Terms of Use

PLEASE READ THESE TERMS OF USE CAREFULLY. THEY CONSTITUTE A BINDING AGREEMENT BETWEEN YOU AND AUBRIUM TECHNOLOGIES L.L.C. THEY CONTAIN PROVISIONS THAT DISCLAIM WARRANTIES, LIMIT AUBRIUM'S LIABILITY TO YOU, REQUIRE YOU TO INDEMNIFY AUBRIUM IN CERTAIN CIRCUMSTANCES, AND DETERMINE THE LAW AND THE COURTS THAT GOVERN ANY DISPUTE BETWEEN YOU AND AUBRIUM. BY ACCESSING OR USING THE SERVICES YOU CONFIRM THAT YOU ACCEPT THESE TERMS AND AGREE TO BE BOUND BY THEM.

These Terms of Use (the "Terms") are entered into between Aubrium Technologies L.L.C, a limited liability company registered in the Emirate of Dubai, United Arab Emirates, whose registered office is at C1802, Ontario Tower, Business Bay, Dubai, United Arab Emirates ("Aubrium", "we", "us" or "our"), and the person or entity accessing or using the Services ("you" or the "User").

1. Definitions and interpretation

1.1 In these Terms, unless the context otherwise requires, the following expressions have the following meanings:

"Account" means the account registered by or on behalf of the User for the purpose of accessing the Services.

"Acceptable Use Policy" means the acceptable use policy published by Aubrium, as amended from time to time.

"AI Features" means those features of the Services which employ artificial intelligence, machine learning or comparable automated techniques to generate, analyse, transcribe or transform material.

"AI Policy" means the artificial intelligence policy published by Aubrium, as amended from time to time.

"Applicable Law" means all laws, statutes, regulations, binding codes of practice and orders of any competent authority applicable to a party or to the performance of these Terms.

"Billing Period" means each monthly period for which the Fee for a Subscription is payable.

"Confidential Information" has the meaning given in clause 15.1.

"Customer Content" means all material submitted, uploaded, transmitted, stored or otherwise made available to the Services by or on behalf of the User, and all material generated by the User through the Services, but excluding Output to the extent expressly provided in clause 7.

"Fees" means the charges payable for the Services, including the price of a Subscription and of Spark Credits, as notified through the Services from time to time.

"Input" means Customer Content and any other material submitted to, or processed by, an AI Feature on the instruction of the User.

"Intellectual Property Rights" means patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, goodwill, rights in designs, database rights, rights in confidential information and know-how, and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted such rights.

"Output" means material generated by an AI Feature in response to an Input.

"Policies" means the Acceptable Use Policy, the AI Policy, the Privacy Policy, the Cookie Policy and the Refund Policy, together with any further policy which Aubrium expressly incorporates into these Terms.

"Services" means the website, platform, applications, tools, features, content and services made available by Aubrium, and any part of them.

"Social Platform" means a third-party social media network or comparable service from which the Services process publicly available data, or with which the Services otherwise interoperate, as offered by Aubrium from time to time.

"Spark Credits" means the units of account made available within the Services and applied to features of the Services, whether granted with a Subscription or purchased separately, as further described in clause 10 and in the Refund Policy.

"Subscription" means a recurring monthly plan for access to the Services, purchased by the User from Aubrium in accordance with clause 10.

"Usage Data" means data and information relating to the provision, use and performance of the Services which is derived by Aubrium and which does not identify the User or any individual.

1.2 In these Terms: (a) headings are inserted for convenience only and do not affect construction; (b) the words "include", "includes" and "including" are to be construed without limitation; (c) the singular includes the plural and vice versa; (d) a reference to a clause is a reference to a clause of these Terms; (e) a reference to a person includes a natural person, corporate body and unincorporated association; (f) a reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time; and (g) a reference to writing includes email and notice given through the Services.

1.3 If there is any conflict or inconsistency between these Terms and a Policy, these Terms prevail in respect of the subject matter of the conflict, save that the Refund Policy prevails in respect of entitlement to a refund.

2. Acceptance and amendment

2.1 By registering for an Account, accessing the Services, or otherwise indicating acceptance, the User agrees to be bound by these Terms and by the Policies, each of which is incorporated into these Terms by reference.

2.2 If the User does not accept these Terms, the User must not access or use the Services.

2.3 Where the User accesses the Services on behalf of an entity, the User represents and warrants that it is duly authorised to bind that entity, and references to "you" and "User" are to that entity.

2.4 Aubrium may amend these Terms and the Policies at any time. Amendments take effect upon publication of the amended document, save that where an amendment materially reduces the rights of the User or materially increases the obligations of the User, Aubrium will give notice by email or by notice within the Services before the amendment takes effect.

