End User License Agreement

The subsequent Terms of Use delineate your responsibilities when availing of our mobile application (“App”) or Service (as defined herein), or any of the information, text, graphics, videos, or other files, materials, data or content of any sort that are created or furnished by or through the App or the Service, or through your ability to sell products on the App and generate User Contributed Content (as defined herein). Kindly also peruse our Privacy Policy, which forms a part of these Terms of Use and which details our practices regarding the handling of any personal information that you might furnish to us.

Acceptance of these Terms of Use
The App is accessed by you in consonance with the Terms of Use delineated herein (“Terms of Use”, “Terms of Service” or “Agreement”). Kindly peruse these Terms of Use scrupulously before employing the App or the Service. By accessing the App or availing any portion of the Service, you express your consent to be bound by these terms and conditions. If you do not concur with all these terms and conditions, then you may not access the App or make use of the Service. Nothing within this Agreement shall be construed as conferring any third-party rights or benefits.
Modifications of these Terms of Use
We may revise these Terms of Use from time to time, and the most current version will be obtainable on the App. If the revision(s), at our sole discretion, is deemed a substantial change, we may endeavor to notify you by posting an announcement on the App. You are responsible for reviewing and becoming acquainted with any modification, and you consent to be bound by such modifications or revisions. The utilization of the App or the Service subsequent to any such revision(s) indicates your acceptance of the terms and conditions of these Terms of Use as modified.
Service Description, Disclaimers, and Releases
The main role of Chatly is to connect you with new friends from all over and it offers real-time streaming for one-on-one chats and comments. Chatly is a user platform. It has no control over users or their behavior. Chatly doesn't take responsibility for or guarantee the accuracy and legality of user-provided info. Users must settle disputes among themselves and release Chatly from liability.
When using the service, don't: (i) Share personal contact info with others, (ii) Engage in illegal or improper behavior, (iii) Exhibit indecent, pornographic, etc. conduct, (iv) Conduct commercial activities or value-exchanging transactions. Take precautions in interactions. You know Chatly isn't responsible for content accuracy. You might be exposed to offensive content but waive rights against Chatly. The service and its content may violate local laws; it's your responsibility to ensure compliance and indemnify Chatly if violated. Chatly may remove or ban you for violating terms, especially for Moments or Video Chat content.
Your Registration Responsibilities
The App and Service are accessible only to registered users with a Chatly account created via phone number. By registering and accessing, you explicitly accept and agree to this Agreement. The use, registration, and account creation are for individuals aged 18 or above. You warrant being at least 18. If under 18, don't register. With parental/guardian approval, under-18s can use. Review terms with them.
You are not allowed: (i) Use others' names as your User ID to imitate, (ii) Use someone else's name without authorization, (iii) Use offensive User ID names, (iv) Use others' accounts without permission, (v) Buy/sell/rent/lease account access without written permission.
We can refuse or cancel User IDs. If your selected ID infringes on others' rights, we can remove or reclaim it. You're responsible for activities and keeping your password safe. Notify us of unauthorized use. Creating multiple accounts may lead to termination. Contact us for questions on multiple accounts.
Ownership and Standards of User-Generated Content
When using the Service, you create or upload various kinds of data and information, such as photos, text, messages, posts, html, URLs, pictures, videos, and other content (collectively called "User-Generated Content"). Whether it's publicly posted or privately sent, the responsibility for such content lies solely with the Chatly user who originated it. You are fully responsible for all the User-Generated Content you upload, post, email, send, or make available through the App or the Service. We may monitor or control the posted content but are not obligated to do so and bear no responsibility for it.
Any content or material you upload via the App or the Service is considered non-confidential and non-exclusive. We have the right to reveal your identity to any third party claiming that your uploaded/posted material violates their intellectual property, privacy, or other rights. When using the App or the Service, you agree not to generate or upload any User-Generated Content that: (1) is inappropriate or illegal for other users, including but not limited to anything defamatory, inaccurate, unlawful, harmful, threatening, abusive, harassing, vulgar, offensive, obscene, pornographic, hateful, or promoting violence, discrimination, bigotry, racism, or hatred, as determined by Chatly at its sole discretion; (2) contains viruses, time-bombs, worms, cancelbots, Trojan horses, or other harmful code; (3) attempts to reverse lookup or trace information of other users or visitors, or uses the Services to obtain such information; (4) tries to gain unauthorized access to any part of the Services or systems/networks through hacking, password "mining," or other illegal means; (5) uses any "deep-link," "page-scrape," "robot," "spider," or other automatic device, program, algorithm, methodology, or manual process to access, acquire, copy, or monitor any part of the Services or its data/materials, or obtains or attempts to obtain materials/documents/information through means not intentionally provided by the System; (6) requests or offers sexually explicit images or engages in activities harmful to minors; or (7) otherwise violates these terms.
