Terms of Use

These Terms of Use (“Terms”) govern your access and use of DALYBYTE INC (the “Company”, “we”, “us” or “our”)’s vvibe app (“Services” or “vvibe”), and related programs, software, etc., and any information, text, graphics, photos, audio or other materials uploaded, downloaded or shared on vvibe app (collectively referred as “Content”) subject to these Terms.

Please read these Terms of Use in full, in addition to the Paid Service Terms, the Community Guidelines, the vvibe User Generated Content Usage Guideline, the Privacy Policy, and other related terms and conditions.

You may not use vvibe unless you agree to these Terms, so please read carefully. vvibe is not provided for children. Your use may be restricted if you are a child under the age of 13 or if you are of an age that requires consent in your country.

1. Your Agreement with the Company

1) Applicable Law: By agreeing to these Terms, you enter into a use agreement with the Company for the Services.

2) Any information that you provide to the Company is subject to our Privacy Policy. You understand that through your use of the Services you consent to collection and use of your information as set forth in the Privacy Policy pursuant to the laws that apply to the use of the Services in a particular jurisdiction, including but not limited to data protection laws and regulations, contract law, and consumer protection law (“applicable law”). As part of providing the Services, we may need to provide you with certain communications, such as in-service notifications and informational messages. These communications are considered as part of the Services, and you may not be able to opt-out from receiving these communications.

2. Posting and Amending Terms

1) We will post the content of these Terms on the landing page of the vvibe service or on a separately connected screen, or provide a pop-up page in order for you to easily access the information.

2) We may amend these Terms if necessary, within a boundary that does not infringe applicable laws such as the Act on Promotion of Information and Communications Network Utilization and Information Protection, etc. (“Information and Communications Network Act”), the Act on the Consumer Protection in Electronic Commerce Transactions, etc., and the Act on the Regulation of Terms and Conditions, or other applicable laws.

3) If the Company amends these Terms, we will notify you of the amended Terms together with the current Terms, specifying the effective date and the reason for the amendment, from seven (7) days prior to the effective date of the amended Terms to the day before the effective date in accordance with the method set forth in Paragraph 1. However, if the change is material, we will announce it thirty (30) days prior to the effective date, and individually notify you of such change via e-mail, etc.

4) If the Company announces or notifies the amended Terms in accordance with the preceding Paragraph and clearly announces or notifies you that you will be deemed to have agreed to the amendment if you do not express intention to refuse the amendment within seven (7) or thirty (30) days, and you fail to express intention to refuse the amendment within such time period, then you will be considered to have agreed to the amended Terms.

5) When you do not consent to the application of the amended Terms, the amended vvibe Terms shall not apply, in which case you may terminate this agreement. Also, the Company may terminate the agreement if there is a special circumstance where the Company cannot apply the existing Terms. In the event of termination of the agreement, the provisions on termination or cancellation of the vvibe services shall apply.

3. vvibe IP Content and User Content

1) “vvibe IP Content” means all content (targeting audio-visually verifiable materials including but not limited to world, booth, avatar, item, video, image, text, story, graphic, music, live broadcast, phrases, etc.) provided by the Company to constitute and operate vvibe services. Copyrights, trademarks, design rights, trade dress, patents and/or other intellectual property rights of all materials included in the Services, including vvibe IP Content and its selection and placement, belong to the Company and are protected by applicable laws.

2) You may create materials such as photos, videos, text, graphics, items (collectively, “User Content” or “vvibe User Generated Content (UGC)”) using vvibe IP Content, and you may actively interact by posting, transmitting, and storing User Content. The Company may suggest or recommend content or features that users may be interested in based on their activities in vvibe, in order to promote active mutual interaction among users. We may also suggest certain ways to experience vvibe for users. But of course, depending on your privacy settings, you can restrict access to your User Content to certain specific people.

3) Your User Content can be viewed by others and you can manage access to your User Content by using the personal information settings function. If User Content has been uploaded to vvibe, we can see it and we take appropriate measures to keep your private content safe. However, please understand that despite our effort, there may be unauthorized access to your private content due to a third party’s attack on the system or security breach.