2.5 Continued access to or use of the Services following the date on which an amendment takes effect constitutes acceptance of the amended Terms. A User who does not accept an amendment must cease use of the Services and may cancel its Subscription in accordance with clause 10. Any entitlement to a refund is governed by the Refund Policy.

2.6 Aubrium may impose additional or different terms in respect of a particular feature, offer or programme. Where it does so, those additional terms apply to that feature, offer or programme in addition to these Terms and, in the event of conflict, prevail in respect of it.

3. Eligibility

3.1 The Services are available only to persons who are at least eighteen (18) years of age and who have the legal capacity to enter into a binding contract.

3.2 By accessing or using the Services the User represents and warrants that: (a) it satisfies the requirements of clause 3.1; (b) it is not barred from receiving the Services under Applicable Law; (c) it is not the subject of any sanctions administered or enforced by the United Arab Emirates, the United Nations, the United States, the United Kingdom or the European Union, nor located in or ordinarily resident in a territory subject to comprehensive sanctions; (d) it has not previously been suspended or removed from the Services; and (e) its access to and use of the Services complies with Applicable Law and with the terms of each Social Platform to which it relates.

3.3 The representations and warranties in clause 3.2 are given on each occasion on which the User accesses or uses the Services.

3.4 Aubrium may require verification of identity, of entity status, or of entitlement to act in respect of a social media account, as a condition of granting, continuing or restoring access to the Services, and may suspend access pending such verification.

4. Accounts and registration

4.1 Access to the Services requires registration of an Account. Aubrium may refuse to register, or may close, any Account at its discretion in accordance with these Terms.

4.2 The User must provide information which is accurate, complete and current, and must maintain that information so that it remains accurate, complete and current.

4.3 The User is responsible for maintaining the confidentiality of the credentials associated with the Account and for all activity conducted through the Account, whether or not authorised by the User.

4.4 The User must notify Aubrium without undue delay upon becoming aware of any unauthorised access to, or use of, the Account.

4.5 Aubrium makes available multi-factor authentication. The User is responsible for determining whether to enable it and bears the risk arising from any decision not to do so.

4.6 Unless Aubrium agrees otherwise in writing, no person may hold more than one Account. The creation of additional Accounts in order to obtain a benefit more than once, to circumvent a limit, or to evade enforcement action constitutes a material breach of these Terms.

4.7 The Account is personal to the User. The User must not sell, rent, lend, share or otherwise transfer the Account or access to it.

4.8 Where the User permits a third party to access the Account, the User remains responsible for that third party's acts and omissions as if they were its own.

5. The Services

5.1 The Services comprise software tools for the research, discovery, analysis and tracking of social media content, and for the creation of content. Access to the Services is provided by Subscription, and certain features are used by applying Spark Credits, in each case in accordance with clause 10.

5.2 Subject to these Terms and to payment of all applicable Fees, Aubrium grants the User a limited, non-exclusive, non-transferable, non-sublicensable and revocable licence to access and use the Services for its own internal business or personal purposes for the duration of these Terms.

5.3 THE SERVICES PROVIDE TOOLS, DATA, ANALYSIS AND ESTIMATES. THEY DO NOT CONSTITUTE AN ASSURANCE, GUARANTEE OR PREDICTION OF ANY OUTCOME. Any score, index, projection, forecast, estimated timeframe or comparable indicative metric made available through the Services is provided for information only, is derived from data which may be incomplete or inaccurate, and must not be relied upon as a representation of fact or as a basis for any commercial decision.

5.4 Aubrium may make features available on a trial, beta, preview, early access or comparable basis. Such features are provided for evaluation, may be incomplete or unstable, may be modified or withdrawn at any time without notice, and are excluded from any commitment given in these Terms other than a commitment which cannot be excluded under Applicable Law.

5.5 Aubrium may at any time and without liability add to, modify, suspend, limit or discontinue any part of the Services, including any feature, integration or tool. Where such a change amounts to the withdrawal of the Services, the User's entitlement to a refund is governed by the Refund Policy.

5.6 The Services are provided on an "as available" basis. Aubrium does not warrant that access will be uninterrupted, timely, secure or free from error, and gives no commitment as to availability, response time or throughput. Interruption may arise from maintenance, from the act or omission of a third party, or from any other cause.

5.7 Aubrium provides support through the channels notified within the Services. Aubrium gives no commitment as to response or resolution times save as expressly stated in a written agreement signed by Aubrium.