We do not support, represent, or guarantee the truthfulness, accuracy, or reliability of any User-Generated Content or the opinions expressed therein. You agree to waive any legal or equitable rights or remedies you have or might have against us regarding this. You acknowledge that relying on User-Generated Content of any Chatly user is at your own risk. We reserve the right (but have no obligation) to remove or refuse to distribute any User-Generated Content that violates these Terms of Use. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary for: (a) complying with applicable laws, regulations, legal processes, or government requests; (b) enforcing these Terms of Use, including investigating potential violations; (c) detecting, preventing, or addressing fraud, security, or technical issues; (d) responding to member support requests; or (e) protecting our rights, property, safety, and that of our users and the public. We will not be responsible or liable for exercising or not exercising this right under these Terms of Use. You understand that using or accessing the App or the Service may expose you to offensive, harmful, inaccurate, or inappropriate content, or in some cases, mislabeled or deceptive postings. Under no circumstances will we be liable in any way for any content or communications, including but not limited to errors or omissions in any User-Generated Content, or any loss or damage of any kind resulting from the use of any Chatly Content or User-Generated Content posted, emailed, sent, or otherwise made available on the App or through the Service.
Digital Millennium Copyright Act; Procedure for Making Claims of Infringement
You agree to upload, post, submit, or otherwise transmit only User Contributed Content that: (i) you have the legal right to use, copy, distribute, transmit, or display; and (ii) does not violate the intellectual property or privacy rights of any third party (including but not limited to copyright, trademark, patent, trade secret, or other intellectual property rights, moral rights, or rights of publicity). Chatly respects the legal rights of others and expects its users to do the same. Chatly's policy is to respond to notices of alleged copyright or other forms of intellectual property infringement that comply with applicable laws (particularly the United States' Digital Millennium Copyright Act or "DMCA"). Repeat offenders may have their user accounts and/or access to the App and the Service removed or disabled at Chatly's discretion, regardless of the status of any specific notification or counter-notification.
If you believe your intellectual property rights have been infringed, please provide Chatly with a written notice containing the following information:
The full name, mailing address, telephone number, contact email address, and physical or electronic signature of the owner of an exclusive right allegedly infringed, or a person or entity specifically authorized to act on that owner's behalf.
Identification of the works claimed to have been infringed, or if multiple works on a single online site are covered by a single notification, a representative list of such works.
Identification of the material claimed to be infringing or the subject of infringing activity to be removed or access to which is to be disabled, along with information sufficient for Chatly to locate the said material.
A statement that the complaining party has a good faith belief that the use of the material as complained of is not authorized by the rights holder, their agent, or the law.
A statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of the allegedly infringed exclusive right.
Any supporting documentation to help establish the rights at issue, such as copies of a valid and properly executed copyright registration certificate.
Notices should be sent to Chatly’s Agent for Notices of Infringement Claims:
Email: support@Chatly.world
Upon receiving a properly formatted notice, Chatly will promptly act to remove the allegedly offending content or disable public access to it. Chatly will also send a copy of any infringement notice to the party said to be responsible for the infringement. If you receive such a notice, you may choose to file a counter-notice, essentially stating that you dispute the allegations in the notice and formally requesting that any removed or disabled material be reposted. A counter-notification should include the following information:
The full name, address, telephone number, contact email address, and physical or electronic signature of the party named in the infringement notice, or a person or entity specifically authorized to act on their behalf.
Identification of the material(s) claimed to have been removed or disabled by Chatly, and information sufficient for the service provider to determine its previous location.
A statement that the party making the counter-notice has a good faith belief that the use of the material as complained of is not authorized by the rights holder, their agent, or the law.
