Terms & Conditions for Audoji Inc.

Last Updated: May 22, 2026

These terms and conditions of use for Audoji Inc. constitute a legal agreement and are entered into by and between you and Audoji Inc. ("Company," "we," "us," "our"). Please read them carefully. The following terms and conditions, together with any documents and/or additional terms they expressly incorporate by reference (collectively, "Terms and Conditions"), govern your access to and use of, including any content, functionality, and services offered on or through the Audoji Platform and any and all associated websites, Platforms, applications, social media accounts, etc. (collectively, the "Platform").

By using the Platform, you automatically agree to be bound by these Terms and Conditions. If you do not agree with the terms then you must not use the Platform or access any content. By accessing or using the Platform, creating an account, creating a sign-up page, sending or receiving Audojis, participating in a Campaign, or otherwise using any Audoji service, you agree to be bound by these Terms and our Privacy Policy, available at audojiapp.com/privacy-policy, which is incorporated by reference.

These Terms apply to all users of the Platform, including individual users, recipients of Audojis, account holders, clients, businesses, organizations, partners, venues, artists, promoters, and any person or entity using the Platform on behalf of another person or organization.

1. Definitions

For purposes of these Terms:

2. Modifications to the Terms and Conditions and to the Platform

We reserve the right in our sole discretion to revise and update these Terms and Conditions from time to time. Any and all such modifications are effective immediately upon posting and apply to all access to and continued use of the Platform, unless a later effective date is stated. You will be notified of any changes to the Terms and Conditions and also agree to periodically review the Terms and Conditions in order to be aware of any such modifications. Where required by law or where changes materially affect your rights or obligations, we may provide additional notice, such as by email, SMS, dashboard notice, website notice, or other reasonable means.

Your continued use of the Platform shall be your acceptance of any and all modifications. If you do not agree to the updated Terms, you must stop using the Platform. We may modify, suspend, discontinue, restrict, or replace all or part of the Platform at any time, including features, content, messaging functionality, dashboards, sign-up pages, analytics, or integrations.

3. Account Set-Up, Security, and Authorized Use

4. Use of the Platform and Content Standards

As a condition of your access and use of the Platform, you agree that you may use the Platform only for lawful purposes and in accordance with these Terms and Conditions, our Privacy Policy, and any applicable Client agreement, order form, campaign terms, technical documentation, acceptable use policy, or other written instructions provided by Audoji.

Clients may use the Platform for authorized business and marketing purposes, including creating Campaigns, creating co-branded sign-up pages, sending Client Campaign Messages, viewing permitted analytics, and managing authorized communications, provided that such use complies with these Terms and all applicable laws. Clients are responsible for ensuring that their use of the Platform complies with all laws, regulations, rules, industry standards, and contractual obligations that apply to them, their location, their recipients, their Campaigns, their content, and their industry.

The following content standards apply to any and all content, material, and information, including the Content and any name, image, likeness and biographical information a user submits, posts, publishes, displays, or transmits (collectively, "submit") to the Platform or to other users or persons (collectively, "User Submissions") and any and all Interactive Functions. Any and all User Submissions must also comply with all applicable federal, provincial, local, and international laws, regulations, and terms of service. Without limiting the foregoing, you warrant and agree that your use of the Platform and any User Submissions shall not:

5. Co-Branded Sign-Up Pages and Client Campaigns

Audoji may provide sign-up pages, landing pages, forms, QR-code pages, web forms, co-branded pages, or similar consent mechanisms that allow End Users to opt in to receive Audojis, Client Campaign Messages, or optional category-based communications. Where a sign-up page or Campaign is associated with a Client, the page or Campaign may identify Audoji, the Client, or both as applicable.

The sign-up page should clearly disclose the types of communications the End User is agreeing to receive, the sender or senders, the categories of communications, the availability of opt-out mechanisms, and any other information required by applicable law.