5.8 The User is responsible for procuring and maintaining the equipment, software and connectivity required to access the Services, and for the cost of doing so.

6. Social Platforms and third-party services

6.1 AUBRIUM IS AN INDEPENDENT PROVIDER. AUBRIUM IS NOT AFFILIATED WITH, ENDORSED BY, SPONSORED BY, CERTIFIED BY, OR IN ANY WAY OFFICIALLY CONNECTED TO Meta Platforms, Inc., Instagram, TikTok, ByteDance Ltd., X Corp., YouTube, Google LLC, Snap Inc., LinkedIn Corporation, Pinterest, Inc., or any other social media platform. All product names, logos, trade marks and brands referred to within the Services are the property of their respective owners and any such reference is for identification purposes only.

6.2 Aubrium does not request, require, receive or store the login credentials of any Social Platform. The User must not disclose such credentials to Aubrium or to any person purporting to act on Aubrium's behalf.

6.3 The Services process publicly available data only. The Services do not access private accounts, private messages, or any material requiring authentication to a Social Platform. Within those limits, the Services may be used to research, analyse and track the publicly available content of any account, including an account which the User does not own or control.

6.4 The User's use of each Social Platform is governed by the terms of that Social Platform. Compliance with those terms is the sole responsibility of the User. Where the terms of a Social Platform are more restrictive than these Terms, the more restrictive terms apply to the User's conduct.

6.5 Aubrium does not control any Social Platform and has no ability to influence, appeal, reverse or obtain review of any decision taken by a Social Platform. AUBRIUM IS NOT RESPONSIBLE OR LIABLE FOR ANY ACT OR OMISSION OF A SOCIAL PLATFORM, INCLUDING THE RESTRICTION, LIMITATION, DEMOTION, SUSPENSION, DELETION OR OTHER ENFORCEMENT ACTION TAKEN AGAINST ANY ACCOUNT OF THE USER ON THAT SOCIAL PLATFORM.

6.6 A Social Platform may at any time alter its terms, its technical interfaces, its ranking behaviour or the availability of data. Such an alteration may degrade, interrupt or prevent the operation of any part of the Services, and Aubrium accepts no liability in respect of it.

6.7 The Services may contain links to, or integrate with, services operated by third parties. Aubrium does not control and is not responsible for such services, their content, or their terms. The User's use of a third-party service is at the User's own risk and subject to that third party's terms.

7. AI Features

7.1 Certain features of the Services are AI Features. Use of AI Features is subject to the AI Policy in addition to these Terms.

7.2 AI Features are provided by means of models operated by third-party providers. Aubrium may add, substitute or withdraw a model or provider at any time. Output may vary accordingly, and Aubrium does not warrant that any Output can be reproduced.

7.3 Input is transmitted to the relevant model provider for the purpose of generating Output. Each such provider processes Input in accordance with its own terms. Aubrium does not use Input to train its own models and does not license or sell Input for that purpose.

7.4 The User must not submit as Input any material which it is not entitled to disclose, including confidential information belonging to a third party, special categories of personal data, financial account details, or government identifiers.

7.5 As between Aubrium and the User, and to the extent permitted by Applicable Law, the User owns the Output generated through its Account and may use it for any lawful purpose, including commercially. Aubrium asserts no ownership of Output.

7.6 OUTPUT IS GENERATED BY STATISTICAL MEANS AND MAY BE INACCURATE, INCOMPLETE, MISLEADING, OFFENSIVE OR OTHERWISE UNSUITABLE. AUBRIUM GIVES NO WARRANTY THAT OUTPUT IS ACCURATE, ORIGINAL, NOVEL, CAPABLE OF PROTECTION BY COPYRIGHT, OR FREE FROM RESEMBLANCE TO OR INFRINGEMENT OF THE RIGHTS OF ANY PERSON. Output may not be unique, and a substantially similar Output may be generated for another user submitting a comparable Input.

7.7 The User is solely responsible for reviewing, verifying and clearing Output before any use or publication, and for compliance with any obligation under Applicable Law to disclose that material has been generated by artificial intelligence.

7.8 Output does not constitute legal, medical, financial, tax, investment or other professional advice, and must not be relied upon as a statement of fact concerning any person, product or entity.

7.9 Aubrium and its model providers apply automated and manual safeguards to AI Features. A request may be refused, filtered, delayed or modified. The refusal or filtering of a request does not constitute a failure of the Services.

7.10 Aubrium may collect and use Usage Data arising from AI Features for the purposes of operating, securing, measuring and improving the Services.

8. Customer Content

8.1 As between the parties, the User retains all right, title and interest in and to Customer Content. No transfer of ownership is effected by these Terms.