A statement that the information in the counter-notification is accurate, and under penalty of perjury, that the materials were removed or disabled due to misidentification or wrongful allegation.
A statement that you will accept jurisdiction for disputes related to this matter in either: (i) the Federal District Court in the district where you reside; or (ii) if you reside outside the U.S.A., in the District of California.
Any supporting documentation to help establish the statements in your counter-notification.
Your Property Rights and the Licenses Granted to Chatly
Unless otherwise stated in these Terms of Use or elsewhere on the App, we do not claim ownership or control over any User Contributed Content. You retain all trademark and copyright rights to any User Contributed Content that you submit, sell, post, or display on or through the App or the Service, and it is your responsibility to safeguard those rights.
For all content you submit to the Services, you grant Chatly and our affiliates a global, royalty-free, sublicenseable, and transferable license to host, store, use, display, reproduce, modify, adapt, edit, publish, and distribute that content. This license is for the limited purpose of operating, developing, providing, promoting, and improving the Services and researching and developing new ones. Even though we are not obliged to, we may access, review, screen, and delete your content at any time and for any reason, including for providing and developing the Services or if we think your content violates these Terms of Service. You are still accountable for the content you create, upload, post, or store through the Service.
As part of this utilization of information, we might provide aggregate information, not personal information about you, to our partners regarding how our users, collectively, utilize the App and the Service. In connection with any of the uses mentioned above, you agree to release and discharge us, and our affiliates, licensees, and business partners from any claims, actions, and demands of any kind, including but not limited to any claims of libel, infringement of the right of publicity, invasion of privacy, portrayal in a false light, or any other claim.
When granting these licenses to us, and our affiliates, licensees, and business partners, you represent and warrant that you own or possess the necessary licenses, rights, consents, power, authority, and permissions to grant these licenses, which include but are not limited to any third-party rights required due to the subject matter of your User Contributed Content.
Ownership of Chatly Content
Including your own User Contributed Content, we hold all rights, titles, and interests, including all global intellectual property rights in all content associated with the App and the Service (collectively, the "Chatly Content"). The Chatly Content, including the App and the Service, is protected by copyright, trademark, and other laws of both the United States and foreign nations.
Unless explicitly permitted in these Terms of Use, you are prohibited from reproducing, modifying, or creating derivative works based on, distributing, selling, transferring, publicly displaying, publicly performing, or otherwise using the Chatly Content, including the App and the Service. You must not remove, modify, or hide any copyright, trademark, service mark, or other proprietary rights notices included in or accompanying any part of Chatly or its related products and services.
Other than as explicitly stated here, you may not carry out any commercial use of the Chatly Content, including the App and the Service, without Chatly's prior written consent.
General Prohibitions and Agreements
Does not advocate violence, sexually explicit materials, illegal content, illegal activities, alcohol, tobacco, pseudo-pharmaceuticals, prescription drugs, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, or anything else that is illegal or offensive, as determined at Chatly's sole and absolute discretion;
Does not include in your User Contributed Content any photos or text that contain references to another website, app, or merchant;
Does not make any unlicensed or unauthorized use of, or otherwise encroach upon, violate, or misappropriate, any patent, copyright, trademark, trade secret, right of privacy, right of publicity, or other intellectual property or proprietary right of any third parties;
Does not defame, intimidate, or harass any third party;
Does not access, tamper with, or use non-public areas of the App, our computer systems, or the technical delivery systems of our providers;
Does not attempt to investigate, scan, or test the vulnerability of any system or network or breach any security or authentication measures;
Does not attempt to access or search Chatly with any engine, software, tool, agent, device, or mechanism other than the software and/or search agents provided, or specifically authorized, by us or other generally available third-party web browsers (such as Microsoft Internet Explorer or Netscape Navigator);
Does not attempt to modify or transform the App, the Service, the Chatly Content, or the User Contributed Content of any other user, or use Chatly or any of its services for purposes other than those for which they were intended;
Does not send unsolicited email, junk mail, “spam,” chain letters, or promotions or advertisements for products or services;
Does not forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use Chatly to send altered, deceptive, or false source-identifying information;
Does not attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the App or the Service;
Does not interfere with, or attempt to interfere with, the access of any user, host, or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the App;
Does not impersonate or falsely represent your affiliation with any person or entity;
Does not send illegal material or offensive messages, as determined within Chatly's sole discretion, to other Chatly users;
Does not attempt to circumvent or manipulate our billing process or the fees owed to Chatly, if applicable.
