Last Updated: September 22, 2025
Hello, and welcome! This Terms of Service is an agreement between you and SCIENJOY META TECHNOLOGY L.L.C, These terms cover the websites accessible at SoulChat AI (the “Site”) and the SoulChat AI mobile applications (the “App”). In these terms, we sometimes refer to SCIENJOY META TECHNOLOGY L.L.C, as “SoulChat AI,” “the Company,” or “us.” We refer to the Site and the App, together with any content, tools, features, and functionality offered on or through them, collectively as the “Services.”
These terms govern your access to and use of the Services. Please read them carefully, as they contain important information about your legal rights. By accessing or using the Services, you agree to these terms. If you do not understand or agree to these terms, please do not use the Services.
In these terms, “you” and “your” refer to you as the user of the Services. If you use the Services on behalf of a company or other entity, then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these terms, and (b) you agree to these terms on the entity’s behalf.
PLEASE NOTE: THESE TERMS CONTAIN AN ARBITRATION CLAUSE AND A CLASS ACTION WAIVER. BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE ALL DISPUTES WITH US THROUGH BINDING INDIVIDUAL ARBITRATION. THIS MEANS YOU WAIVE ANY RIGHT TO HAVE THOSE DISPUTES DECIDED BY A JUDGE OR JURY, AND THAT YOU WAIVE YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, OR REPRESENTATIVE ACTIONS. YOU HAVE THE RIGHT TO OPT OUT OF ARBITRATION AS EXPLAINED IN THE SECTION BELOW TITLED “DISPUTE RESOLUTION BY BINDING ARBITRATION.”
Your Registration Obligations. When you register to use the Services, you agree to provide accurate and complete information about yourself. If you are under 13 years old, or if you are under 16 years old and a citizen or resident of the European Economic Area (EEA) or the United Kingdom (UK), do not register for the Services—you are not authorized to use them.
Member Account, Password and Security. You are responsible for maintaining the confidentiality of your password and account, and are fully responsible for any and all activities that occur under your password or account. You agree to immediately notify SoulChat AI of any unauthorized use of your password or account or any other breach of security, and ensure that you exit from your account at the end of each session when accessing the Service. SoulChat AI will not be liable for any loss or damage arising from your failure to comply with this paragraph.
General Practices Regarding Use and Storage. You acknowledge that SoulChat AI may establish general practices and limits concerning use of the Service. These may include, without limitation, the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on SoulChat AI’s servers on your behalf. You agree that SoulChat AI has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that SoulChat AI reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that SoulChat AI reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
Email Notices. You agree to receive electronic notices from us at the email address you have provided to us. These notices may be about your account, changes to our services, or other updates or marketing information related to our Services.
User Conduct. In addition to agreeing to abide by our Community Guidelines (which are incorporated herein by reference), you agree to the following conditions when using the Services.
You are solely responsible for all content that you submit to the Services. (When we say “Content You Submit” and similar terms, we mean anything you attempt to post, transmit, or share, including without limitation text, images, sound, video, graphics, information, or other data.) Your use of the Services may be subject to the license and usage restrictions set forth in the CreativeML OpenRAIL M License. You agree not to submit any of the following:
You likewise agree that, when using the Services, you will not engage in any of the following:
In situations where SoulChat AI chooses to support voice, audio, or video features, you agree that, when using the Services, you will not engage in any of the following:
Content Moderation. We reserve the right to investigate and take appropriate action against anyone who, in our sole discretion, violates the provisions above. That action may include, without limitation, restricting the visibility of, suspending, or removing content from the Service, suspending or terminating your account, and reporting you to law enforcement authorities.
We use automated and human measures to help identify activity that may be illegal (like terrorism content and child sexual exploitation and abuse content), non-compliant, and/or a failure to abide by these Terms of Service and/or our Community Guidelines.