4) Copyrights and other intellectual property rights for User Content, excluding any elements of vvibe IP Content contained therein, belong to the User Content’s creator. The Company grants to creators of User Content a limited, non-exclusive, revocable license to use the vvibe IP Content contained in such User Content solely for the purposes of creating and posting (both within and outside vvibe) such User Content, and the creator of User Content does not acquire any other intellectual property rights in vvibe IP Content. User Content must be produced and used in a manner in compliance with the Company’s guidelines. In particular, if you use the User Content outside of the vvibe platform, you need to comply with the Company’s “vvibe User Generated Content (UGC) Usage Guideline.” Copyrights and other intellectual property rights for vvibe IP Content belong to the Company, and you may not use vvibe IP Content without the prior written consent of the Company except as expressly permitted in these Terms.

5) By creating or posting User Content on vvibe, the user grants the Company and its affiliates a non-exclusive, royalty-free, perpetual, fully paid-up, irrevocable, transferrable, sublicensable, worldwide license to store, reproduce, save, temporarily save, encode, play, record, sell, sub-license, distribute, transmit, broadcast, sync (or synchronize), edit, modify, make public, exhibit, post, publicize, use and otherwise exploit the User Content and create derivative works of the User Content (including for service promotion, machine learning, and the Company’s sole or joint R&D with its affiliates) for vvibe and the current and future services related to vvibe (“vvibe Related Services”). Similarly, the user grants other users the right to use User Content on the vvibe service internally and externally on vvibe as long as the usage is in accordance with the guidelines provided by the Company. In this case, users can limit the scope of the view of User Content with the privacy settings.

6) The user is solely responsible for the User Content and any and all issues and disputes arising therefrom, and the Company is not responsible at all in the absence of the Company’s willful misconduct or gross negligence. If any User Content violates applicable laws and regulations, these Terms or the Company’s guidelines, or if User Content violates or infringes upon the intellectual property or other rights of third parties, the Company may take measures to restrict the use of the User Content, such as deletion of the content or temporary/permanent suspension of the user account after giving a prior notice to the user. Provided, however, that if it is necessary to take immediate measures, the Company may give ex post facto notice.

7) Repeat Infringer Policy. It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.

4. Compliance with Community Guidelines

Our goal is to allow all users to express themselves through their content and use vvibe services safely and enjoyably. Every user must comply with the Community Guidelines when using vvibe.

1) You should not forcibly send messages to people who do not want to receive messages, nor should you send any message containing infringement of another person’s right, illegal act, fraudulent act or any other similar content.

You should carefully consider the content of the message and to whom you send the message. Anyone can capture the screen of the message. However, messages from you or other users should not be stored or shared with friends except as permitted by laws and regulations or as necessary for compliance with laws and regulations.

2) You should not attempt to engage in unlawful/illegal acts using vvibe, and should use vvibe lawfully. You should not post, view or send the following contents, or any content in violation of the Community Guidelines.

Obscene materials
Nudity or sexually suggestive content involving minors (people under 18 years old)
Content in which a minor engages in physically dangerous and harmful conduct
Privacy Infringement
Threats, hate speech and actions
Harassment and Bullying
Impersonation
Self-Harm
Content advocating or supporting terrorism, hate or extremist ideology
Content that violates other laws and regulations or is against social norms, or violates or infringes upon the intellectual property or other rights of third parties

If any content is found to violate the Company’s Community Guidelines, including the foregoing, the Company may immediately delete the content, take restrictive measures such as temporary/permanent suspension of the user account, and notify the user of the relevant details.

Please take these rules and the Community Guidelines seriously and respect them in the spirit in which they are intended. The Company collects and shares opinions from the vvibe user community, may change or add to these rules and the Community Guidelines, and shall do its best to enforce them in a fair and consistent manner.

Read the full Community Guidelines

To enforce its Community Guidelines, the Company monitors the content (text, audio, image, DM messages, etc.) uploaded, distributed or transmitted to the vvibe services directly or through third parties. If necessary as a result of monitoring, the Company may send a notice to the vvibe user, and if a violation of laws or regulations is found, the Company may take legal measures, such as reporting to an investigation agency, in addition to measures to delete content and restrict use.

5. Feedback

You agree that any feedback, suggestions, ideas, or other information or materials regarding the Company or the Services which you provide, whether by email or otherwise (“Feedback”), are non-confidential.