We have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and App security issues, to the fullest extent of the law. We may involve and cooperate with law enforcement authorities in prosecuting Chatly users who violate these Terms of Use. You acknowledge that we have the right to monitor your access to or use of the App and/or the Service for operational purposes, to ensure your compliance with these Terms of Use, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body.
Links from Chatly to Other Sites
The App may contain links to third-party websites or resources. You recognize and consent that we are not answerable or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any approval by us of such websites or resources or the content, products, or services available from them. You acknowledge full responsibility for and assume all risks resulting from your utilization of any such websites or resources.
Termination
We may bring an end to these Terms with you at any time, for any reason, and without prior notification. This means that we may discontinue providing you with any services, or impose new or additional limitations on your ability to make use of our services. For example, we may deactivate your account due to prolonged inactivity, and we may reclaim your username at any time for any cause. If you violate any of these Terms of Use, your permission to use and access the App and the Service could be automatically revoked. In the case that your account or usage is terminated, you are prohibited from creating any new accounts or otherwise accessing the App or the Service without our prior written consent. We reserve the right to withdraw your access to and use of the App and the Service at any time, with or without a cause. We also reserve the right to cease providing or to modify the App and the Service at any time and without notice.
Indemnification
You agree to compensate and safeguard Chatly, its parents, subsidiaries, affiliates, officers, directors, employees, agents, and representatives from harm, and to defend and keep each of them safe from any and all claims, liabilities, losses, damages, costs, and other expenses (including attorneys' and expert witnesses' costs and awards) arising from or related to: (1) your use of and access to the App or the Service; (2) your violation of any laws or any infringement by you, or any third party using your account or Chatly User ID, of any intellectual property, property, privacy, or other right of any person or entity; (3) any violation of any obligation in this Agreement by you; (4) any intentional misbehavior or carelessness by you in using the App or the Service; or (5) any claim that a user's User Contributed Content caused harm of any kind to another user or to any other third party.
Limitation of Liability
You recognize that you are utilizing the App, the Service, and the Chatly Content at your own risk and that Chatly, along with its parents, subsidiaries, affiliates, officers, directors, employees, agents, and representatives (collectively, the "Chatly Parties"), will not be accountable for any damage to your computer system, loss of data, or other harm resulting from your access to or use of the aforementioned. The App, the Service, and the Chatly Content are offered on an "as is" basis, and the Chatly Parties hereby explicitly disclaim any and all warranties, whether expressed or implied, including but not limited to any warranties of accuracy, dependability, title, merchantability, non-infringement, fitness for a specific purpose, or any other warranty, condition, guarantee, or representation, whether oral, in writing, or in electronic form, including but not limited to the accuracy or completeness of any information contained therein or provided by the Chatly Parties. The Chatly Parties do not assert or warrant that access to the App, the Service, or the Chatly Content will be continuous or that there will be no disruptions, errors, omissions, or loss of transmitted information, or that no viruses will be transmitted through the App. The Chatly Parties shall not be liable to you or any third parties for any direct, indirect, special, consequential, or punitive damages allegedly sustained arising from this Agreement, the provision of the App, the Service, or the Chatly Content herein, the sale or purchase of any products, services, or merchandise via the App or the Service and any injury or damage caused thereby, any misrepresentation or fraud by a user, your access to or inability to access the App, the Service, or the Chatly Content, including for viruses alleged to have been obtained from the App, your use of or reliance on the App, the Service, or the Chatly Content, or any of the merchandise, information, or materials available on the App regardless of the type of claim or the nature of the cause of action, even if informed of the possibility of such damages. Some states do not allow the exclusion of implied warranties or the limitation or exclusion of liability for incidental or consequential damages, so the above exclusions or limitations may not be applicable to you. You may also have other rights that vary from state to state. You hereby agree to discharge the Chatly Parties from any and all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed ("Claims"), arising out of or in any way related to your use of the App, the Service, or the Chatly Content. If you are a California resident, you waive California Civil Code Section 1542, which states, in part: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor". The total cumulative liability of the Chatly Parties in connection with this Agreement, whether in contract or tort or otherwise, will not exceed $500.
