Terms of Use
Updated on 07.26.2023
Welcome to Utobo! By accessing or using our platform, you agree to be bound by these Terms and Conditions. Please read them carefully before using our services. These Terms constitute a legally binding agreement between you and Utobo Inc. ("Utobo," "we," "us," or "our").
IMPORTANT NOTICE: These Terms contain an arbitration clause and class action waiver that apply to all claims brought against Utobo. Please read the Dispute Resolution section carefully, as it affects your legal rights, including your right to file a lawsuit in court, to have a jury trial, and to participate in a class action.
In these Terms, "Platform" refers to the Utobo website, applications, and all related services. "User," "you," or "your" refers to any individual or entity that accesses or uses the Platform. "Content" refers to any material uploaded, posted, or otherwise made available through the Platform. "Services" refers to all features, tools, and functionalities provided by Utobo.
Updating Terms and Conditions
Utobo reserves the right to modify, update, or change these Terms and Conditions at any time. When we make changes, we will update the "Updated on" date at the top of this document. Your continued use of the Platform after any changes constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically. If you do not agree with the updated Terms, you must stop using the Platform.
Platform Terms and Conditions
Utobo provides an online platform that enables users to create, market, sell, and deliver digital courses, memberships, and other educational content. By using the Platform, you acknowledge that Utobo acts as a technology service provider and is not responsible for the content created or sold by users. The Platform is provided on an "as is" basis, and Utobo makes no guarantees regarding the success of any course or content published on the Platform.
You agree to use the Platform only for lawful purposes and in accordance with these Terms. You are responsible for ensuring that your use of the Platform complies with all applicable laws, rules, and regulations.
Your Utobo Account
Account Registration
To access certain features of the Platform, you must create an account. When registering, you agree to provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify Utobo immediately of any unauthorized use of your account.
Eligibility
You must be at least 18 years of age or the age of majority in your jurisdiction to create an account and use the Platform. By creating an account, you represent and warrant that you meet these eligibility requirements. If you are using the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
Account Management
You are solely responsible for managing your account, including maintaining up-to-date contact information, managing your subscription, and safeguarding your login credentials. Utobo is not liable for any loss or damage arising from your failure to maintain the security of your account. You agree not to share your account credentials with any third party.
Ownership Disputes
In the event of a dispute regarding account ownership, Utobo reserves the right to determine ownership based on the information available to us, including registration information, payment history, and usage patterns. Utobo's determination of account ownership shall be final and binding. We may require documentation to verify account ownership and may suspend access to the account during the dispute resolution process.
Payment Obligations and Details
3.1 Charges
You agree to pay all fees and charges associated with your account, including subscription fees, transaction fees, and any other applicable charges. All fees are stated in U.S. dollars unless otherwise specified. You authorize Utobo to charge your designated payment method for all fees incurred. Fees are non-refundable except as expressly stated in these Terms.
3.2 Subscription Plans
Utobo offers various subscription plans with different features and pricing. By selecting a subscription plan, you agree to pay the recurring fees associated with that plan. Subscription fees are billed in advance on a monthly or annual basis, depending on your chosen billing cycle. Your subscription will automatically renew at the end of each billing period unless you cancel before the renewal date.
3.3 Promotions and Trials
Utobo may offer promotional pricing or free trial periods from time to time. These offers are subject to specific terms and conditions that will be disclosed at the time of the offer. At the end of a promotional period or free trial, your subscription will automatically convert to a paid subscription at the standard rate unless you cancel before the promotion or trial ends.
3.4 Plan Changes
You may upgrade or downgrade your subscription plan at any time. If you upgrade, the new rate will take effect immediately, and you will be charged a prorated amount for the remainder of your current billing period. If you downgrade, the new rate will take effect at the beginning of your next billing period. You will retain access to your current plan features until the end of your current billing period.
3.5 Taxes
All fees are exclusive of taxes unless otherwise stated. You are responsible for paying all applicable taxes, including sales tax, value-added tax (VAT), and any other taxes imposed by your jurisdiction. If Utobo is required to collect or remit taxes on your behalf, those taxes will be added to your invoice.