The Company is free to use the Feedback provided by the user for the purpose of improving the vvibe services, and the user may not exercise any rights relating to the Feedback, including copyright and moral rights. The Company is always listening to the user’s opinion. In accordance with these Terms, users should understand that they may not pursue any claims for the ownership or any other rights or monetary compensation for the Feedback.

6. Prohibited Acts

You will not behave in following manner along with restrictions included in these Terms. Except as expressly permitted in these Terms, using “vvibe IP Content” and vvibe services without prior written consent of the Company is strictly prohibited.

In the event of a prohibited act, the Company may immediately delete the content, take restrictive measures such as temporary/permanent suspension of the user account, and notify the user of the details. In some cases, the user’s right to use the Services granted under these Terms will terminate.

The following acts and behaviors are prohibited on the vvibe services:

Use the Services for any purpose that is illegal, beyond the scope of their intended use, or otherwise prohibited in these Terms and the third party’s terms and conditions relating to certain services;
Use the Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden, or harm the functioning of the Services in any manner;
Compromise the security of the Services;
Send any unsolicited advertising, spam, solicitations, or promotional materials without the other person’s consent;
Use any robot, spider, crawler, scraper, or other automated means or interface not provided by us to access the Services or to extract data;
Reverse engineer any aspect of the Services or do anything that might lead to the discovery of source code or bypass or circumvent measures applied to prevent or limit access to any area, content, or code of the Services;
Use or attempt to use another user’s account without authorization;
Share, lend or allow another user to use an account on one’s behalf (regardless of whether mutually agreed, paid or unpaid)
Attempt to circumvent any content-filtering technology we apply, or attempt to access areas or features of the Services that you are not authorized to access;
Download any portion of the Services, “vvibe IP Content”, or any information contained therein (except page caching), except as expressly permitted on the Services;
Access the vvibe API without authorization or with third-party customers;
Misrepresent or fail to disclose or adequately disclose your relationship with us or promote the products and services as required by applicable laws;
Engage in any harassing, intimidating, predatory conduct, or stalking;
Impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;
Violate publicity, privacy, or data-protection rights of others, including by taking pictures of another individual without receiving their consent;
Infringe any patent, trademark, trade secret, copyright, or other intellectual property or proprietary rights;
Sell, lease, lend or otherwise sell vvibe accounts, messages, usernames or access rights to friend’s links in exchange for money without vvibe’s prior written consent;
Develop any third-party applications which interact with User Content”or the Services without our prior written consent;
Encourage or facilitate any unlawful or unauthorized use of the Services or violation of these Terms;

You further agree to abide by any third-party terms which apply to the Services or when posting reviews of vvibe, including the iTunes App Store Terms of Service or the Android Market Terms of Service. Posting vvibe usernames in app store reviews is strictly prohibited and may result in us deleting your vvibe account.

7. Your Right to use the Services

The Company gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software which is provided to you by the Company as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by the Company, in a manner permitted by these Terms.

1) Account Information: To use the Services, you must create a vvibe account. You are responsible for the security of the log-in credentials and for all actions taken through your account.

2) You agree that you will not copy, reproduce, re-post, alter, download, transmit, modify, display, reverse engineer, sell and promote, rent, lease, transfer, distribute, license, sublicense, or exploit all or any part of the programs or software related to vvibe Services.

8. The Company Rights.

All titles, intellectual property rights, other rights, and interests in and to the Services (other than User Content, but including any elements of vvibe IP Content contained in User Content) are and shall remain the exclusive property of the Company. The Services are protected by copyright, trademark, and other laws. Except as expressly permitted in these Terms, you may not use the name of the Company or any of the Company trademarks, logos, domain names, or other distinctive brand features.

Any feedback, comments, or suggestions you may provide regarding the Company and the Services are entirely voluntary and we may use such feedback for the purpose of improving the Services in accordance with Article 5 of these Terms.

9. Copyright Policy

1) If a user’s content contains information which violates applicable laws such as the Information and Communications Network Act and Copyright Act, you may request suspension or deletion of relevant “post” in accordance with procedures determined by applicable law, and the Company may take measures in accordance with applicable law.

2) We may immediately delete the content or take restrictive measures such as temporary/permanent suspension of the user account if there is a reason for recognition of an infringement of rights or if there is a violation of applicable laws and regulations or the Company’s policies, even without the request by right holder pursuant to the preceding paragraph, and without any liability. In appropriate circumstances, the Company may also terminate the user’s account if the user repeatedly infringes the copyright.