Audoji may send Audojis on behalf of Clients only to End Users who have provided valid consent through an Audoji sign-up page or another consent mechanism approved by Audoji.

Audoji may reject, suspend, or require changes to any sign-up page, Campaign, consent language, message content, or Client instructions where Audoji determines, in its sole discretion, that the activity may violate law, carrier requirements, these Terms, the Privacy Policy, or Audoji policies. Clients acknowledge and agree that they may communicate only with End Users who have expressly consented to receive the applicable communications from the applicable sender or category. Clients must not use the Platform to send messages to purchased lists, scraped lists, rented lists, third-party lists, or contacts for whom valid consent has not been obtained and documented.

6. Privacy Roles and Data Processing

Audoji's role with respect to Personal Information may vary depending on the applicable activity, Campaign, jurisdiction, and legal framework. Audoji generally acts as an independent controller of Personal Information that it collects and uses to operate, secure, improve, administer, and provide the Platform; manage End User accounts, consents, preferences, suppression lists, opt-outs, and Consent Records; send Audoji communications; perform analytics; prevent fraud or misuse; comply with legal obligations; and enforce these Terms.

For certain Client Campaigns, a Client may determine the purpose, content, audience, timing, targeting, or other material aspects of a Campaign. In those cases, the Client is responsible for ensuring that it has a valid legal basis, all required consents, and all required notices for that Campaign. Where Audoji processes Personal Information solely on behalf of a Client and in accordance with the Client's documented instructions, Audoji may act as a processor, service provider, or similar role under applicable law. In such cases, the Client Data Terms in Section 9 apply unless the parties have entered into a separate written data processing agreement, data sharing agreement, or other agreement that expressly supersedes those provisions.

Where Audoji and a Client jointly determine the purposes and means of a Campaign or other processing activity, the parties may be joint controllers or equivalent parties under applicable privacy law. In that case, the parties must cooperate in good faith to allocate responsibilities for transparency, consent, data-subject rights, opt-outs, security, and compliance. Nothing in these Terms prevents Audoji from using Personal Information as an independent controller where necessary to operate the Platform, maintain records, comply with law, protect rights and safety, prevent abuse, enforce these Terms, or honour End User preferences and opt-outs.

7. SMS, Electronic Messaging, and Marketing Compliance

Users and Clients must comply with all applicable privacy, anti-spam, electronic messaging, telecommunications, consumer protection, advertising, and marketing laws, rules, and regulations, including where applicable Canada's Anti-Spam Legislation (CASL), the Personal Information Protection and Electronic Documents Act (PIPEDA), the Telephone Consumer Protection Act (TCPA), U.S. federal and state marketing and privacy laws, the General Data Protection Regulation (GDPR), ePrivacy rules, and similar laws.

Without limiting the foregoing, all commercial electronic messages, SMS messages, marketing messages, and Client Campaign Messages sent through or in connection with the Platform must:

Audoji may implement technical or administrative controls to prevent non-compliant messaging, including message review, campaign review, consent verification, suppression lists, sending limits, jurisdictional restrictions, content restrictions, approval workflows, or account suspension.

8. End User Consent, Preferences, and Opt-Outs

End Users may be offered the opportunity to consent to one or more categories of communications, including communications from Audoji, communications from a specific Client, Client Campaign Messages sent by Audoji on behalf of a Client, and optional category-based communications such as music events, restaurants, nightlife, entertainment, offers, or similar categories. Where multiple purposes or categories are offered, Audoji may provide separate consent options. Consent to optional category-based or cross-promotional communications is not required unless clearly disclosed and lawful for the applicable service or Campaign.

End Users may withdraw consent or opt out of applicable communications at any time by using an unsubscribe link, replying STOP, UNSUBSCRIBE, or another supported opt-out keyword, adjusting available preferences, or contacting Audoji at hello@audojiapp.com. After an End User opts out, Audoji may send a one-time administrative confirmation message where permitted by law. Audoji and Clients must not send further promotional communications to an End User who has opted out of the applicable sender, Campaign, or category, unless the End User later provides renewed valid consent. Audoji may maintain suppression records and opt-out records as necessary to comply with law, prevent unauthorized messaging, and honour End User preferences.