8.2 The User grants Aubrium a worldwide, non-exclusive, royalty-free, sublicensable (solely to Aubrium's service providers and only for the purposes set out in this clause) licence to host, store, reproduce, adapt, transmit, publish and display Customer Content, in each case only to the extent necessary to: (a) provide, maintain and support the Services to the User; (b) generate Output requested by the User; (c) comply with Applicable Law; and (d) enforce these Terms or defend a claim.

8.3 The licence in clause 8.2 subsists for so long as Aubrium holds the Customer Content and terminates on its deletion or anonymisation, save to the extent that retention is required for the purposes described in clause 8.2(c) or (d).

8.4 The User represents and warrants that: (a) it owns or is licensed to use all Customer Content; (b) Customer Content does not infringe the Intellectual Property Rights, privacy rights or other rights of any person; and (c) Customer Content complies with these Terms, the Acceptable Use Policy and Applicable Law.

8.5 Aubrium is under no obligation to monitor, screen, review or moderate Customer Content, and does not endorse or approve it. Aubrium may, but is not obliged to, remove, restrict access to, or refuse to process Customer Content which it considers, acting reasonably, to breach these Terms, the Acceptable Use Policy or Applicable Law.

8.6 The User is responsible for maintaining its own copies of Customer Content. Aubrium does not warrant that Customer Content will be retained, preserved or recoverable, and accepts no liability for its loss, corruption or deletion.

8.7 Aubrium may use Customer Content in anonymised or aggregated form as Usage Data, in a manner which does not identify the User or any individual.

9. Acceptable use

9.1 The Acceptable Use Policy forms part of these Terms and governs all use of the Services.

9.2 Without limiting the Acceptable Use Policy, the User must not, and must not permit any person to: (a) use the Services in breach of Applicable Law or in furtherance of any unlawful purpose; (b) infringe the Intellectual Property Rights, privacy rights or other rights of any person; (c) engage in any deceptive, fraudulent or misleading conduct, including the misuse of payment systems and the initiation of unjustified disputes or chargebacks; (d) submit or transmit any material which is unlawful, harmful, defamatory, obscene, harassing or otherwise objectionable; (e) interfere with or disrupt the integrity, security or performance of the Services or the data contained in them; (f) attempt to gain unauthorised access to the Services or to any account, system or network connected to them; (g) probe, scan or test the vulnerability of the Services except as expressly authorised in writing by Aubrium; (h) access the Services by automated means, or scrape, crawl or harvest data from them, except through an interface provided by Aubrium for that purpose; (i) circumvent any rate limit, quota, entitlement check or other technical restriction; or (j) use the Services to develop, train or improve a product or service which competes with the Services.

9.3 Aubrium may monitor use of the Services for the purpose of verifying compliance with these Terms and the Acceptable Use Policy, and may investigate any suspected breach.

9.4 Aubrium may restrict, suspend or terminate access to the Services, remove or disable access to material, or take such other action as it considers appropriate, where it considers, acting reasonably, that the User's use of the Services presents a legal, regulatory, operational, security or reputational risk to Aubrium, to its service providers or to any other user.

10. Subscriptions, Spark Credits and payment

10.1 All Fees are stated and payable in United States Dollars. Where the User's payment instrument is denominated in another currency, the rate of exchange and any associated charge are determined by the issuer of that instrument and are not within Aubrium's control.

10.2 Subscriptions. Access to the Services, other than any part which Aubrium makes available without a Subscription, requires a Subscription. A Subscription is billed monthly in advance at the start of each Billing Period and renews automatically at the end of each Billing Period until it is cancelled.

10.3 By purchasing a Subscription the User authorises Aubrium and its payment providers to charge the Fee for each Billing Period to the payment instrument retained on the Account, without further authorisation, until the Subscription is cancelled.

10.4 Cancellation. The User may cancel a Subscription at any time through the Services. Cancellation takes effect at the end of the current Billing Period, no further Fee is charged for the Subscription, and the User retains access to the Services under the Subscription until that date. Cancellation does not of itself give rise to a refund.

10.5 Changes of plan. The User may change its Subscription to another plan through the Services. The Fee payable and the date from which the change takes effect are notified through the Services before the User confirms the change.

10.6 Failed payments. Where the Fee for a Billing Period cannot be collected, Aubrium may attempt to collect it again and may suspend access to the Services under the Subscription until it is paid. Where the Fee remains unpaid at the end of the period notified to the User, the Subscription ends.

