are intended to survive termination shall survive the expiration or termination of these Terms.
14. Entire agreement
These Terms constitute the entire agreement between the parties, and no other agreement, written or oral, precedes this agreement between you and Mediafrens. By using the Information on Mediafrens, you assume full responsibility for any and all gains and losses, financial, emotional or otherwise, experienced, suffered or incurred by you. Mediafrens does not guarantee the accuracy, completeness or timeliness of, or otherwise endorse in any way, the views, opinions or recommendations expressed through the use of our provided service and/ or third-party services, and we do not provide investment advice, and do not advocate the purchase or sale of any security or investment by you or any other individual. Our Services are not intended to provide tax, legal or investment advice, which you should obtain from your professional advisor prior to making any investment of the type discussed in the Information. Our provided service do not constitute a solicitation by the information providers, Mediafrens or any other person for the purchase or sale of securities. By using, subscribing or accessing Mediafrens, you confirm that you have read, understood, and agreed to be bound by these Terms.
15. Jurisdiction
15.1. These Terms shall be governed by and construed in accordance with the laws of the United States Of America.
15.2. Subject to section 15.4 below, you hereby consent to the jurisdiction of the courts and tribunals in New York in all disputes arising out of or relating to the use of this website and/ or services provided. Nothing contained in this section 15 shall limit the right of Mediafrens to take proceedings in any other court or tribunal of competent jurisdiction, nor shall the taking of proceedings in one or more jurisdictions preclude the taking of proceedings in any other jurisdiction whether concurrently or not and you hereby irrevocably submit to and accept, generally and unconditionally, the jurisdiction of such court or tribunal, and you irrevocably waive any objection they may have now or in the future to the laying of the venue of any proceedings and any claim that any such proceedings have been brought in an inconvenient forum.
15.3. You agree to resolve any dispute, controversy, claim or disagreement of any kind whatsoever in connection with or arising out of the use of Mediafrens' services, including in relation to a breach of these terms or a suspension of your subscription and prohibition of your use of these services, or in relation to any complaint or dispute which you may have with Mediafrens and the services offered (hereinafter referred to as a “Dispute”) through an informal dispute resolution mechanism or through a settlement process with Mediafrens. A dispute may be raised either by you or Mediafrens (“Claimant”). The Claimant must first send to the other a written notice of dispute (“Notice”), which must (a) include the Claimant’s name, residence, email address and phone number; (b) describe the nature and basis of the claim or dispute; and (c) set forth the specific relief sought. The recipient of the Notice shall be given 30 (thirty) days after receipt of a complete Notice to investigate the claim and/ or to respond to such Notice. Any arbitration proceeding cannot be commenced until after the informal resolution period of 60 (sixty) days from the receipt of the Notice (“Informal Resolution Period”). It is hereby clarified that Invideo shall not be obligated to resolve any Dispute it may initiate through the process laid down in this section 15.3.
15.4. Dispute resolution:
15.4.1. At the end/ completion of the Informal Resolution Period any Dispute shall be referred to and finally resolved by arbitration irrespective of the amount in Dispute or whether such Dispute would otherwise be considered justifiable or ripe for resolution by any court.
15.4.2. The Parties agree and confirm that the arbitration proceedings shall be conducted in in accordance with the Arbitration & Conciliation Act, 1996 and the rules applicable thereto or any statutory modification or alteration thereof for the time being in force (“A & C Act”), irrespective of your place of residence and from where you have accessed the Services.
15.4.3. Seat and Venue of Arbitration – The venue of the arbitration shall be Mumbai. The seat of the arbitration shall be Mumbai and the arbitration proceedings shall be carried out in accordance with the A & C Act, which shall be deemed to have been incorporated to this section.
15.4.4. Number of Arbitrators – The number of arbitrators shall be 3 (three) wherein Invideo shall appoint 1 (one) arbitrator and you shall appoint 1 (one) arbitrator, which arbitrators shall be appointed within 30 (thirty) days of either you or Invideo serving a notice with respect to the Dispute. The 2 (two) arbitrators so appointed shall appoint the 3rd (third) arbitrator within 30 (thirty) days of their appointment, who shall act as the presiding arbitrator.
15.4.5. Language of Arbitration – The proceedings of the arbitration shall be conducted in English language.
15.4.6. Time – The arbitral tribunal shall render its final award within 6 (six) months from the date of appointment of the complete arbitral tribunal, unless it is agreed that such limit be extended.
15.4.7. Award and Apportionment of Costs – The award rendered shall be in writing and shall set out the reasons for the arbitral tribunal's decision. The costs and expenses of the arbitration, including, without limitation, the fees of the arbitration and the arbitration tribunal, shall be borne by you. You shall pay your own fees, disbursements and other charges of his counsel, except as may be determined by the arbitration tribunal. The arbitration tribunal would have the power to award interest on any sum awarded pursuant to the arbitration proceedings and such sum would carry interest, if awarded, until the actual payment of such amounts.
15.4.8. Award final and binding – The Parties agree that the arbitration award shall be final and binding on the Parties. Judgment upon the arbitration award may be rendered in any court of competent jurisdiction or application may be made to such court for a judicial acceptance of the award and an order of enforcement, as the case may be.
15.4.9. Confidentiality – You shall not, directly or indirectly, disclose the existence, content or results of the Dispute or any arbitration conducted under these Terms in relation to that Dispute and save as required in order to enforce the arbitration and/ or any award made pursuant to these Terms.
15.4.10. The existence or subsistence of a Dispute, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under these Terms which are not in dispute, the arbitrators shall give due consideration to such performance, if any, in making a final award.
15.4.11. It is hereby clarified that Mediafrens shall not be required to expend or risk its own funds or otherwise incur any financial liability in initiation of arbitration proceedings.
16. Severability
In case any part of these Terms is inapplicable or unenforceable in any particular jurisdiction, due to any court order or otherwise, or for any other reason, the remaining provisions of these Terms shall remain in full force and effect.
17. No Partnership
Your use of the Services creates no partnership, client, fiduciary or other professional relationship.
18. Force Majeure
Mediafrens will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations hereunder that is caused by events outside our reasonable control.