10. Our Disclaimer for Warranties

1) You acknowledge and agree that by accessing or using the Service, you may be exposed to materials from others which you may consider unpleasant, lewd, offensive, or otherwise objectionable, and agree to accept such risk. Content exposed on the Company’s website or Service may not reflect the Company’s opinion, and we do not support or endorse any content posted by users of the Service.

2) The Company is taking appropriate measures to protect users’ content in a safe manner, but we cannot fully prevent all risks that may arise from the exposure of such content.

3) Disclaimer for Warranties: YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY’S SERVICES, WEBSITE, APPLICATION, CONTENT AND ALL OTHER MATERIALS ARE PROVIDED TO YOU “AS IS” WITHOUT ANY EXPRESS OR IMPLIED LEGAL WARRANTY. FOR EXAMPLE, WE MAKE NO WARRANTY THAT (a) THE SERVICES OR MATERIALS WILL MEET YOUR REQUIREMENTS OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (b) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE, SERVICES, OR MATERIALS WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; OR THAT (c) ANY ERRORS OR DEFECTS IN THE WEBSITE, SERVICES, OR MATERIALS WILL BE CORRECTED IMMEDIATELY.

11. Our Limitation on Liability

In no event will the Company OR ITS SUPPLIERS, AND THEIR RESPECTIVE EXECUTIVES, DIRECTORS, EMPLOYEES, AND AGENTS be liable for any indirect, special, punitive, incidental, or consequential damages which result from (a) the use of, or inability to use, the Service; (b) provision of the Service or any materials available therein; or (c) the conduct of other users of the Service, unless there is willful misconduct or gross negligence on the part of the Company.

12. Your Indemnification to Us

You agree, to the extent permitted by law, to defend and indemnify the Company and its affiliates’ directors, officers, stockholders, employees, users, and agents from and against any and all issues, claims, damages, liabilities, and expenses (including all expenses permitted by applicable law, such as attorneys’ fees) arising out of or in connection with:

(1) The Company’s use and any third party’s use of the User Content;

(2) your use of vvibe and your activities in connection with vvibe;

(3) your violation or alleged violation of any laws, rules, and regulations in connection with your use of vvibe or your activities in connection with vvibe;

(4) any claim that the User Content infringes, violates, or misappropriate any copyright, trademark, trade secret, design right including trade dress, patent, publicity right, privacy, confidentiality obligation or other right of any third party;

(5) your use of products or services provided by a third party in connection with your development and submission of User Content;

(6) any misrepresentation or fraud by you; or

(7) any breach or alleged breach of your representations, warranties, or obligations, including any allegations that you have breached these Terms.

The Company reserves the right to take on the exclusive defense and control of any matter subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with the Company in defense of that claim.

13. Settling Disputes

1) Unless otherwise specified in writing, these Terms shall be governed by and construed in accordance with the laws of the United States of America, and any dispute with the Company shall be subject to the exclusive jurisdiction of the district court having jurisdiction over the address of the user at the time of filing the complaint, and if there is no address, the district court having jurisdiction over the user’s residence. Provided, however, that if the address or residence of the user is not clear at the time of filing the complaint, the competent court shall be determined in accordance with the Civil Procedure Act.

2) Disclaimer: You and the Company each disclaim any liabilities and rights under the U.N. Convention on Contracts for the International Sale of Goods, and agree not to apply them to the use of the Services.

14. Termination

1) You may cease to use the Service at any time by canceling the Service. At the end of use of the Service:

– Your vvibe account will be deleted and personal information will be deleted in accordance with applicable laws and regulations, such as the Personal Information Protection Act.

– The goods you held in vvibe will be extinguished. You should receive necessary refunds before the end of use, and if you cancel voluntarily without any refund request, the Company shall not be liable for restoration or refund, etc.

– All records of your activity within the Service and related information will be deleted 30 days after your cancellation of the Service (e.g., item, customization, purchase history, linked services, etc.).

– The processing of data submitted through vvibe Studio shall be subject to the vvibe Studio Terms of Use.