9. Client Responsibilities and Client Data Terms

This Section applies to all Clients and is intended to operate as interim client data and messaging terms unless and until Audoji and the Client enter into a separate written data processing agreement, data sharing agreement, service agreement, order form, or other written agreement that expressly supersedes this Section. By creating a sign-up page, requesting or sending a Campaign, accessing a dashboard, viewing analytics, uploading content, or otherwise using the Platform as a Client, the Client agrees to comply with this Section.

9.1 Client Compliance Obligations

Clients are solely responsible for:

9.2 Access to Contact Information and Analytics

Clients may access only the information that Audoji makes available to them through the Platform for authorized Campaign purposes. Unless expressly authorized by Audoji and the applicable End User, Clients will not receive, export, download, copy, sell, rent, or otherwise use personally identifiable information, including phone numbers, except as necessary to use the Platform in accordance with these Terms and applicable law.

Audoji may provide Clients with aggregated, de-identified, anonymized, or non-identifying performance metrics, including campaign impressions, clicks, engagement rates, redemption activity, interaction trends, or other campaign-level analytics. Clients must not attempt to re-identify individuals from aggregated, de-identified, anonymized, or non-identifying information.

9.3 Processor-Style Obligations

Where Audoji processes Personal Information solely on behalf of a Client and in accordance with the Client's documented instructions, Audoji will:

9.4 Client Instructions

The Client instructs Audoji to process Personal Information as necessary to provide the Platform, create and host sign-up pages, collect and manage consent, send Campaigns and Client Campaign Messages, maintain Consent Records and suppression lists, provide analytics, prevent abuse, comply with law, and perform related services. Audoji is not required to follow any Client instruction that Audoji reasonably believes violates applicable law, carrier requirements, these Terms, the Privacy Policy, or Audoji policies.

9.5 Regulatory and End User Requests

Clients must promptly notify Audoji if they receive any complaint, inquiry, demand, subpoena, regulatory request, data-subject request, access request, deletion request, correction request, portability request, opt-out request, or other request relating to Personal Information processed through the Platform. Clients must not respond on behalf of Audoji, make representations about Audoji's privacy practices, or disclose Platform data unless authorized by Audoji or required by law.

10. Prohibited Uses and Content Standards Expansion

You agree not to use the Platform, create or send any Audoji, submit User Content, create a Campaign, or access Personal Information in any way that violates Section 4 of these terms, or that:

Audoji may remove, disable, restrict, suspend, or refuse any User Content, Campaign, Client Campaign Message, account, sign-up page, or Platform use in its sole discretion.

11. User Content, Intellectual Property Rights, and Licenses

If you upload, post, or otherwise contribute any and all Content to the Platform, including musical compositions and sound recordings (collectively, the "Content" or "User Content"), you confirm that you own and/or exclusively control such Content and have all rights required to reproduce such Content. For the avoidance of doubt, Content includes all music, information, materials and other content that is added, created, uploaded, submitted, distributed, or posted to the Platform by users.

You further confirm that such Content, or its use by Audoji pursuant to the license granted below, does not: (i) violate these Terms and Conditions, applicable law, or the intellectual property or other rights of any third party; or (ii) imply any affiliation with or endorsement of you or your Content by Audoji or any artist, band, label, or other individual or entity without the prior express written consent from Audoji or such individual or entity.