You can report content and make other complaints by sending an email stating the reason for the complaint and attaching corresponding proof. We may share information from your report with the user who provided the content being reported, in connection with investigating whether the reported content complies with these Terms of Service and applicable law, and in order to provide our reasoning for any action we take.
Content You Submit. When you submit content to the Services, you represent and warrant that you own all rights, title, and interest in and to that content (including, without limitation, all copyrights and rights of publicity), or that you have obtained all necessary licenses, approvals, and authorizations to submit it to the Services for the uses contemplated in these terms.
When you submit such content, you retain whatever ownership rights you may have had in it in the first place. To the fullest extent permitted by law, you grant SoulChat AI a nonexclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, transmit, make available, store, modify, exploit, commercialize and otherwise use that content for any SoulChat AI-related purpose in any form, medium or technology now known or later developed, including, without limitation, to operate, improve, and provide the Services. You agree that these rights and licenses include a right for SoulChat AI to permit other users of the Services to create “mash-ups” or otherwise use content that uses portions of the Content You Submit. You agree that these rights and licenses also include a right for SoulChat AI to make the content available to, and pass these rights along to, others with whom we have contractual relationships, and to allow third parties to access or disclose the content to them where we determine that such access is or may be necessary or appropriate.
Although we have no obligation to do so, we may access, review, screen, edit, modify, and delete your content at any time and for any reason, including to provide and develop the Service or if we think the content violates these Terms or any applicable law.
Generated Content. When you use the Services to create an automated AI character (a “Character”) pursuant to these terms, then as between you and SoulChat AI, you own all rights in that Character. When you use the Services to generate any sort of content—for example, Character responses, other dialogue, images, or video from your own Characters or from others’ (collectively, “Generated Content”)—then as between you and SoulChat AI, you own that Generated Content. In both cases, to the fullest extent permitted by law, you grant SoulChat AI a nonexclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, transmit, make available, store, access, modify, exploit, commercialize, and otherwise use that Character and all Generated Content for any purpose in any form, medium or technology now known or later developed, including without limitation (i) to facilitate other users’ interaction with the Character and eliciting of Generated Content; (ii) to promote the Services both within and outside the Services; and (iii) to take all of the actions described in the “Content You Submit” section above.
Service Content, Software and Trademarks. You acknowledge and agree that the Services may contain content or features that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. In using the Services, you will not engage in or use any data mining, robots, scraping, or similar automated data gathering or extraction methods. If you are blocked by us from accessing the Services (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address), and any further access of the Services is unauthorized by SoulChat AI. Except as specifically authorized by this agreement, any other use of the Services or content on the Services is strictly prohibited. We reserve any rights not expressly granted herein.
The SoulChat AI name and logos are trademarks of SoulChat AI (collectively the “SoulChat AI Trademarks”). Other trademarks used and displayed via the Services may be trademarks of their respective owners who may or may not endorse or be affiliated with or connected to SoulChat AI. Nothing in these terms or the Services should be construed as granting, any license or right to use any of the SoulChat AI Trademarks without our prior written permission in each instance. All goodwill generated from the use of SoulChat AI Trademarks will inure to our exclusive benefit.
Third-Party Material. Under no circumstances will SoulChat AI be liable in any way for any content or materials of any third parties, including Characters created by third parties and any Generated Content. This includes, but is not limited to, intellectual-property infringement, any errors or omissions in any content, and any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that we do not pre-screen content and that AI-generated conversations are, by their nature, unpredictable and may result in Generated Content that is inaccurate or offensive. You agree that you must evaluate, and bear all risks associated with, the use of any content or Generated Content. You should not rely on the accuracy or completeness of statements made in content or Generated Content, and if you do, you acknowledge that you do so at your own risk.
You acknowledge our right (but not our obligation) in our sole discretion to refuse or remove any content that is available via the Service (including Characters and Generated Content). Without limiting the foregoing, we have the right to remove any content that violates these terms or is deemed by us, in our sole discretion, to be otherwise objectionable.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Services that you provide to SoulChat AI are non-confidential, and that we will be entitled to the unrestricted use and dissemination of this information for any purpose without acknowledgment or compensation to you.
