PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY

SOCIAL5, LLC ("SOCIAL5") PROVIDES YOU ACCESS TO AND USE OF THIS SITE, AS WELL AS ACCESS TO AND USE OF OUR SERVICES, SUBJECT TO YOUR COMPLIANCE WITH THESE TERMS AND CONDITIONS OF USE (THE "TERMS"). BY ACCESSING, BROWSING, OR USING THIS SITE (THE "SITE"), OR BY ENGAGING SOCIAL5 TO PROVIDE DIGITAL MARKETING, SOCIAL MEDIA MANAGEMENT, ADVERTISING SERVICES, CONTENT CREATION, SEO AND ANALYTICS, OR ANY OTHER SERVICE OUTLINED IN A SERVICE AGREEMENT OR SCOPE OF WORK, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL APPLICABLE LAWS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS EACH TIME YOU INTERACT WITH THE SITE OR UTILIZE SOCIAL5 SERVICES, OR YOU DO NOT HAVE THE AUTHORITY TO AGREE TO THESE TERMS, YOU MAY NOT USE THE SITE OR CONTRACT FOR SERVICES. SINCE SOCIAL5 MAY REVISE THESE TERMS AT ANY TIME, YOU SHOULD VISIT THIS PAGE PERIODICALLY TO REVIEW THE CURRENT VERSION. YOUR CONTINUED USE OF THE SITE OR OUR SERVICES FOLLOWING ANY SUCH CHANGE CONSTITUTES YOUR AGREEMENT TO FOLLOW AND BE BOUND BY THE TERMS AS UPDATED. FOR THIS REASON, WE ENCOURAGE YOU TO REVIEW THESE TERMS WHENEVER YOU ENGAGE OUR SERVICES OR USE THE SITE.

1. Related Policies and Terms

These Terms apply exclusively to your access to and use of this Site, and do not alter in any way the terms or conditions of any other agreement you may have with Social5 for products, services, or otherwise. In the event of a conflict between these Terms and a signed Service Agreement or Scope of Work, the signed agreement shall prevail. For clarity, the "Site" refers to social5.com and any associated digital properties, including client dashboards, portals, forms, landing pages, or tools operated or provided by Social5. Social5 has adopted a Privacy Statement that explains how we collect, use, and protect personal information. To learn about our privacy practices, please refer to the Privacy Statement section of the Site.

2. Agreement and Precedence

By accessing or using the Site, submitting payment, or checking a box indicating acceptance, you acknowledge that you have read, understood, and agreed to be bound by these Terms and Conditions. These Terms apply to all customers, whether services are accessed through a formal written agreement or initiated via online sign-up, onboarding forms, or direct engagement with Social5.

Where a separate, signed Service Agreement, Scope of Work, or Statement of Work exists between you and Social5, that document shall govern with respect to any explicitly conflicting terms. However, in the absence of a comprehensive written agreement, or where earlier terms were minimal or informal, these Terms and Conditions shall govern your relationship with Social5 and supersede any prior inconsistent terms.

3. Use of Services and the Site

The Site and all associated content are provided for the purpose of facilitating and delivering Social5's digital marketing and advertising services. By using the Site or engaging with Social5 for services, you agree to use the materials, content, tools, and access provided to you solely for their intended business purpose and not for any commercial resale, duplication, or misuse. You may download or copy materials from the Site or from services provided to you for your own internal business use only. No right, title, or interest in any downloaded materials is transferred to you through such use. You may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell, or exploit any part of the Site or the services provided by Social5 without prior written authorization. All intellectual property used or delivered by Social5, including templates, designs, processes, software, and proprietary strategies, remains the property of Social5 unless explicitly transferred by agreement. Any custom content created on your behalf as part of the services, and fully paid for, becomes your property, while Social5 retains ownership of all reusable or templated materials. Unauthorized use of the Site or services, including reverse engineering, scraping, or repurposing Social5 content or technology, is strictly prohibited.

4. Artificial Intelligence and Automation

Social5 may utilize artificial intelligence or automation tools to assist in content creation, analytics, or scheduling. All AI-generated content is reviewed by a human before being published.