10.7 Spark Credits. Spark Credits are granted with a Subscription for each Billing Period and may be purchased separately, in each case in the quantities and at the prices notified through the Services. The number of Spark Credits required for a feature is notified through the Services before they are applied. Spark Credits are a prepaid entitlement to use features of the Services. They are not a deposit, an electronic money account, a payment instrument, a bank balance, a security or a financial product, and they: (a) may be applied only to the Services; (b) have no cash value and may not be redeemed or withdrawn for money; (c) may not be assigned, transferred, sold, charged or used as security; (d) do not bear interest; and (e) are not held by Aubrium as agent or trustee for the User. The expiry of Spark Credits, the order in which they are applied and their treatment on a refund are governed by the Refund Policy.

10.8 A maximum may apply to the quantity of Spark Credits which may be purchased. It is notified through the Services at the time of purchase and may be varied, including by reference to the standing and history of the Account and to the requirements of fraud prevention.

10.9 Prices. The Fee applicable to a Service is notified through the Services before the User commits to the transaction. Aubrium may vary Fees at any time, but no variation affects a transaction to which the User has already committed. A change to the Fee for a Subscription takes effect from the first Billing Period which begins at least thirty (30) days after Aubrium gives notice of the change by email, and the User may cancel the Subscription before the change takes effect.

10.10 By submitting a payment instrument the User represents that it is authorised to use that instrument and authorises Aubrium and its payment providers to charge it with the amount notified.

10.11 Card details are captured and transmitted by specialist payment providers certified to PCI DSS Level 1. Aubrium does not receive, store or log a full card number or card security code. Where a payment instrument is retained for future use, including for the renewal of a Subscription, Aubrium stores a token which permits a further charge to that instrument and from which a card number cannot be derived.

10.12 Aubrium and its payment providers apply automated fraud and risk controls. Aubrium may decline, delay or reverse any payment, and may require verification before a Subscription begins or Spark Credits are made available.

10.13 Where a payment is declined, reversed, recalled or charged back after the Subscription or the Spark Credits to which it relates have been made available, Aubrium may suspend the Subscription, withdraw the Spark Credits concerned and suspend the Account until the amount is paid. Any amount outstanding is immediately payable by the User.

10.14 The User must contact Aubrium before initiating a dispute or chargeback with the issuer of a payment instrument. Aubrium may supply transaction and service records to a payment provider or card scheme in response to a dispute, and may suspend the Account while a dispute is outstanding. Repeated or abusive dispute activity constitutes a material breach of these Terms.

10.15 Aubrium maintains records of transactions on the Account, including the grant, purchase, application and expiry of Spark Credits. Those records are, in the absence of manifest error, conclusive evidence of the transactions to which they relate.

11. Taxes

11.1 Fees are exclusive of all taxes, levies, duties and comparable charges, save where stated otherwise. Where Aubrium is required to collect such an amount, it is notified before payment and payable in addition.

11.2 All amounts payable by the User are paid free of any deduction or withholding. Where a deduction or withholding is required by Applicable Law, the User must increase the amount paid so that Aubrium receives the amount it would have received had no deduction or withholding been required.

11.3 The User is responsible for determining and discharging any tax obligation arising in its own jurisdiction from its use of the Services.

12. Refunds

12.1 Entitlement to a refund is governed by the Refund Policy, which forms part of these Terms.

12.2 Nothing in these Terms or in the Refund Policy excludes or limits any right of cancellation, withdrawal or refund which is conferred on the User by mandatory consumer protection legislation and which cannot lawfully be excluded.

13. Intellectual property

13.1 All Intellectual Property Rights in and to the Services, including the software, interfaces, design, structure, documentation, methodologies, models, scoring and analytical techniques embodied in them, together with all Usage Data, are and remain the exclusive property of Aubrium or its licensors.

13.2 Except for the licence expressly granted in clause 5.2, no right, title or interest in the Services is granted to the User, whether by implication, estoppel or otherwise. All rights not expressly granted are reserved.

13.3 The User must not, and must not permit any person to: (a) reverse engineer, decompile, disassemble or otherwise attempt to derive the source code, structure or underlying ideas of the Services; (b) copy, reproduce, modify, translate or create derivative works of the Services; (c) rent, lease, lend, sell, sublicense, distribute or otherwise make the Services available to a third party except as expressly permitted; (d) remove, obscure or alter any proprietary notice; (e) frame or mirror any part of the Services; (f) extract, copy or reuse any prompt, instruction, template, model configuration or scoring logic; or (g) use the Services to benchmark the Services, or to develop or assist in developing a product or service which competes with them, without Aubrium's prior written consent. For the avoidance of doubt, clause 13.3(g) does not restrict the research and analysis of the publicly available content of other accounts, including the accounts of the User's competitors, for which the Services are provided.