You acknowledge and agree that we may preserve content and metadata in accordance with applicable law and our Privacy Policy. You acknowledge and agree that we may disclose content and/or metadata if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these terms; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of SoulChat AI, its users and the public.
SoulChat AI respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you may notify SoulChat AI of your infringement claim in accordance with the procedure set forth below.
DMCA Notice. SoulChat AI will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A written notification of claimed copyright infringement should be mailed to:
SCIENJOY META TECHNOLOGY L.L.C,To be effective, the notification must be in writing and contain the following information:
Counter-Notice. If you believe that your content was removed or disabled as a result of a DMCA notice, and you believe that the content is not infringing, you may send us a written counter-notice containing the following information:
If we receive a counter-notice, we will send a copy of the counter-notice to the original complaining party informing them that we will restore the removed/disabled content within 14 business days unless the original complaining party informs us that they have filed a court action regarding the content.
Repeat Infringer Policy. In accordance with the DMCA and other applicable law, SoulChat AI has adopted a policy of terminating, in appropriate circumstances and at our sole discretion, users who are deemed to be repeat infringers. SoulChat AI may also at its sole discretion limit access to the Service or terminate the registrations of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
The Services or third parties may provide links or other access to other sites and resources on the Internet or to third-party applications. SoulChat AI has no control over such sites, resources, or applications and SoulChat AI is not responsible for and does not endorse them. You acknowledge and agree that SoulChat AI will not be responsible or liable, directly or indirectly, for any damage or loss caused by or in connection with the reliance on any content, events, goods or services available on or through any such site, resource, or application. Any dealings you have with third parties during your use of the Service are between you and the third party, and you agree that SoulChat AI is not liable for any loss or claim that you may have against any such third party.
Billing. If you purchase any Services, you will provide complete and accurate billing information, including a valid payment method. For paid subscriptions, we will automatically charge your payment method on each agreed-upon periodic renewal date until you cancel. You are responsible for all applicable taxes, and we will charge tax when required. If your payment cannot be completed, we may downgrade your account or suspend your access to our Services until payment is received.
Cancellation. You can cancel your paid subscription at any time. When the cancellation becomes effective, you will continue to have access to your subscription until the end of your current billing period. Payments are non-refundable, except where required by law. These terms do not override any mandatory local laws regarding your cancellation rights.
The specific way you manage and cancel your subscription depends on the channel through which you originally purchased it:
For subscriptions purchased on an iOS device, you will need to manage and cancel directly through your Apple ID account. Apple is responsible for handling all related subscription and billing matters.
For subscriptions purchased on an Android device, you will need to manage and cancel directly through your Google Play account. Google Play is responsible for handling all related subscription and billing matters.
Changes. We may change our prices from time to time. If we increase our subscription prices, we will give you at least 30 days’ notice and any price increase will take effect on your next renewal, so that you can cancel if you do not agree to the price increase. Please note that the features and functionalities of our paid services are generally dynamic and may change at any time without notice.
Points. Points refer to the specified payment method provided by SoulChat AI, through which users can enjoy designated paid products and services offered by SoulChat AI after paying a certain fee. Points do not have the function of circulating as legal currency or making payments and cannot be exchanged back into legal currency or physical items. SoulChat AI reminds users that point payment services are not deposits, prepayments, or other refundable goods or property rights.
Users understand and agree that points are not subject to unconditional returns, and once the recharge is successful, the transaction is considered complete. Users may not request a refund on the grounds that there are remaining points in the account after consumption is completed.
When purchasing points, you should carefully confirm that the transaction information such as the account, payment account, purchase quantity, and purchase fee is accurate. Any losses resulting from your own actions (including but not limited to incorrect account information, incorrect payment account information, improper operation, or abnormalities in the account/payment account) shall be borne by you.