5. Changes, Availability and Sales Tax

Subject to applicable law, we:

5.1 Reserve the right to change the goods and services advertised or offered for sale through this Site, the prices or specifications of such goods and services, and any promotional offers and any other Site Materials at any time and from time to time without any notice or liability to you or any other person;

5.2 Cannot guarantee that goods or services advertised or offered for sale by a customer will be available when ordered through the service provider; and

5.3 Do not warrant that the Site Materials (including without limitation product descriptions or photographs) are accurate, complete, reliable, current or error-free. Some jurisdictions may not allow the exclusions and disclaimers of certain implied warranties, so some of the provisions of this section may not apply to you.

Any and all sales tax on merchandise you order from a service provider shall be collected by the service provider or you may be responsible to pay the sales or use tax yourself. Social5 shall not be responsible to collect any sales or use tax on any items offered through the service providers of the Site.

6. Security, Password and Confidentiality

Social5 is committed to maintaining the security and privacy of your information. We implement commercially reasonable technical and organizational measures to safeguard customer data from unauthorized access, disclosure, alteration, or destruction. This includes the use of encryption protocols such as 128-bit SSL, secure data storage in physically protected environments, and limited access to customer records by authorized personnel only. We do not store credit card numbers or sensitive payment information.

If you are issued a username, password, or other access credentials for any Social5 platform or service, you are responsible for keeping that information confidential and for any actions taken under your account. You agree to notify Social5 immediately of any suspected breach or unauthorized use. While Social5 will take reasonable precautions to secure your account and communications, you acknowledge that communications over the internet, particularly via email, may not be fully secure and that you accept this risk when requesting or consenting to electronic communications.

Social5 will never sell, rent, or share your private account data, including your client lists, usage history, or platform credentials. We maintain a strict do-not-sell policy, and our systems are designed to prevent external access to this data without your explicit authorization.

In addition to technical security, each party agrees to maintain the confidentiality of all proprietary, sensitive, or non-public information disclosed in the course of delivering services. This includes business strategies, performance metrics, login credentials, marketing materials, and any other information reasonably understood to be confidential. This obligation shall survive for two (2) years following the termination of your engagement with Social5, unless otherwise required by law or court order.

Social5 may take action it deems necessary to protect the integrity and security of the Site and its services, including disabling accounts, revoking access credentials, or requiring identity verification, particularly in the event of a suspected security incident or policy violation.

7. Intellectual Property

Unless otherwise noted, all materials, including images, illustrations, designs, icons, photographs, video clips and written and other materials that are part of this site (collectively, the "Contents") are copyrights, trademarks, trade dress and/or other intellectual property owned, controlled or licensed by Social5, one of its affiliates or by third parties who have licensed their materials to Social5, and is protected by U.S. and international copyright laws. The compilation (meaning the collection, arrangement, and assembly) of all content on this site is the exclusive property of Social5 and is also protected by U.S. and international copyright laws.

In addition, all page headers, custom graphics, button icons, and scripts are trademarks and/or trade dress of Social5, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of Social5. All other trademarks, registered trademarks, product names and company names or logos mentioned herein are the property of their respective owners. Except as stated in the Terms, none of the materials and Intellectual Property described in these Terms may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording or otherwise, without the prior written permission of Social5 or the respective intellectual property owner. You may electronically copy and print to hard copy portions of this Site for the sole purpose of using materials it contains for informational and non-commercial, personal use only. Any other use of the materials in this Site -- including any commercial use, reproduction for purposes other than described above, modification, distribution, republication, display, or performance -- without the prior written permission of Social5 -- is strictly prohibited.

To notify us of a copyright infringement, write to us at legal@social5.com

Include the following (please consult your legal counsel or see Section 512(c)(3) of the Digital Millennium Copyright Act to confirm these requirements):

7.1 The physical or electronic signature of the owner or someone authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

7.2 A description or identification of the copyrighted work you claim has been infringed.

7.3 A description of the material that is claimed to be infringing, and information reasonably sufficient to allow us to find it.

7.4 Your address, telephone number, and e-mail address.

7.5 A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.

7.6 A statement, under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorized to act on behalf of the owner.

8. Outbound Links

The Site may provide links to the websites, content, products and services of Social5, its affiliates, customers, and other third parties. You should refer to the separate terms of use, privacy policies, and other rules posted on their websites before you purchase any merchandise or utilize their services. The existence of such links does not indicate our approval or endorsement of any material contained on any linked site.