3.6 Price Changes
Utobo reserves the right to change its pricing at any time. We will provide you with at least 30 days' notice before any price increase takes effect. If you do not agree with the new pricing, you may cancel your subscription before the price change takes effect. Your continued use of the Platform after the price change constitutes your acceptance of the new pricing.
3.7 Refunds
Subscription fees are generally non-refundable. However, if you believe you are entitled to a refund due to a billing error or service issue, you may contact our support team at support@utobo.com within 30 days of the charge. Utobo will review refund requests on a case-by-case basis and reserves the right to approve or deny any refund request at its sole discretion.
3.8 Payment Failures
If a payment fails due to insufficient funds, expired payment method, or any other reason, Utobo may attempt to process the payment again. If payment continues to fail, Utobo may suspend or terminate your account until the outstanding balance is paid. You are responsible for ensuring that your payment information is current and that sufficient funds are available.
Guidelines for User Content
4.1 Ownership & Responsibility
You retain ownership of all content you create and upload to the Platform. You are solely responsible for your content, including ensuring that it does not violate any laws, infringe upon the rights of any third party, or breach these Terms. Utobo does not claim ownership of your content and is not responsible for reviewing, monitoring, or editing user content.
4.2 Limited Rights to Your Content
By uploading content to the Platform, you grant Utobo a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, adapt, publish, translate, distribute, and display your content solely for the purpose of operating, promoting, and improving the Platform. This license continues for as long as your content is on the Platform and terminates when you remove your content, except where the content has been shared with others who have not removed it.
4.3 Use of Your Name
By creating an account and publishing content on the Platform, you grant Utobo permission to use your name, likeness, and biographical information in connection with the Platform, including for marketing and promotional purposes. You may revoke this permission at any time by contacting us, but revocation will not affect any prior use.
4.4 Respect for Intellectual Property
You agree not to upload, post, or otherwise make available any content that infringes upon the intellectual property rights of any third party, including copyrights, trademarks, trade secrets, and patents. If you believe that your intellectual property rights have been violated by content on the Platform, please contact us with a detailed description of the alleged infringement. Utobo complies with the Digital Millennium Copyright Act (DMCA) and will respond to valid takedown requests.
Safeguarding Privacy, Security, and Confidential Information
5.1 Privacy
Your privacy is important to us. Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Platform, you consent to the collection and use of your information as described in our Privacy Policy.
5.2 Data Security
Utobo implements commercially reasonable security measures to protect your data. However, no method of electronic transmission or storage is completely secure, and we cannot guarantee absolute security. You are responsible for maintaining the security of your account credentials and for taking appropriate measures to protect your own data.
5.3 Confidential Information
During your use of the Platform, you may have access to confidential information belonging to Utobo or other users. You agree to keep all confidential information strictly confidential and not to disclose, copy, or use it for any purpose other than as necessary to use the Platform. This obligation survives termination of your account.
5.4 Data Breach Notification
In the event of a data breach that affects your personal information, Utobo will notify you in accordance with applicable laws and regulations. We will take reasonable steps to mitigate the impact of any breach and to prevent future occurrences. You agree to cooperate with us in the event of a data breach, including by following any instructions we provide.
Intellectual Property Rights of Utobo
6.1 Trademarks
"Utobo," the Utobo logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Utobo Inc. or its affiliates. You may not use these trademarks without the prior written permission of Utobo. All other names, logos, product and service names, designs, and slogans on the Platform are the trademarks of their respective owners.
6.2 Platform
The Platform, including all software, code, design, text, graphics, interfaces, and the selection and arrangement thereof, is owned by Utobo and is protected by copyright, trade dress, patent, and trademark laws, and various other intellectual property rights. You may not copy, modify, distribute, sell, or lease any part of the Platform without Utobo's prior written consent.