2) We may add, modify, or amend all or part of the Service for the operation or improvement of the Service. We may also temporarily or permanently stop providing the Service or add new restrictions. Unless otherwise provided in applicable laws and regulations, the Company will not provide any separate compensation for any modification, amendment or termination of all or part of Service provided free of charge.

3) If the Services are materially modified, amended, suspended or terminated, the Company will provide advance notice if foreseeable or shall make reasonable efforts to provide ex post facto notice if unforeseeable. In the event of interruption or termination of the Services, the Company will cooperate to restore the User Content.

15. General Terms

1) Severability: Even if a court finds any section of these Terms invalid or unenforceable, the rest of these Terms still apply.

2) Non-Waiver: Even if we do not enforce (or we delay enforcement) of these Terms against you, it will not be deemed a waiver of right to enforce these Terms.

3) Assignment or Transfer: You cannot assign or transfer your rights or obligations under this agreement to someone else without the Company’s written permission. However, in the event of a merger and acquisition or a transfer of the Service, the Company may assign its rights and obligations that the Company bears with the user without the consent of the user in accordance with the procedures set forth in applicable laws and regulations.

4) Entire Agreement: These Terms are an entire, exclusive agreement between the Company and you regarding the Services, and these Terms supersede and replace any prior agreements between the Company and you regarding the Service. In the event of any conflict or inconsistency between these Terms of Use and other vvibe terms, the provisions of other vvibe Terms will govern. We may amend these Terms from time to time. We will notify you of changes via appropriate means as prescribed in Article 2 of these Terms. If you fail to explicitly express your intent to refuse the amended Terms within a certain period after the amendment, you will be deemed to have consented to the amended Terms.

16. For Users in the United States

The following terms shall apply to users residing in the United States:

1) Disputes. In the event of a Dispute, before filing a lawsuit, you or the Company must give the other a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and a proposed solution, including any relief sought (a “Notice of Dispute”). You must send any Notice of Dispute by certified U.S. Mail or Federal Express (signature required) to the Company at [6 Courtney lane, Danville, 94506] and also via e-mail to [customerservice@vvibe.ai]. The Company will send any Notice of Dispute to you by certified U.S. Mail or Federal Express (signature required) to your address if we have it, or otherwise to your email address. You and the Company will attempt to resolve any Dispute through informal negotiation within thirty (30) days from the date the Notice of Dispute is sent.

2) Governing Law; Exclusive Jurisdiction. These Terms shall be governed by, and construed and interpreted in accordance with, the laws of the State of California (without giving effect to conflict of law principles). You and the Company each agree that any dispute between you and the Company will be litigated in the state or federal courts located in San Francisco County, California, and that California law will apply for purposes of resolving choice of law questions. You agree to submit to the personal and exclusive jurisdiction of those courts.

3) Compliance with Local Law. By using the Services, you agree to comply with all applicable federal, state, and local laws.

4) User Content. By using the Services, you understand that you may be exposed to content, including User Content, from a variety of sources and acknowledge that such content may be inaccurate, inappropriate, offensive, indecent, or otherwise objectionable. You agree that, to the maximum extent permitted by applicable law, the Company will not be responsible or liable for User Content shared by you, by other users, or a third party.

Section 3(6) shall be modified to provide that each user is solely responsible for the User Content they create and any and all issues and disputes arising therefrom.

5) Limitation of Liability. Section 15 shall be modified to provide that in no event will the Company OR ITS SUPPLIERS, AND THEIR RESPECTIVE EXECUTIVES, DIRECTORS, EMPLOYEES, AND AGENTS be liable for any indirect, special, punitive, incidental, or consequential damages which result from (a) the use of, or inability to use, the Services; (b) provision of the Services or any materials available therein; or (c) the conduct of other users of the Services, without regard for the existence of misconduct or negligence on the part of the Company.

6) Waiver, Severability & Assignment. The Company’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. The Company may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.

7) Posting & Amending Terms. Section 2 shall be modified to provide that Company may amend these Terms at any time. We will provide notice of any material changes to these Terms through a reasonable means of notification, such as by posting such amended Terms on our website (vvibe.ai) and vvibe app and updating the date on which the Terms were last updated, as indicated in these Terms. Your continued use of the Services following any notice we provide will confirm that you have agreed to the amended Terms. If you do not agree to amendments to these Terms, you should no longer use the Services.

Addendum

① These Terms will be effective from October 18th, 2023.