Social5 is not responsible for the content of any website linked to our Site; for any loss or damage you may incur from dealing with any third party found on or through our Site, including your participation in promotions, the payment for and delivery of goods or services, or any request for products or services presented on our site. We are not responsible for any terms, conditions, warranties, or representations associated with such dealings.

YOUR USE AND CONNECTION TO ANY SUCH THIRD-PARTY WEBSITE IS AT YOUR OWN RISK.

We provide links and access to third party web sites or services that contain information that is provided as a service to those interested in the information. Social5 neither regularly monitors nor assumes responsibility for the content of third parties' statements or web sites. Accordingly, Social5 does not endorse or adopt these web sites or any information contained therein. Social5 makes no representations or warranties whatsoever regarding their accuracy or completeness.

9. Submissions

Any materials, content, data, credentials, or communications you provide to Social5 ("Submissions") through the Site, email, forms, or during the course of service delivery shall remain your property unless otherwise agreed in writing. You represent and warrant that you have the legal right to share such Submissions and that doing so does not violate any intellectual property, privacy, or contractual rights of any third party.

By submitting content through the Site or as part of a service engagement, you grant Social5 a limited, non-exclusive, royalty-free license to use, reproduce, transmit, and display such content solely for the purpose of delivering services to you, fulfilling requests, improving our offerings, or complying with legal obligations.

Social5 does not claim ownership over customer-submitted creative assets such as logos, images, or copywriting elements, and we will not use or disclose such materials outside the scope of the agreed-upon services without your express written permission. Social5 may, however, use anonymized, aggregated, or de-identified examples of content or performance metrics for internal analysis or marketing purposes, provided that such use does not identify you or disclose any confidential information.

You remain solely responsible for the accuracy, legality, and integrity of all Submissions made via the Site or in connection with services. We reserve the right to refuse, remove, or restrict access to any Submissions that we reasonably believe may violate these Terms, applicable law, or the rights of others.

10. Acceptable Use of the Site and Services

You agree to use the Site and Social5 services in a lawful, respectful, and responsible manner. Without limiting the generality of the foregoing, you agree not to upload, post, transmit, or otherwise make available through the Site or during your use of our services any content or material that:

10.1 Is unlawful, defamatory, libelous, obscene, pornographic, harassing, indecent, threatening, abusive, inflammatory, or otherwise objectionable or offensive;

10.2 Encourages conduct that would constitute a criminal offense, gives rise to civil liability, or otherwise violates any applicable local, state, national, or international law;

10.3 Infringes upon or misappropriates the intellectual property, privacy, publicity, or proprietary rights of any person or entity, including unauthorized use of copyrighted works, trademarks, or confidential information;

10.4 Impersonates any individual or entity or misrepresents your affiliation, credentials, or authority;

10.5 Constitutes or contains unsolicited promotions, advertising, or commercial messages including charity requests, chain letters, pyramid schemes, mass mailings, political campaigns, or spam of any kind, regardless of legal compliance;

10.6 Contains viruses, malicious code, or any harmful software, scripts, or technologies designed to damage, disrupt, intercept, or gain unauthorized access to systems, data, or personal information.

Social5 reserves the right to monitor, remove, or restrict content or conduct that violates these Terms or disrupts the use of the Site or services by others. Violations may result in the immediate suspension or termination of your access.

11. Enforcement

All access to and use of this Site is governed by and subject to the Terms. We have the right, but not the obligation, to monitor any activity and Content associated with forums and interactive areas on this Site. We may access at any time and use internally for any lawful purpose information stored on our systems, including the content of any emails or other communications. We may disclose such information to any third-party including law enforcement agencies to protect our rights or property in response to legal process, or in a good faith belief that such disclosure is justified or required in an emergency situation. We may investigate any reported violation of our policies or complaints and take any appropriate action that we deem appropriate. Social5 has the right, but not the obligation, to take any action we deem appropriate, including but limited to action to issue a warning, suspend or terminate your access and use of the Site and related services at any time, and block, remove or edit any communication and materials that Social5 believes in its sole discretion may violate applicable law, the Terms or a third party's rights. Social5 takes no responsibility and assumes no liability for any Content posted or uploaded by you or any third party, or for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter.