13.4 "Aubrium" and the Aubrium logo are trade marks of Aubrium. The User is granted no right to use them, save that the User may make factual reference to the Services in accordance with any brand guidance published by Aubrium.

14. Feedback

14.1 Where the User provides Aubrium with any suggestion, comment, idea, enhancement request or other feedback concerning the Services ("Feedback"), the User grants Aubrium a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable and transferable licence to use, reproduce, modify and exploit that Feedback for any purpose, without restriction, attribution or compensation.

14.2 Feedback is provided voluntarily and is not treated as Confidential Information. The User must not submit as Feedback any material which it wishes to keep confidential or in respect of which it is subject to an obligation of confidence.

15. Confidentiality

15.1 "Confidential Information" means information disclosed by one party to the other which is designated as confidential or which ought reasonably to be regarded as confidential having regard to its nature and the circumstances of disclosure, and includes in the case of Aubrium the non-public elements of the Services, Fees not generally published, and technical and security information.

15.2 Each party must keep the other's Confidential Information confidential, must not use it otherwise than for the performance of these Terms, and must not disclose it save to those of its personnel and professional advisers who need to know it and who are bound by equivalent obligations.

15.3 Clause 15.2 does not apply to information which: (a) is or becomes public other than through breach of these Terms; (b) was lawfully in the receiving party's possession before disclosure; (c) is lawfully received from a third party without restriction; or (d) is independently developed without use of the Confidential Information.

15.4 A party may disclose Confidential Information to the extent required by Applicable Law or by a competent authority, and will where lawfully permitted give prior notice to the other party.

16. Privacy and data protection

16.1 The Privacy Policy describes how Aubrium collects, uses, discloses and retains personal data in connection with the Services. The Cookie Policy describes the use of cookies and comparable technologies.

16.2 Aubrium does not sell personal data.

16.3 Where the User uses the Services to process personal data for which the User is the controller, the User is responsible for establishing a lawful basis for that processing, for providing any notice required to the individuals concerned, and for the accuracy and lawfulness of the data supplied. Where required by Applicable Law, the parties will enter into a data processing agreement in a form provided by Aubrium.

16.4 The User must not submit to the Services any special category of personal data, financial account number, government identifier or comparable sensitive information, save where a feature is expressly designed to receive it.

17. Suspension and termination

17.1 The User may terminate these Terms at any time by ceasing to use the Services and closing the Account.

17.2 Aubrium may suspend, restrict or terminate the Account or any part of the Services, in whole or in part, with immediate effect, where: (a) the User is in breach of these Terms or of a Policy; (b) Aubrium reasonably suspects fraud, payment abuse, money laundering, sanctions exposure or other unlawful activity; (c) a payment fails, is reversed or is charged back; (d) the User's use presents a legal, regulatory, security or reputational risk to Aubrium, to its service providers or to any other user; (e) Aubrium is required to do so by Applicable Law, by a competent authority, by a payment scheme or by a service provider; or (f) the Account has been inactive for an extended period.

17.3 Aubrium will give notice of suspension or termination and, where the breach is capable of remedy and no continuing harm arises, a reasonable opportunity to remedy it, except where giving notice would prejudice an investigation, breach a legal obligation, or permit continuing harm.

17.4 Upon termination: (a) the licence granted in clause 5.2 terminates and access to the Services ceases; (b) Customer Content may be deleted or anonymised; and (c) any remaining Spark Credits, and any entitlement to a refund, are dealt with in accordance with the Refund Policy.

17.5 Where Aubrium terminates for fraud, payment abuse or unlawful use, Aubrium may withhold any refund to the extent reasonably required to meet loss arising from that conduct.

17.6 Termination does not affect any right, remedy, obligation or liability which has accrued as at the date of termination.

17.7 Clauses 1, 7.5 to 7.9, 8.4, 10.7, 10.13, 10.14, 10.15, 11, 13, 14, 15, 18, 19, 20, 21, 22, 23, 24, 25 and 26, together with any provision which by its nature is intended to survive, survive termination.

18. Disclaimer of warranties

18.1 THE SERVICES, INCLUDING ALL CONTENT, DATA, ANALYSIS, ESTIMATES AND OUTPUT MADE AVAILABLE THROUGH THEM, ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND.

18.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AUBRIUM AND ITS LICENSORS AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, CONDITIONS, REPRESENTATIONS AND TERMS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, TITLE AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE.