You retain ownership of your User Content when you post it to the Platform. However, by uploading Content you grant Audoji a non-exclusive, worldwide, royalty-free, fully paid, perpetual, irrevocable, transferable, sublicensable license to use, reproduce, host, store, process, modify, adapt, publish, translate, distribute, transmit, publicly display, publicly perform, promote, and display the Content through any medium, whether alone or in combination with other Content or materials, in any manner and by any means, method or technology, whether now known or hereafter created, as reasonably necessary to operate, provide, promote, improve, secure, support the Platform and applicable Campaigns. This license includes the right to use User Content in connection with sending Audojis, hosting sign-up pages, displaying Campaigns, providing analytics, promoting the Platform, troubleshooting, testing, moderation, compliance review, and enforcing these Terms.

You further agree to waive any moral rights (or any similar rights) as a condition of submitting any User Content, including any and all musical content. None of the User Content you submit to the Platform will be subject to any confidentiality by the Company. We may use any User Content, and your name, image, likeness, and biographical information, for our marketing and promotional purposes, at our discretion. You also grant us the right to allow the Platform to use the processor, bandwidth, and storage hardware on your device in order to facilitate the operation of the Platform.

By uploading User Content, you declare, represent and warrant that you own or have the necessary rights to submit the User Content and have the right to grant the license to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns to the User Content and comply with these Terms and Conditions.

You will not upload any Content, including musical content, that you do not either own or exclusively control. You understand and agree that you, not the Company nor any affiliates of the Company, are fully responsible for any Content you submit or contribute, and you are fully responsible and legally liable, including to any third party, for such Content, including but not limited to infringement claims. We are not responsible or legally liable to any third party for the Content or accuracy of any User Content submitted by you or any other user of the Platform.

Audoji respects intellectual property rights. If you believe that your Content has been used in a way that infringes your rights, you may request its removal by contacting Audoji with relevant details. Audoji retains the sole discretionary right to remove such Content. Audoji may, but has no obligation to, monitor, review, moderate, remove, or disable access to any Content for any or no reason at any time without prior notification to you.

12. Audoji Intellectual Property Rights and Ownership

You understand and agree that the Platform and its entire contents, features, and functionality, including, but not limited to, all information, software, code, databases, designs, interfaces, workflows, text, displays, graphics, trademarks, photographs, images, video, broadcast, design, presentation, Platform layout, selection, arrangement, algorithms, models, dashboards, sign-up page templates, analytics, and other materials are owned by the Company, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including, without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights.

The Company name, the Company logo, and all related names, logos, product and service names, designs, images, slogans, and related marks are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this Platform are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.

You may only use the Platform for your personal and non-commercial use, or authorized business use as explicitly set forth in these Terms. You shall not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, sell, rent, license, reverse engineer, decompile, disassemble, scrape, frame, or mirror any of the material on our Platform. You are not permitted to modify copies of any materials from the Platform nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Platform. You must not access or use for unauthorized commercial purposes any part of the Platform or any services or materials available through the Platform.

13. Data Privacy, Protection, and Security

By submitting your personal information and using the Platform, you consent to the collection, use, reproduction, hosting, transmission, storage, disclosure, and transfer of any such user content submissions in compliance with our Privacy Policy, found at audojiapp.com/privacy-policy, as we deem necessary for use of the Website and provision of services.

Audoji may collect and use Personal Information for purposes including operating and providing the Platform, creating and managing accounts, creating and hosting sign-up pages, managing consents and preferences, sending Audojis and Campaigns, maintaining Consent Records and suppression lists, providing analytics, improving the Platform, preventing fraud and misuse, enforcing these Terms, complying with law, and protecting rights and safety.

Unfortunately, the transmission of information via the Internet or mobile/telecommunications networks is not completely secure. Although we implement reasonable safeguards designed to protect your personal information, we cannot guarantee the security of your personal information transmitted to the Platform. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Platform.

Clients and Users must maintain reasonable administrative, technical, and physical safeguards for all information accessed through the Platform and must immediately notify Audoji of any suspected unauthorized access, use, disclosure, loss, theft, compromise, export, or misuse of Personal Information or Platform credentials.