12. User Conduct

You remain solely liable for the Content of any messages or other information you upload or transmit to the discussion forums or interactive areas of this Site. You agree to indemnify and hold harmless Social5 and its parents, subsidiaries, affiliates, employees, agents and representatives from any claim, action, demand, loss, or damages (including attorney fees) made or incurred by Social5 or any third party arising out of or relating to your conduct, your violation of these terms and conditions, or your violation of any rights of Social5 or of a third party. Indirect or attempted violations of these Terms or any policy, and actual or attempted violations by a third party on behalf of a user of this Site will be considered violations of these Terms by such user.

THIS WEBSITE IS DESIGNED FOR AND INTENDED FOR USE BY ADULTS. IF YOU ARE UNDER 18, YOU MAY USE THIS SITE ONLY WITH INVOLVEMENT OF A PARENT OR GUARDIAN. IF YOU ARE A PARENT OR LEGAL GUARDIAN, YOU MUST MONITOR AND SUPERVISE THE USE OF THIS SITE BY CHILDREN, MINORS AND OTHERS UNDER YOUR CARE. YOU AGREE TO BE RESPONSIBLE FOR THEIR USE OF THIS WEBSITE.

Social5 welcomes user comments on our information utilized at social5.com, including the stories, videos, media productions and posts. Social5 desires to provide an outlet to engage the public in news and analysis of issues in their community and to encourage interaction with our editors, writers and other posters. Social5 intends for the area of this Site to be used by our readers as a place for civil, thought-provoking and high-quality public discussion. In order to achieve this, Social5 requires that all commenters and posters register and post comments with their real first name and first initial of their last names. Place of residence is collected and also utilized with your name and posted comments. Social5 does not permit the use of foul language, personal attacks, snideness, or gratuitous insult of the intelligence or character of fellow commenters and others, or the use of language that may be libelous or interpreted as inciting hate or sexual harassment. User comments are reviewed by moderators to ensure that comments meet these standards and adhere to Social5 Terms of Use and Privacy Policy. Failure to adhere to these standards and these Terms and the Privacy Policy may result in restrictions to the comment board or other and all areas of social5.com.

13. Commercial Business Listing Use and Conduct

Social5 provides an open platform for business to advertise and promote their business. These commercial business listings are referred to as "customer". Customer under the terms and conditions as described herein. The customer is solely responsible for creating the content, which is provided to Social5, and the Service Provider represents that it will choose key words, phrases and/or content that do not violate any third-party trademarks, other intellectual property rights or other rights and/or will obtain licenses to use any third-party trademarks and/or key words. The customer grants to Social5 and its members of social5.com the right to display, perform, transmit and promote the customer's content and to make internal copies as necessary to perform the foregoing, and users of social5.com the right to access and use the customer's content and/or any other content and/or services directly linked to the customer. Social5 reserves the right to reject or remove any particular content provided by the customer and placed on the website of Social5 for any reason at their sole and absolute discretion. The customer agrees that it will comply with all local, national and international laws, rules, regulations and ordinances which apply to the content submitted by the Service Provider. Customer accepts all responsibility for submitting legally acceptable content and agrees to hold Social5 harmless for any content which is contrary to any legal or non-legal law, rule, regulation or ordinance.

The Service Provider understands that the content it provides to Social5 may appear on various websites within the Social5 network. The location of the content from the customer, as well as the breadth of distribution to the members of Social5, may change during the term of this Agreement for any reason and at the sole discretion of Social5. Social5 may adopt or discontinue one or more modes of distribution or may change or discontinue websites, site pages or methods or modes of advertisement delivery as it deems fit. Because of the variety of types of distribution on the website of Social5 and its affiliated websites, if any, Social5 makes no guarantees that the content of the customer will appear in any particular type of placement or position, or that it will be displayed in any particular context or in response to any particular behavior of the members of Social5.