18.3 WITHOUT LIMITING CLAUSE 18.2, AUBRIUM DOES NOT WARRANT THAT: (A) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR OR HARMFUL COMPONENTS; (B) ANY DEFECT WILL BE CORRECTED; (C) DATA OBTAINED FROM A SOCIAL PLATFORM OR ANY OTHER THIRD-PARTY SOURCE IS ACCURATE, COMPLETE OR CURRENT; (D) ANY OUTPUT IS ACCURATE, ORIGINAL, LAWFUL OR SUITABLE FOR ANY PURPOSE; (E) ANY SCORE, ESTIMATE, PROJECTION OR TIMEFRAME WILL BE REALISED; OR (F) ANY COMMERCIAL RESULT WILL FOLLOW FROM USE OF THE SERVICES.

18.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM AUBRIUM OR THROUGH THE SERVICES CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

18.5 Nothing in this clause 18 excludes or limits any warranty, condition or liability which cannot lawfully be excluded or limited, and where Applicable Law does not permit the exclusion of an implied warranty, that exclusion applies to the maximum extent permitted.

19. Limitation of liability

19.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AUBRIUM AND ITS OFFICERS, EMPLOYEES, AGENTS, LICENSORS AND SERVICE PROVIDERS ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE LOSS, OR FOR ANY LOSS OF PROFIT, REVENUE, BUSINESS, GOODWILL, REPUTATION, ANTICIPATED SAVING, OPPORTUNITY OR DATA, HOWEVER ARISING AND WHETHER OR NOT FORESEEABLE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH LOSS.

19.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF AUBRIUM ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, RESTITUTION OR OTHERWISE, IS LIMITED TO THE GREATER OF (A) THE TOTAL AMOUNT PAID BY THE USER TO AUBRIUM IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, AND (B) ONE HUNDRED UNITED STATES DOLLARS (USD 100).

19.3 WITHOUT LIMITING CLAUSES 19.1 AND 19.2, AUBRIUM IS NOT LIABLE FOR: (A) ANY ACT OR OMISSION OF A SOCIAL PLATFORM, INCLUDING ANY RESTRICTION, LIMITATION, SUSPENSION OR DELETION OF THE USER'S ACCOUNT ON THAT SOCIAL PLATFORM; (B) ANY ACT OR OMISSION OF A THIRD-PARTY SERVICE PROVIDER; (C) THE CONTENT, ACCURACY OR LAWFULNESS OF ANY CUSTOMER CONTENT OR OUTPUT; (D) ANY LOSS ARISING FROM THE USER'S FAILURE TO SAFEGUARD ITS CREDENTIALS; OR (E) ANY LOSS ARISING FROM AN EVENT DESCRIBED IN CLAUSE 26.6.

19.4 The limitations in this clause 19 apply irrespective of the theory of liability and notwithstanding the failure of the essential purpose of any limited remedy.

19.5 Nothing in these Terms excludes or limits the liability of either party for fraud or fraudulent misrepresentation, for death or personal injury caused by negligence, or for any other liability which cannot lawfully be excluded or limited.

19.6 The exclusion in clause 19.1 does not apply to any amount payable by the User to Aubrium under clause 10, nor to loss suffered by Aubrium as a result of the User's fraud, payment abuse or breach of clause 3.2(c).

19.7 The User acknowledges that the allocation of risk in clauses 18 and 19 is a fundamental basis of the bargain between the parties, and that Aubrium would not provide the Services on the Fees stated without it.

20. Indemnification

20.1 The User must indemnify, defend and hold harmless Aubrium, its affiliates, and their respective officers, directors, employees, agents and service providers, from and against all claims, demands, proceedings, liabilities, damages, losses, costs and expenses (including reasonable legal fees) arising out of or in connection with: (a) the User's access to or use of the Services; (b) Customer Content, or any Output published or otherwise exploited by the User; (c) the User's breach of these Terms or of a Policy; (d) the User's breach of Applicable Law, of the rights of any person, or of the terms of any Social Platform; or (e) any dispute between the User and a client or any other third party.

20.2 Aubrium will notify the User of any claim in respect of which indemnity is sought and may, at its own election and expense, assume the exclusive defence and control of that claim, in which event the User must cooperate reasonably. The User must not settle any claim in a manner which admits liability on the part of Aubrium, imposes any obligation on Aubrium, or fails to release Aubrium unconditionally, without Aubrium's prior written consent.

21. Release

21.1 To the maximum extent permitted by Applicable Law, the User releases Aubrium from all claims, demands, damages and losses of every kind, whether known or unknown, arising out of or in any way connected with a dispute between the User and a third party in connection with the Services, including a dispute with a Social Platform, a client, or any other user.