6.3 Feedback and Reviews
If you provide Utobo with any feedback, suggestions, or ideas regarding the Platform ("Feedback"), you grant Utobo an unrestricted, irrevocable, perpetual, non-exclusive, fully-paid, royalty-free right to use, commercialize, and exploit the Feedback in any manner and for any purpose. Utobo is under no obligation to implement any Feedback or to compensate you for any Feedback.
Additional Services
7.1 Utobo Email
Utobo may provide email services as part of the Platform. If you use Utobo Email, you agree to comply with all applicable anti-spam laws and regulations, including the CAN-SPAM Act and GDPR. You are solely responsible for the content of any emails you send through the Platform and must ensure that all recipients have given their consent to receive communications from you.
7.2 Collaborations with Other Parties
The Platform may integrate with or provide access to third-party services. Your use of any third-party services is subject to the terms and conditions of those third parties. Utobo is not responsible for the availability, accuracy, or content of third-party services, and your use of such services is at your own risk. Any dealings between you and third parties found on or through the Platform are solely between you and the third party.
Your Obligations & Our Privileges
8.1 Acceptable Use
You agree to use the Platform in compliance with our Acceptable Use Policy, which is incorporated into these Terms by reference. You must not use the Platform for any unlawful, harmful, or fraudulent purpose.
8.2 Compliance with Laws
You are responsible for complying with all applicable local, state, national, and international laws and regulations in connection with your use of the Platform. This includes, without limitation, laws relating to data privacy, intellectual property, consumer protection, and taxation.
8.3 No Interference
You agree not to interfere with or disrupt the Platform or the servers or networks connected to the Platform. You must not attempt to gain unauthorized access to any part of the Platform, other accounts, or any systems or networks connected to the Platform.
8.4 No Scraping or Automated Access
You may not use any automated means, including bots, crawlers, or scrapers, to access, monitor, or copy any content from the Platform without Utobo's prior written permission. You may not bypass any measures we use to prevent or restrict access to the Platform.
8.5 Cooperation
You agree to cooperate with Utobo in the investigation of any suspected violations of these Terms or any suspected unlawful activity. This may include providing information and documentation as reasonably requested by Utobo.
8.6 Utobo's Right to Monitor
Utobo reserves the right, but has no obligation, to monitor activity on the Platform, review content, and investigate violations of these Terms. We may remove or disable access to any content that we determine, in our sole discretion, violates these Terms or is otherwise objectionable.
8.7 Utobo's Right to Enforce
Utobo reserves the right to enforce these Terms in its sole discretion, including by suspending or terminating accounts, removing content, and pursuing legal remedies. Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision.
Account Suspension & Termination
9.1 Suspension by Utobo
Utobo may suspend your account at any time if we reasonably believe that you have violated these Terms, that your account has been compromised, or that suspension is necessary to protect the Platform or other users. We will make reasonable efforts to notify you of any suspension, but we are not required to do so in advance.
9.2 Termination by Utobo
Utobo may terminate your account at any time for any reason, with or without cause, upon reasonable notice. If we terminate your account for cause (i.e., due to a violation of these Terms), we may do so without prior notice and without refund. Upon termination, your right to use the Platform ceases immediately.
9.3 Termination by You
You may terminate your account at any time by contacting us or using the account settings. Upon termination, you remain liable for any outstanding fees or obligations incurred prior to termination. Termination does not entitle you to a refund of any prepaid fees unless otherwise required by applicable law.
9.4 Effect of Termination
Upon termination, Utobo may delete your account and all associated data, including content you have uploaded. We are not obligated to retain or provide you with copies of your data after termination. Provisions of these Terms that by their nature should survive termination shall survive, including without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
Amendments and Updates
10.1 Right to Amend
Utobo reserves the right to amend these Terms at any time. We will notify you of material changes by posting the updated Terms on the Platform and updating the "Updated on" date. We may also notify you via email or through the Platform.
10.2 Acceptance of Amendments
Your continued use of the Platform after any amendments constitutes your acceptance of the revised Terms. If you do not agree with the amendments, you must stop using the Platform and terminate your account.
