SocioHub.com Terms of Use Agreement

January 2, 2009

General

SocioHub is a social networking site that allows its Members to create unique personal profiles in order to find and communicate with old and new friends. The services offered by SocioHub include any SocioHub-branded websites, the SocioHub messaging service, the SocioHub applications platform and other features (for example, music and video embedded players), SocioHub mobile services, and any other features, content, or applications offered from time to time by SocioHub in connection with SocioHub’s business. The SocioHub Services are hosted in the United States.

This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the SocioHub Services. By using the SocioHub Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the SocioHub Website, including through a mobile device, or otherwise use the SocioHub Services without being registered) or you are a "Member" (which means that you have registered with SocioHub). The term "User" refers to a Visitor or a Member.

You are only authorized to use the SocioHub Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. If you do not agree to be bound by this Agreement and to follow all applicable laws, you should leave the SocioHub Website and discontinue use of the SocioHub Services immediately. If you wish to become a Member, communicate with other Members and/or make use of the SocioHub Services, you must read this Agreement and indicate your acceptance during the registration process or during your visit as an unregistered visitor to our site.

SocioHub may modify this Agreement from time to time and such modification shall be effective upon posting by SocioHub on the SocioHub Website. Your continued use of the SocioHub Services after SocioHub posts a revised Agreement signifies your acceptance of the revised Agreement. It is important that you review this Agreement regularly to ensure you are updated as to any changes.

Please choose carefully the information you post on or through the SocioHub Services and that you provide to other Users. Your SocioHub profile may not include any form of Prohibited Content, as outlined below. Despite this prohibition, information, materials, products or services provided by other SocioHub Members (for instance, in their profile) may, in whole or in part, be unauthorized, impermissible or otherwise violate this Agreement, and SocioHub assumes no responsibility or liability for this material. If you become aware of misuse of the SocioHub Services by any person, please click on the "Contact SocioHub” at report_abuse@sociohub.com or use the “Report Abuse” link at the bottom of the SocioHub Website pages.

SocioHub reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the SocioHub Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. SocioHub expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the SocioHub Services if SocioHub determines, in its sole discretion, that you have violated this Agreement or pose a threat to SocioHub and/or its Users.

Membership Eligibility.

Use of the SocioHub Services and registration to be a Member for the SocioHub Services (“Membership”) is void where prohibited. By using the SocioHub Services, you represent and warrant that all registration information you submit is truthful and accurate; you stand by the accuracy of such information; you are 13 years of age or older; and your use of the SocioHub Services does not violate any applicable law or regulations.

Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 13 years of age, if we believe that you are under 18 years of age and you represent yourself as 18 or older, or if we believe you are over 18 and represent yourself as under age 18.

Term of Agreement.

This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the SocioHub Services or are a Member. You may terminate your Membership at any time, for any reason, by using the links in the accounts setting menu to delete your membership. SocioHub may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability. Even after Membership is terminated, this Agreement will remain in effect.

Applicable Fees.

You acknowledge that SocioHub reserves the right to charge for any portion of the SocioHub Services and to change its fees (if any) from time to time in its discretion. If SocioHub terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any).

Password Confidentiality.

When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify SocioHub immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.

Member Usage of Services.

The SocioHub Services are for the personal use of Members and may be used for promotional purposes as well, but direct commercial endeavors may only be used if they are specifically endorsed or authorized by SocioHub. SocioHub reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the SocioHub Services, including collecting usernames, user id numbers, and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the SocioHub Website, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges.

SocioHub reserves the right to take appropriate legal action for any illegal or unauthorized use of the SocioHub Services.

Proprietary Rights in Content on SocioHub.

SocioHub does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you post on or through the SocioHub Services. After posting your Content to the SocioHub Services, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. By displaying or publishing ("posting") any Content on or through the SocioHub Services, you hereby grant to SocioHub a limited license to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content solely on or through the SocioHub Services.

The license you grant to SocioHub is non-exclusive, considered fully-paid and royalty-free and that SocioHub is not required to pay you for the use on the SocioHub Services of the Content that you post, and such content is fully sub-licensable by SocioHub to its affiliates for content syndication or other business purposes.

You represent and warrant that: you own the Content posted by you on or through the SocioHub Services or otherwise have the right to grant the license set forth in and the posting of your Content on or through the SocioHub Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of any Content posted by you on or through the SocioHub Services.

The SocioHub Services contain Content of SocioHub ("SocioHub Content") and its affiliates. SocioHub Content is protected by copyright, trademark, patent, trade secret and other laws, and SocioHub owns and retains all rights in the SocioHub Content and the SocioHub Services. SocioHub hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the SocioHub Content (excluding any software code) solely for your personal use in connection with viewing the SocioHub Website and using the SocioHub Services. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the SocioHub Services.

Responsibility for Content

You are solely responsible for the Content that you post on or through any of the SocioHub Services, and any material or information that you transmit to other Members and for your interactions with other Users.