The recharge amount collected by this service is a general charging channel or billing method provided by SoulChat AI to collect fees for Internet value-added services from end users. This recharge amount cannot be used for any products or services other than those designated by SoulChat AI.
SoulChat AI reserves the right to determine the tariff standards and charging methods for the services provided. SoulChat AI may set different tariff standards and charging methods for different services and may determine different tariff standards and charging methods for different stages of the services provided by SoulChat AI.
Users can log into SoulChat AI and check the purchased or unused points on the "Account" page.
Users whose accounts are frozen and/or terminated due to violations of this agreement may not request any compensation or reimbursement from SoulChat AI.
You agree to release, indemnify and hold SoulChat AI and its affiliates and their officers, employees, directors and agents harmless from any and all losses, damages, and expenses of any and every kind arising out of or in connection with your use of the Services. Without limiting the foregoing, the above release and indemnity includes reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or in connection with your use of the Service.
If you are a California resident, you waive California Civil Code Section 1542, which says:
“A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SOULCHAT AI EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. SOULCHAT AI MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE.
YOU UNDERSTAND AND AGREE THAT SOULCHAT AI WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SOULCHAT AI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) YOUR ACCESS TO, USE OF, CREATION OF, OR INTERACTION WITH ANY CONTENT, CHARACTER, OR GENERATED CONTENT; (III) YOUR SHARING OF ANY CONTENT, CHARACTER, OR GENERATED CONTENT WITH ANY THIRD PARTY; (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (V) STATEMENTS OR CONDUCT OF ANY THIRD PARTY (INCLUDING USERS) ON THE SERVICE; OR (VI) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL SOULCHAT AI’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE GREATER OF (I) ONE HUNDRED DOLLARS ($100); OR (II) THE AMOUNT, IF ANY, YOU HAVE PAID SOULCHAT AI FOR USE OF THE SERVICE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE OR WITH THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
IF YOU ARE LOCATED IN THE EUROPEAN ECONOMIC AREA, THIS PARAGRAPH APPLIES: The exclusion from liability shall not apply for damages resulting from a breach of a core contractual duty or from an intentional or grossly negligent act on our part or by our legal representatives or employees. In the case that we breach a core contractual duty only as a result of slight negligence, our liability is limited to typical, foreseeable damages. Liability for negligent injury to life, body or health shall remain unaffected.
THIS SECTION AFFECTS YOUR RIGHTS, PLEASE READ IT CAREFULLY.
Arbitration Agreement. This “Dispute Resolution by Binding Arbitration” section in these terms is referred to as the “Arbitration Agreement” in these terms. You and SoulChat AI agree that all disputes or claims that have arisen or may arise between you and SoulChat AI, whether arising out of or relating to these terms (including any alleged breach thereof), the Site or the Service, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. JAMS will administer the arbitration and select the arbitrator as described below. The Federal Arbitration Act governs the validity and enforcement of this Arbitration Agreement.
This Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against SoulChat AI on your behalf.
Jury Trial and Class Action Waiver. YOU AND SOULCHAT AI AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND SOULCHAT AI ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY.
How to Opt Out. If you do not wish to be bound by the Arbitration Agreement, you must notify SoulChat AI in writing within 30 days of the date that you first agree to these terms, by sending an email to info.soulchatAI@sjverse.com stating that you do not wish to resolve disputes with SoulChat AI by arbitration. Opting out of the Arbitration Agreement does not affect any other part of these terms.
Pre-Arbitration Dispute Resolution Procedures. SoulChat AI is always interested in resolving disputes in a friendly and fair way, so if you have a concern, we strongly encourage you to first contact us at info.soulchatAI@sjverse.com. Our support team can help and can usually resolve any concern you may have.
If this is not successful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to SoulChat AI should be sent to: SCIENJOY META TECHNOLOGY L.L.C, 10th floor, CODE Business tower, Al Barsha 1, Dubai, United Arab Emirates. The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought.