10.3 Platform Updates
Utobo may update, modify, or discontinue any aspect of the Platform at any time without prior notice. We are not liable for any changes to or discontinuation of the Platform or any features thereof.
10.4 Notification
Utobo may provide notices to you via email, postal mail, or postings on the Platform. Notices sent by email will be deemed given when sent. Notices posted on the Platform will be deemed given upon posting. It is your responsibility to keep your contact information up to date.
Disclaimers & Liability Limitations
11.1 Disclaimer of Warranties
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. UTOBO DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED.
11.2 Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL UTOBO, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OF OR INABILITY TO USE THE PLATFORM.
11.3 Cap on Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UTOBO'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID TO UTOBO IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).
11.4 Basis of the Bargain
THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN UTOBO AND YOU. THE PLATFORM WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Indemnification
12.1 Your Indemnification Obligations
You agree to indemnify, defend, and hold harmless Utobo, its officers, directors, employees, agents, licensors, and suppliers from and against all claims, losses, expenses, damages, and costs, including reasonable attorneys' fees, resulting from any violation of these Terms by you, your use of the Platform, any content you submit or make available through the Platform, or your violation of any rights of a third party.
12.2 Procedure
Utobo will promptly notify you of any claim subject to indemnification and will provide you with reasonable assistance in defending such claim. You may not settle any claim without Utobo's prior written consent. Utobo reserves the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
Dispute Resolution
13.1 Informal Resolution
Before filing any formal legal proceedings, you agree to first attempt to resolve any dispute informally by contacting Utobo at support@utobo.com. We will attempt to resolve the dispute informally within 30 days. If the dispute is not resolved within 30 days, either party may proceed as set forth below.
13.2 Binding Arbitration
Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform that cannot be resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Santa Clara County, California, unless the parties agree otherwise. The arbitrator's decision shall be final and binding.
13.3 Class Action Waiver
YOU AGREE THAT ANY ARBITRATION OR PROCEEDING SHALL BE LIMITED TO THE DISPUTE BETWEEN UTOBO AND YOU INDIVIDUALLY. YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. YOU AGREE THAT YOU MAY BRING CLAIMS ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
13.4 Exceptions
Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights. Additionally, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party's patent, copyright, trademark, or trade secrets shall not be subject to arbitration.
Other Terms
14.1 Entire Agreement
These Terms, together with the Privacy Policy, Acceptable Use Policy, and any other legal notices published by Utobo on the Platform, constitute the entire agreement between you and Utobo regarding your use of the Platform and supersede all prior and contemporaneous agreements and understandings.
14.2 Severability
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid, illegal, or unenforceable provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable.
14.3 Waiver
No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Utobo's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
14.4 Assignment
You may not assign or transfer these Terms or your rights under these Terms without Utobo's prior written consent. Utobo may assign these Terms without restriction. These Terms are binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns.
14.5 Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. Any legal action or proceeding not subject to arbitration shall be brought exclusively in the federal or state courts located in Santa Clara County, California.
14.6 Force Majeure
Utobo shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of governmental authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.
14.7 Relationship of Parties
Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship between you and Utobo. Neither party has the authority to bind the other or to incur obligations on behalf of the other.
14.8 Third-Party Beneficiaries
These Terms do not confer any rights on any third party unless expressly stated otherwise. No third party shall be entitled to enforce any provision of these Terms.
14.9 Headings
The headings used in these Terms are for convenience only and shall not affect the interpretation of these Terms.
14.10 Contact Information
If you have any questions or concerns about these Terms, please contact us at support@utobo.com or at our mailing address: Utobo Inc., 800 W El Camino Real Suite 180, Mountain View, CA 94040.
14.11 Electronic Communications
By using the Platform, you consent to receiving electronic communications from Utobo. These communications may include account notifications, promotional materials, and other information concerning the Platform. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically satisfy any legal communication requirements, including that such communications be in writing.