General Provisions
Governing Law; Venue. This Agreement is governed by the laws of the State of California, disregarding any conflict of laws principles that might require the application of the laws of any other jurisdiction. You irrevocably consent to the personal jurisdiction of the state and federal courts located in Los Angeles, California, for any lawsuit or action arising from or related to this Agreement, and waive any right you might have to object to the venue of such courts. You further agree that these courts will have sole jurisdiction over any such lawsuit or action initiated by you against Chatly.
Arbitration
If any dispute, controversy or claim arises among the parties under, out of, or in relation to this Agreement, including those related to its formation, construction, interpretation, or breach, or a party's performance of obligations (“Dispute”), the parties should first try to resolve it through mutual and good faith consultation. If the Dispute remains unresolved within 45 days from a party's notice, any party can serve a notice demanding arbitration.
For Disputes where the total award sought is less than $5,000 and excluding claims for injunctive or other equitable relief, the party seeking relief can choose cost-efficient, non-appearance-based arbitration through an established ADR Provider. The arbitration shall follow the provider's rules, except where they conflict with this Agreement. The requesting party proposes an ADR Provider, and the other party shouldn't unreasonably withhold consent. The arbitration can be by phone, online, or written submissions. It's in English, with no personal appearance unless agreed. The award can be entered in any competent court. Each party bears its own costs and shares the ADR Provider's fees equally.
Other Disputes shall be referred to and determined by arbitration under the JAMS Commercial Arbitration Rules. The location is Los Angeles, California. A single arbitrator is chosen or selected from a list provided by the Administrator. If the parties can't agree within 10 days of receiving the list, the Administrator selects. Proceedings and evidence are in English. Each party bears its own costs and shares the Administrator and Arbitrator's fees. The Arbitrator can determine the prevailing party and award reimbursement. The Arbitrator issues a written award and decision, and has the authority to grant equitable relief. The award is final and binding, except as permitted by law. However, Chatly can go to court for intellectual property protection or injunctive relief.
Severability
If any provision of this Agreement is considered invalid, illegal or unenforceable by any government entity, the remaining provisions of this Agreement shall remain fully valid and effective, provided that the essential terms and conditions of this Agreement for both parties remain valid, binding and enforceable. To the extent permitted by law, the parties hereby waive to the same extent any law provision that makes any provision herein prohibited or unenforceable in any way.
No Assignment
This Agreement, along with your rights and obligations hereunder, cannot be assigned, delegated or otherwise transferred, either in whole or in part, by operation of law or any other means, by you without the express prior written consent of Chatly. Any attempted assignment, delegation or transfer contrary to the above shall be null and void. Chatly may assign this Agreement or any of its rights under this Agreement to any third party without your consent.
Notices
Chatly may provide any notice stipulated by this Agreement through a general notice on the App, an email to the email address of yours recorded with Chatly, or a written communication sent by first-class mail or pre-paid post to your address recorded with Chatly.
Remedies
Chatly's remedies for any violation of this Agreement by you will include damages, injunctive relief, specific performance and restitution. You recognize that any violation of this Agreement by you would cause irreparable harm to Chatly for which monetary damages would not be a sufficient remedy. Therefore, Chatly will be entitled to injunctive relief (including specific performance). The rights and remedies provided to each party in this Agreement are cumulative and in addition to any other rights and remedies available to such party under the law or in equity.
Entire Agreement; Modifications
This Agreement constitutes the ultimate, comprehensive, and sole pact of the parties concerning the subject matter herein, and it supersedes and consolidates all previous or concurrent communications and understandings between the parties. Chatly reserves the right to make amendments to this Agreement, at its sole discretion, in accordance with Section 2 above.
Feedback
In the event that you provide Chatly with any feedback related to the App or the Service, including but not limited to, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the App or the Service (collectively, “Feedback”), you hereby transfer to Chatly all rights in the Feedback, including but not limited to, the right to utilize such Feedback and associated information in any manner we deem appropriate. You acknowledge that Chatly is not obligated to remunerate you in any way for your feedback. Modifications to the App or the Service Chatly offers users seamless live streaming services, the technical implementation of which is achieved through Agora. By your continued use of Chatly, you indicate that you voluntarily accept the audio and video services of Agora and consent to the Agora affiliate agreement and Information Security Policy.