SocioHub may reject, refuse to post or delete any Content for any or no reason, including Content that in the sole judgment of SocioHub violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. SocioHub assumes no responsibility for monitoring the SocioHub Services for inappropriate Content or conduct. If at any time SocioHub chooses, in its sole discretion, to monitor the SocioHub Services, SocioHub nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.

Prohibited Content & Activity

Prohibited Content includes, but is not limited to, Content that, in the sole discretion of SocioHub:

- Is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual(s) and/or harasses or advocates harassment of another person;

- Exploits people in a sexual or violent manner; contains nudity, excessive violence, or offensive subject matter or contains a link to an adult website; contains child pornography or other such offensive material as not permitted legally in your jurisdiction;

- Criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;

- Solicits personal information from anyone under 18; or posts information that poses or creates a privacy or security risk to any person; solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;

- Promotes or constitutes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; Constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or links to pirated music files;

- Involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";

- Contains restricted or password only access pages or hidden pages or images not directly accessible for direct external links;

- Furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;

- Involves commercial activities and/or sales without prior written consent from SocioHub such as contests, sweepstakes, barter, advertising, or pyramid schemes;

- Includes photograph or video of another person that you have posted without that person's consent; Content that violates the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person;

- Content that uses sexually suggestive imagery or any other unfair, misleading or deceptive Content intended to draw traffic to the profile.

SocioHub reserves the right to investigate and take appropriate legal action against anyone who, in SocioHub's sole discretion, violates these provision, including without limitation, reporting to law enforcement authorities, removing the offending Content from the SocioHub Services and terminating the Membership of such violators.

Protection of Copyrights and Other Intellectual Property.

SocioHub seriously respects the intellectual property of others. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. SocioHub has the right to terminate the Membership of infringers. Please report all copyright or intellectual property infringement complaints to report_abuse@sociohub.com.

Member Conduct and Disputes.

You are solely responsible for your interactions with other SocioHub Members. SocioHub reserves the right, but has no obligation, to become involved in any way with disputes between you and other Members.

Privacy.

All profile related information entered by our members are kept private to the extent permitted by the user themselves in their profile and account settings. You are adviced against sharing any privacy information such as bank accounts, social security numbers, credit cards and any such highly confidential information with any member or services under SocioHub. We keep all your profile information private and do not share with any others, unless as permitted by the public profiles you had set up in your accounts. We do not also provide your email or other identifying information go any other parties and you may be assured of absolute privacy in registering and using the SocioHub services.

Disclaimers.

SocioHub is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted on or through the SocioHub Services, whether caused by Users of the SocioHub Services or by any of the equipment or programming associated with or utilized in the SocioHub Services and such User Content does not necessarily reflect the opinions or policies of SocioHub. Profiles and third party applications created and posted by Members on the SocioHub Website may contain links to other websites. SocioHub is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by SocioHub. Inclusion of any linked website on the SocioHub Services does not imply approval or endorsement of the linked website by SocioHub. When you access these third party sites, you do so at your own risk. SocioHub takes no responsibility for third party advertisements or third party applications that are posted on or through the SocioHub Services, nor does it take any responsibility for the goods or services provided by its advertisers.

SocioHub is not responsible for the conduct, whether online or offline, of any User of the SocioHub Services.

Under no circumstances shall SocioHub be responsible for any loss or damage, including personal injury or death, resulting from use of the SocioHub Services, from any User Content posted on or through the SocioHub Services, or from the conduct of any Users of the SocioHub Services, whether online or offline.

The SocioHub Services are provided "AS-IS" and SocioHub expressly disclaims any warranty of fitness for a particular purpose or non-infringement. SocioHub does not guarantee and does not promise any specific results from use of the SocioHub Services.

Limitation on Liability.

IN NO EVENT SHALL "SocioHub" BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE "SocioHub" SERVICES, EVEN IF "SocioHub" HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SocioHub's LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO "SocioHub" FOR THE "SocioHub" SERVICES DURING THE TERM OF MEMBERSHIP.

U.S. Export Controls.

Software available in connection with the SocioHub Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the SocioHub Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.

Disputes.

The Agreement shall be governed by, and construed in accordance with, the laws of the State of California, without regard to its conflict of law provisions. You and SocioHub agree to submit to the exclusive jurisdiction of the courts located within the State of California to resolve any dispute arising out of the Agreement or the SocioHub Services.

EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.

Indemnifications.

You agree to indemnify and hold SocioHub, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the SocioHub Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth in this Agreement and/or if any Content that you post on or through the SocioHub Services causes SocioHub to be liable to another. Other Terms. This Agreement is accepted upon your use of the SocioHub Website or any of the SocioHub Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and SocioHub regarding the use of the SocioHub Services. The failure of SocioHub to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. SocioHub is a trademark of SocioHub Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

Please contact us at: general@sociohub.com with any questions regarding this Agreement.



BY USING THIS SERVICE AS A VISITOR OR AS A MEMBER YOU AGREE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED HEREIN.