Audoji may retain Personal Information, Consent Records, opt-out records, suppression records, analytics, logs, and other records for as long as necessary to provide the Platform, comply with law, resolve disputes, enforce agreements, prevent unauthorized messaging, maintain records of consent and opt-outs, and protect Audoji, Clients, End Users, service providers, and the public. Where Audoji determines that a breach of security safeguards involving Personal Information has occurred, Audoji may take steps required or permitted by applicable law, including investigation, containment, notification, record-keeping, regulatory reporting, and cooperation with affected Clients or End Users.

The registration information you provide and any submissions you make to the Platform through any functionality such as applications, chat rooms, e-mail, message boards, personal, or interest group web pages, profiles, forums, bulletin boards, and other such functions (collectively, "Interactive Functions") constitutes your consent to all actions we take with respect to such information consistent with our Privacy Policy.

14. Cookies, Tracking, and Analytics

By using the Platform you are consenting to the use of cookies, pixels, local storage, device identifiers, log files, and similar technologies which allow a server to recall previous requests or registration and/or IP addresses to analyze use patterns, operate the Platform, remember preferences, support Campaigns, measure engagement, and prevent fraud.

You can set your browser to notify you before you receive a cookie, giving you the chance to decide whether to accept it. You can also set your browser or device to turn off or disable cookies and tracking technologies. If you do, however, some areas or features of the Platform may not function adequately or properly. For more information on these automated information gathering practices, see audojiapp.com/privacy-policy.

15. SMS Text Messaging Service

By opting in to receive SMS messages from Audoji, a Client, or a Campaign, you will receive text messages including notifications about your account, updates about new features, event notifications, promotional offers, Client Campaign Messages, category-based communications where selected, and other communications related to the Audoji platform and services.

16. Third-Party Services, Carriers, and Integrations

The Platform may depend on third-party services, telecommunications providers, carriers, aggregators, hosting providers, analytics providers, payment processors, links, APIs, applications, websites, or integrations. Audoji is not responsible for the acts, omissions, availability, security, privacy practices, terms, content, or performance of third-party services, carriers, providers, or websites.

Your use of third-party services may be subject to separate terms, policies, fees, and requirements. Audoji may suspend, limit, modify, or terminate Campaigns, messages, numbers, integrations, or Platform features where required by a carrier, aggregator, service provider, law, regulation, or industry requirement.

17. Suspension and Termination

Audoji may suspend, restrict, or terminate your access to the Platform, your account, your Campaigns, your sign-up pages, your dashboard access, your ability to send messages, or any Platform feature at any time if Audoji determines that:

Upon termination, your right to use the Platform will cease immediately. Sections that by their nature should survive termination will survive, including provisions relating to privacy, data processing, intellectual property, disclaimers, limitation of liability, indemnification, governing law, dispute resolution, and record retention.

18. Disclaimer of Warranties

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE PLATFORM, ITS CONTENT, CAMPAIGNS, MESSAGES, SIGN-UP PAGES, ANALYTICS, SOFTWARE, DASHBOARDS, FEATURES, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM IS AT YOUR OWN RISK. THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, RELIABILITY, SECURITY, UNINTERRUPTED OPERATION, ERROR-FREE OPERATION, AND COMPLIANCE WITH ANY SPECIFIC LAW OR INDUSTRY REQUIREMENT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

NEITHER THE COMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS MAKE ANY WARRANTY, REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, TIMELINESS, OR AVAILABILITY OF THE PLATFORM OR ITS CONTENTS. WITHOUT LIMITING THE FOREGOING, THEY DO NOT REPRESENT OR WARRANT THAT THE PLATFORM, ITS CONTENT, OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR ACCEPTED BY ANY CARRIER, PROVIDER, RECIPIENT, REGULATOR, OR PLATFORM.

WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE PLATFORM WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE PLATFORM AND YOUR COMPUTER, INTERNET, AND DATA SECURITY, AND DETERMINING WHETHER THE PLATFORM IS SUITABLE FOR YOUR INTENDED USE. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING, FLOODING, MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE PLATFORM OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE OR PLATFORM LINKED TO IT.