In no event shall Social5 or its agents, officers or employees or any affiliated company or agent, officer or employee of any such company be liable for incidental or consequential damages of any kind, including, but not limited to, loss of revenue or profits, whether resulting from breach of contract, negligence or otherwise. The customer acknowledges that it has been informed that Social5 is reliant on the internet for access and distribution. Social5 shall not be held liable should their internet service provider experience problems that prevent Social5, its members or its customer from gaining access to the internet, the website of Social5 or the individual websites of the customer. Any liability of Social5, including, without limitation, any liability for damages caused or allegedly caused by any failure of performance, error, omission, interruption, deletion, delay of operation or transmission, communications line failure, theft or destruction of or unauthorized access to, alteration of or use of records shall be strictly limited to the lesser amount of the paid on behalf of the customer to Social5 during the year in question or since the beginning of this Agreement, whichever is lesser.

The customer shall indemnify, defend and hold Social5 and its agents, officers, employees or any affiliated company or agent, officer or employee of any such company harmless against and in respect to any and all claims, demands, losses, costs, expenses, obligations, liabilities, damages, recoveries and deficiencies, including, without limitation, interest, penalties and attorney fees that Social5 shall incur or suffer which arise, result from or relate to any action taken or omitted or representation made by the customer to their customers. The duty to indemnify arises in any action or proceedings that arises, results from or relates to in whole or in part to any action, inaction or representations of the customer.

The parties to this Agreement agree that no partnership exists between them and the parties have not intended to create a partnership or any other business relationship between them other than the existence of this Agreement. The parties to this Agreement agree that although Social5 may utilize the words "partner", "affiliate", or something similar on the website, the parties do not have any additional agreements creating a relationship which would constitute a legal partnership. The customer agrees that they have no ownership interest in Social5 and Social5 agrees that it has not ownership interest in the customer.

All notices given under any of the provisions of this Agreement may be served by mailing such notice by certified United States mail, postage prepaid, addressed to the recipient at the addresses as the parties designate. Notice given by mail shall be deemed delivered three (3) days following date of deposit for mailing. Notice may also be served by facsimile or electronic mail with delivery deemed to be complete upon confirmation of receipt by the same means.

The rights and remedies of any of the parties hereto shall not be exclusive. In general, the respective rights and obligations hereunder shall be enforceable by specific performance, injunction, or other equitable remedy, but nothing herein contained is intended to or shall limit or affect any rights at law or by statute or otherwise of any party aggrieved as against the other party for a breach or threatened breach of any provision hereof, it being the intention of this paragraph to make clear the agreement of the parties that the respective rights and obligations of the parties hereunder shall be enforceable in equity as well as at law or otherwise.

14. Customer Responsibilities

Customers are responsible for providing all necessary content, approvals, credentials, and access to relevant platforms such as Facebook, Instagram, LinkedIn, and Google. Credentials must be supplied within five business days of agreement execution. Delays in providing these resources may affect project timelines, and Social5 is not responsible for delays resulting from customer inaction.

15. Billing, Payments, and Ad Spend

All services are invoiced monthly in advance and are due upon receipt. Setup and onboarding fees are non-refundable and billed at contract execution. Customers must pay by credit card, ACH debit, or wire transfer, checks are not accepted. Any digital advertising spend is directly billed to the customer's card via the applicable platform. Late payments may incur a 1.5% monthly late fee and may result in suspension of services after five days past due.

16. Refund Policy

All fees and charges are nonrefundable. Additionally, there are no refunds or credits for partially used payment periods. All Premium Care features, including email functionality, content usage, and any other feature or ability included as part of your Premium account, expire immediately upon cancellation or termination of your Premium Care account.

17. Disclaimer

THIS SITE IS PROVIDED BY SOCIAL5 ON AN "AS IS" BASIS. SOCIAL5 MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS SITE. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, SOCIAL5 DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SOCIAL5 WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES. WITHOUT LIMITING THE FOREGOING, SOCIAL5 DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, FOR ANY MERCHANDISE OFFERED ON THIS SITE. THIS DISCLAIMER DOES NOT APPLY TO ANY PRODUCT WARRANTY OFFERED BY THE MANUFACTURER OF THE ITEM.

UNDER NO CIRCUMSTANCES SHALL SOCIAL5 OR ANY OF ITS EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, VENDORS OR SUPPLIERS BE LIABLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE SOCIAL5 SITES.

18. Limitation of Liability

THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER IN CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF AN AUTHORIZED REPRESENTATIVE OF SOCIAL5 HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.