You and SoulChat AI agree to allow 60 calendar days after the Notice is received for us to try to resolve any dispute through negotiations. During this period, neither party may submit a claim to arbitration. If SoulChat AI and you are unable to resolve the claim within 60 calendar days after the Notice is received, you or SoulChat AI may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by SoulChat AI or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or SoulChat AI is entitled.
Arbitration Procedures. The arbitration will be conducted by a neutral arbitrator in accordance with the JAMS Streamlined Arbitration Rules & Procedures (collectively, the “JAMS Rules”), as modified by this Arbitration Agreement. For information about JAMS and the JAMS Rules, please visit their website at https://www.jamsadr.com. In the event of any inconsistency between any term of the JAMS Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these terms and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless SoulChat AI and you agree otherwise, any arbitration hearings will take place in San Francisco, California. If attending an arbitration hearing in San Francisco, California, would present a serious hardship to you, the location of the arbitration hearing shall be determined by the JAMS-appointed arbitrator in a virtual or other mutually accessible proceeding. If your claim is for $10,000 or less, SoulChat AI agrees that you may choose whether the arbitration will be conducted solely on the basis of written materials and documents submitted to the arbitrator or by a hearing as well, and that you may choose for any such hearing to be conducted by telephone or video conference, or by an in-person hearing as established by the JAMS Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the JAMS Rules. At the conclusion of the arbitration, the arbitrator shall issue a reasoned written decision (called an Award) sufficient to explain the essential findings and conclusions on which the award is based.
Requirement of Individualized Arbitration and Relief. YOU AND SOULCHAT AI AGREE THAT WE MAY EACH BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. EXCEPT FOR MASS ARBITRATIONS AS DESCRIBED IMMEDIATELY BELOW, UNLESS BOTH YOU AND SOULCHAT AI AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT BE GRANTED TO OR AFFECT OTHER USERS.
Mass Arbitration. If 25 or more individuals, represented by the same law firm or law firms acting in concert, submit similar arbitration claims against the same or related parties, you and SoulChat AI agree that the JAMS Mass Arbitration Procedures & Guidelines will apply to those claims, as a mass arbitration. The JAMS Mass Arbitration Procedures & Guidelines are specifically designed to promote the fair, speedy, and efficient conduct of large-scale arbitrations; they are published at https://www.jamsadr.com/mass-arbitration-procedures.
In addition to being governed by the JAMS Mass Arbitration Procedures & Guidelines, all mass arbitrations involving 75 or more claimants must be resolved through the following two-staged bellwether procedure:
The bellwether procedure may be modified in whole or in part by mutual agreement of you and SoulChat AI. The process administrator shall resolve any disputes regarding the applicability or enforceability of the bellwether procedure.
Arbitration Fees. Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules and the JAMS schedule of arbitration fees and costs in effect at the time the arbitration is commenced, unless otherwise provided in this Arbitration Agreement. If the arbitration is part of a mass arbitration subject to the JAMS Mass Arbitration Procedures & Guidelines, arbitration fees will be determined by the JAMS Mass Arbitration Procedures fee schedule.
Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all parties.
Small Claims. Notwithstanding the Arbitration Agreement, either you or SoulChat AI may bring an action seeking only individualized (non-class) relief in a small claims court for the county of your billing address, so long as the action is not removed or appealed to a court of general jurisdiction or a federal court. If an arbitration claim initiated by you or SoulChat AI could be brought in a small claims court, the other party may, at its option, require that the arbitration demand be withdrawn, and the claim be refiled in the small claims court for the county of your billing address, so long as the action is not removed or appealed to a court of general jurisdiction or a federal court. Any dispute about whether a claim belongs in any particular small claims court will be resolved by that small claims court, not by an arbitrator. In the event of any such dispute, the arbitration proceeding will remain closed until the small claims court issues a decision that the claim should proceed in arbitration.
Severability. If a court or the arbitrator decides that any term or provision of this Arbitration Agreement is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. The remainder of these terms will continue to apply.