22. Sanctions and export control

22.1 The User must comply with all applicable sanctions, export control and trade restriction laws.

22.2 The User must not make the Services available to, or use them for the benefit of, any person who is the subject of sanctions or who is located in a territory subject to comprehensive sanctions.

22.3 Aubrium may block, freeze, decline or reverse any transaction, and may suspend or terminate the Account, where required to do so by sanctions law or by a payment provider. Where funds are withheld for that reason, Aubrium will notify the User to the extent lawfully permitted.

23. Governing law and jurisdiction

23.1 These Terms, and any dispute or claim (including a non-contractual dispute or claim) arising out of or in connection with them, their subject matter or their formation, are governed by and construed in accordance with the laws of the United Arab Emirates as applied in the Emirate of Dubai, without regard to any conflict of law rule.

23.2 The courts of Dubai, United Arab Emirates have exclusive jurisdiction to settle any such dispute or claim.

23.3 Nothing in this clause 23 affects any right which a consumer has under mandatory law to bring proceedings in the courts of the country in which the consumer is resident.

24. Dispute resolution

24.1 Before commencing proceedings, the party raising a dispute must notify the other in writing, setting out the nature of the dispute and the outcome sought. Notice to Aubrium must be given to the address in clause 27.

24.2 The parties must attempt in good faith to resolve the dispute for a period of thirty (30) days from the date of that notice.

24.3 Clause 24.1 does not prevent either party from applying at any time to a court of competent jurisdiction for urgent injunctive or other interim relief, or from taking any step necessary to preserve a right which would otherwise be lost by the passage of time.

25. Notices and electronic communications

25.1 Aubrium may give notice to the User by email to the address recorded on the Account, by notice within the Services, or by publication on the Aubrium website. Notice is deemed given on the next business day after it is sent or published.

25.2 The User must give notice to Aubrium in writing to the address in clause 27. Notice is deemed given on the next business day after receipt.

25.3 The User consents to receive communications from Aubrium in electronic form and agrees that an electronic communication satisfies any legal requirement that a communication be in writing.

25.4 It is the responsibility of the User to maintain a current and monitored email address on the Account.

26. General provisions

26.1 Entire agreement. These Terms and the Policies constitute the entire agreement between the parties in respect of their subject matter and supersede all prior agreements, understandings, representations and arrangements, whether written or oral. Each party acknowledges that it has not relied on any statement or representation not expressly set out in these Terms, save that nothing in this clause limits liability for fraudulent misrepresentation.

26.2 Assignment. The User must not assign, transfer, charge, subcontract or otherwise deal with any of its rights or obligations under these Terms without Aubrium's prior written consent. Aubrium may assign or transfer its rights and obligations to an affiliate, or in connection with a merger, acquisition, reorganisation or sale of assets, on notice to the User.

26.3 Severability. If any provision of these Terms is held to be invalid, illegal or unenforceable, it is to be modified to the minimum extent necessary to make it valid, legal and enforceable, or if such modification is not possible, deemed deleted. The remaining provisions continue in full force.

26.4 Waiver. No failure or delay in exercising a right or remedy operates as a waiver of it, and no single or partial exercise prevents any further exercise. A waiver is effective only if given in writing.

26.5 No partnership or agency. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship between the parties.

26.6 Force majeure. Aubrium is not liable for any failure or delay in performance caused by an event beyond its reasonable control, including act of God, natural disaster, epidemic, war, terrorism, civil disturbance, act of government, industrial action, failure of a utility, telecommunications or internet service, failure or interruption of a third-party service provider or Social Platform, cyber attack, or the unavailability of a model provider.

26.7 No third-party rights. Save as expressly provided, no person other than the parties has any right to enforce any provision of these Terms. The persons described in clauses 19.1 and 20.1 may enforce those clauses.

26.8 Cumulative remedies. The rights and remedies provided under these Terms are cumulative and not exclusive of any right or remedy provided by law.

26.9 Language. These Terms are made in the English language. Any translation is provided for convenience only, and in the event of any inconsistency the English version prevails.

26.10 Counterparts and electronic acceptance. Acceptance of these Terms by electronic means is valid and binding.

27. Company information and contact

AUBRIUM TECHNOLOGIES L.L.C

C1802, Ontario Tower

Business Bay, Dubai

United Arab Emirates

Postal address: P.O. Box 2428, Dubai, United Arab Emirates

General and billing enquiries: support [at] aubrium.com

Legal notices: legal [at] aubrium.com

Support hours: Monday to Friday, 09:00 to 18:00 Gulf Standard Time