IF YOU ARE DISSATISFIED WITH THIS SITE OR ANY CONTENT ON THE SITE, OR WITH THE SOCIAL5 TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE, THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF SOCIAL5 UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100) OR THE COMPENSATION YOU PAID SOCIAL5, WHICHEVER IS LESS.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. IF THESE LAWS APPLY SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS, MAY NOT APPLY TO YOU, AND YOU MAY HAVE RIGHTS ADDITIONAL TO THOSE CONTAINED HEREIN.

19. Governing Law, Venue, and Limitation of Actions

These Terms and any dispute, claim, or controversy arising out of or related to your use of the Site or Social5's services shall be governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict of law principles. You agree that any legal action or proceeding arising under or in connection with these Terms shall be brought exclusively in the state or federal courts located in Salt Lake County, Utah. You hereby irrevocably submit to the jurisdiction of such courts and waive any objections based on venue, forum non conveniens, or otherwise. Any claim or cause of action arising out of or related to these Terms, the Site, or Social5's services must be brought within one (1) year after the cause of action arises, or such claim or cause of action is permanently barred. Customers located outside the United States acknowledge and agree that, notwithstanding their local laws, these Terms shall be governed by Utah law, and that any claims or disputes will be resolved in accordance with this governing law and jurisdiction clause. Nothing in this section limits Social5's right to seek equitable relief in any jurisdiction.

20. Force Majeure

Neither party shall be liable for delays or failures resulting from events beyond their reasonable control, including but not limited to natural disasters, acts of government, pandemics, internet service disruptions, or labor strikes. Obligations affected by force majeure events are suspended for the duration of such events.

21. Termination

Either party may terminate the Services Agreement after the initial commitment period (as outlined in the executed agreement) by providing at least thirty (30) days' written notice prior to the intended termination date. Annual and quarterly service plans are subject to their respective term commitments; early termination during an active term may result in fees, as specified in your individual service agreement.

If the Customer terminates during an active term, all outstanding payments due through the end of that term will become immediately payable. In the absence of a specific penalty clause in a separate agreement, early termination may trigger a cancellation fee equal to twenty-five percent (25%) of the remaining unpaid service fees for that term, excluding any advertising spend.

Social5 reserves the right to terminate access to services or suspend performance immediately in the event of non-payment, violation of these Terms, or any other material breach that remains uncured following written notice and a reasonable opportunity to cure, not exceeding ten (10) days.

Upon termination for any reason, Customer will remain liable for all fees incurred up to and including the effective termination date. Any prepaid fees are non-refundable unless otherwise stated in writing. Social5 will, upon request, provide final deliverables or data files to the Customer, provided all outstanding balances have been paid in full.

Termination of services shall not affect the continuation of any provisions that, by their nature, are intended to survive, including but not limited to confidentiality, intellectual property rights, limitation of liability, and indemnification obligations.

Notwithstanding any of these terms and conditions, Social5 reserves the right, without notice and in its sole discretion, to terminate your use of this Site, and to block or prevent future access to and use of this Site. Upon termination, these Terms shall still apply.

22. Email Consent

When you visit this Site or send an email to us, you are communicating with us electronically. You consent to receive communications from us electronically and agree that we may communicate with you by email or by posting a notice on this Website. We do not include details of your personal financial or medical information in emails unless you specifically request that we do so. You agree that we may treat specific actions by you, such as checking boxes to receive email updates, sending us an email directly or through the social5.com site, or leaving a telephone message with an email address for customer service to respond to a query about your account, as a request that we communicate personal financial or medical information with you by unencrypted email. You acknowledge and agree that unencrypted email sent over the Internet is not secure and may be read by others, and you agree that when you request that we send you email you are authorizing us to transmit and disclose your information (including your personal financial or medical information) from time to time in an unencrypted manner. You further acknowledge that emails sent with this information are not stored in a secure manner.

23. Severability

If any provision of the Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of these Terms and shall not affect the validity and enforceability of any remaining provisions.

24. Waivers

No waiver, express or implied, by either party of any breach of or default under these Terms will constitute a continuing waiver of such breach or default or be deemed to be a waiver of any preceding or subsequent breach or default.

25. Contact Information

For questions about these terms, please contact us at:

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