For the avoidance of doubt, nothing in this Arbitration Agreement will affect any of your non-waivable statutory rights. In any case where a claim, dispute, or controversy is covered by these terms but, by law, cannot be arbitrated or otherwise, you agree that such claim or dispute will be resolved exclusively pursuant to the subsection of these terms titled “Choice of Law, Jurisdiction, Venue.”
Future Changes to Arbitration Agreement. Notwithstanding any provision in these terms to the contrary, SoulChat AI agrees that if it makes any future change to this Arbitration Agreement (other than a change to the notice address) while you are a user of the Service, you may reject any such change by sending SoulChat AI written notice within thirty (30) calendar days of the change to the notice address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these terms (or accepted any subsequent changes to these terms).
You agree that SoulChat AI, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if SoulChat AI believes that you have violated or acted inconsistently with the letter or spirit of these terms.
If you are suspended or your account is terminated from the Service for breach of these Terms of Service, or the content you generate, upload, or share is removed from the Service, or its access is restricted, you have the right to bring an action for breach of contract, if granted by local law.
SoulChat AI may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of these terms may be effected without prior notice, and acknowledge and agree that SoulChat AI may (but has no obligation to) immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Termination of your account or access to any part of the Services will not terminate SoulChat AI’s rights to your content. Further, you agree that SoulChat AI will not be liable to you or any third party for any termination of your access to the Service.
Entire Agreement. These terms constitute the entire agreement between you and SoulChat AI and govern your use of our Services, superseding any prior agreements between you and SoulChat AI with respect to the Services.
Choice of Law, Jurisdiction, Venue. If you are not a consumer in the European Economic Area, these terms will be governed by the laws of the State of California without regard to its conflict of law provisions, and with respect to any disputes or claims not subject to arbitration, as set forth above, you and SoulChat AI agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Santa Clara County, California.
If you are a consumer in the European Economic Area, these terms will be governed by the laws of the country of your habitual residence, without regard to its conflict of law provisions. If you are a consumer and have your habitual residence in the EU, you additionally enjoy the protection afforded to you by mandatory provisions of the law of your country of residence. You and SoulChat AI agree to submit to the non-exclusive jurisdiction of the state and federal courts located within Santa Clara County, California. This means that you may bring a claim to enforce your consumer protection rights in connection with these Conditions of Use in California or in the EEA member state in which you live.
We are neither willing nor obliged to participate in dispute resolution proceedings with consumers before a consumer arbitration board under the EU Consumer ADR Directive.
Severability. If any provision of these terms is found by a court of competent jurisdiction to be invalid, the parties agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these terms remain in full force and effect.
No Waiver. The failure of SoulChat AI to exercise or enforce any right or provision of these terms will not constitute a waiver of such right or provision.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or these terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
If you are located in the European Economic Area, the following shall apply: The aforementioned statute of limitations shall not apply for claims based on a breach of a core contractual duty or based on an intentional or grossly negligent act on our part or by our legal representatives or employees. Liability for negligent injury to life, body or health shall remain unaffected.
Assignment. You may not assign these terms without the prior written consent of SoulChat AI, but SoulChat AI may assign or transfer these terms, in whole or in part, without restriction.
Notices. Notices to you, including notices of changes to these terms, may be made via email or regular mail. You agree to provide SoulChat AI with a current email address, to monitor your email on a regular basis for communications from SoulChat AI, and to provide SoulChat AI with an updated email address if you can no longer receive email at the address previously provided. The Site may also provide notices of changes to these terms or other matters by displaying notices or links to notices to you generally on the Service.
We reserve the right, at our sole discretion, to change or modify portions of these terms at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these terms were last revised. Material changes will become effective no sooner than 30 days after they are posted, except that changes addressing new functions of the Services or changes made for legal reasons will be effective immediately. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new terms.
If you have any questions about our Services, or to report any violations of these terms, please contact us at info.soulchatAI@sjverse.com.