19. Limitation of Liability

EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE PLATFORM IS TO UNINSTALL ANY AUDOJI SOFTWARE AND TO STOP USING THE PLATFORM.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCE WILL THE COMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR AGGRAVATED DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR COST OF SUBSTITUTE SERVICES, AND WHETHER CAUSED BY TORT, BREACH OF CONTRACT, BREACH OF PRIVACY, STATUTE, OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE PLATFORM, CAMPAIGNS, USER CONTENT, MESSAGES, SIGN-UP PAGES, ANALYTICS, PRIVACY INCIDENTS, CARRIER ISSUES, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTY WEBSITES, NOR ANY WEBSITE CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AUDOJI'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE PLATFORM OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO AUDOJI FOR THE PLATFORM IN THE THREE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) CAD $100. NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

20. Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the Company, its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, demands, complaints, investigations, proceedings, liabilities, damages, judgments, penalties, fines, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to:

Audoji reserves the right to assume the exclusive defence and control of any matter subject to indemnification. You agree to cooperate with Audoji's defence of any such claim.

21. Geographic Restrictions, Governing Law, and Choice of Forum

The owner of the Platform is based in the Province of Nova Scotia, Canada. The Platform is not intended for use in any jurisdiction where its use is not permitted. If you access the Platform from outside Canada, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction.

The Platform and these Terms and Conditions will be governed by and construed in accordance with the laws of the Province of Nova Scotia and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision, principle, or rule (whether of the laws of the Province of Nova Scotia or any other jurisdiction) and notwithstanding your domicile, residence, or physical location.

Any action or proceeding arising out of or relating to the Platform and under these Terms and Conditions will be instituted exclusively in the courts of the Province of Nova Scotia and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.

Nothing in this Section prevents Audoji from seeking injunctive or equitable relief in any jurisdiction where necessary to protect its rights, users, data, systems, intellectual property, or confidential information.

22. Waiver

No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms and Conditions operates, or may be construed, as a waiver thereof by Audoji; and no single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

23. Severability

If any term or provision of these Terms and Conditions is invalid, illegal, or unenforceable in any jurisdiction, such provision will be modified to the minimum extent necessary to make it valid, legal, and enforceable, or, if modification is not possible, severed from these Terms. The invalidity, illegality, or unenforceability of any term shall not affect any other term or provision of these Terms and Conditions or invalidate or render unenforceable such term or provision in any other jurisdiction.

24. Entire Agreement

The Terms and Conditions and our Privacy Policy and any other related policies, campaign terms, order forms, Client agreements, or documents associated with the Website and expressly incorporated by reference constitute the sole and entire agreement between you and Audoji Inc. regarding the Platform and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.

If there is a conflict between these Terms and a separate written agreement signed by Audoji and a Client, the separate written agreement will control to the extent of the conflict.

25. Reporting and Contact

This website and Platform are operated by Audoji Inc. Should you become aware of misuse of the website including libelous or defamatory conduct, unlawful content, unauthorized messages, privacy concerns, consent issues, or security concerns, you must report it to the Company at hello@audojiapp.com.

All other feedback, comments, requests for technical support, legal notices, privacy requests, and other communications relating to the Website should be directed to:

Audoji Inc. Email: hello@audojiapp.com

26. Recommended Operational Requirements for Sign-Up Pages

The following operational requirements are incorporated into these Terms for Clients and Campaigns unless Audoji provides different written requirements. Each sign-up page should clearly disclose:

Where multiple types of communications are offered, Audoji may require separate opt-in checkboxes or other granular consent controls for Audoji communications, Client-specific communications, and optional category-based or cross-promotional communications. Clients must not alter, obscure, remove, or bypass consent disclosures, opt-in language, opt-out language, privacy notices, or legal links provided by Audoji.

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