FAMBASE TERMS OF USE
Last Updated, May 13, 2024 Welcome to Fambase (the “Platform”), which is provided by NEXTWAVE MEDIA HOLDINGS LIMITED. or one of its affiliates (“Fambase”, “we” or “us”). Fambase provides more private group chat services, voice and video services, and other services to users.
These Terms of Use (“Terms”) apply to your access to and use of the websites (www.joinfambase.com), mobile applications, and other online products and services (collectively, the “Services”). By downloading, installing, accessing, posting to, interacting with, or using our Services, you agree to these Terms, including the mandatory arbitration provision and class action waiver in Section 16, the Privacy Policy, and the Community Guidelines (which encompass any additional guidelines and future modifications). If you do not agree to these Terms, the Privacy Policy, or the Community Guidelines, do not download, install, access, post to, interact with, or use our Services.
We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes by updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.
If you have any questions about these Terms or our Services, please contact us at contact@joinfambase.com. CONTENT
1. Privacy
For information about how we collect, use, share, and otherwise process information about you, please see our Privacy Policy. 2. User Accounts and Account Security
You must be at least 18 years of age (or the age of legal majority where you live) to use our Services. Users under 18 years old are strictly prohibited from attempting to register for the App or use the Service. By registering for this app, you warrant that you are at least 18 years old. In the event that the information provided is not accurate, the app will not be held liable as it cannot verify the age of its users. Anyone found violating this age restriction will be subject to appropriate actions, which may include suspension or a permanent ban from our platform.
You need to register an account to access some of our Services. To create an account, you must invest and register for our Services using your phone number. You agree to receive text messages and phone calls (from us or our third-party providers) with verification codes to register for our Services. Upon launching the App or the Service, you will be prompted to create one by providing a username and in some cases a password. We reserve the right to reject any username to terminate your username or prevent the use of a username at our sole discretion and without any liability to you. You must provide accurate account information, including but not limited to your birthday, and promptly update that information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. As part of our security procedures, you must treat your account credentials as confidential, and you must not disclose your account credentials to any other person or entity. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal claims, including trademark rights, in those usernames.
You shall not buy, sell, or transfer any aspect of your account (including your username). You agree that your account is not transferable, by operation of law or otherwise and that in the event of your death, incapacity, or unavailability, we may terminate any rights to your account or User Content.
You can deactivate your account by notifying and asking us to take measures to suspend the login and use of your account. In connection with such a request, we may require you to provide valid identifying information that is consistent with the registered identity information associated with your account. We have the right to refuse your request if such information is not provided.
We reserve the right to suspend, block, or terminate your account at any time, immediately and without notice if we believe activities associated with your account violate these Terms, the Community Guidelines, or otherwise pose a danger to Fambase, the Services, other users, or any third party. Further, if your account has not been used for more than six (6) months, we reserve the right to suspend, close, retrieve, or replace your account, or delete or de-identify all records associated with your account.
If you choose to deactivate your account, or your account is terminated by us, you will not be able to retrieve any content or information associated with your account. As such, we recommend that you separately save copies of any User Content or other information associated with your account that you wish to retain. 3. Communications
You agree to receive communications from us electronically, such as email, text, or mobile push notices, or notices and messages on the Service. For any direct marketing messages, we will ensure that we obtain your consent first, and also make it easy for you to opt-out — we don’t want to send you messages you don’t want.
By using the Service or providing information to us, you agree that we may communicate with you electronically regarding security, privacy, and administrative issues relating to your use of the Service and that all agreements, notices, disclosures, and other communications that Fambase provides to you electronically satisfy any legal requirements that such communications be in writing.
You may use the Service to send messages to other users of the Service. You agree that your use of the Service will not include sending unsolicited marketing messages or broadcasts (i.e., spam). We may utilize a variety of means to block spammers and abusers from using the Service. If you believe spam originated from the Service, please email us immediately at contact@joinfambase.com. 4. User Content
Any data, text, graphics, photographs and their selection and arrangement, and any other materials uploaded to the Service by you is “Your Content.” All of Your Content is your sole responsibility and Fambase is not responsible for any material that you upload, post, or otherwise make available. By uploading, distributing, transmitting, or otherwise using Your Content with the Service, you grant to us a perpetual, nonexclusive, transferable, royalty-free, sublicensable, and worldwide license to use, host, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display Your Content in connection with operating and providing the Service. You must ensure that all information you provide is original or properly authorized and does not infringe upon the copyrights, trademarks, or any other rights of third parties. Failure to do so may result in actions including but not limited to deleting your avatar, disabling your posts' images and videos, or in extreme cases, suspending your account. In addition, when hosting live streams within the group, you are responsible for ensuring that all participants meet the age requirement of 18 years or older. Non-compliance may lead to restrictions on your live-streaming capabilities, group bans, and account suspension.
You may not create, post, store, or share any User Content that violates these Terms, the Community Guidelines, or for which you do not have all the rights necessary to grant us the license described above. You represent and warrant that your User Content, and our use of such Content as permitted by these Terms, will not violate any rights of or cause injury to any person or entity.
Fambase does not guarantee the accuracy, quality, or integrity of any user content posted. By using the Service, you acknowledge and accept that you may be exposed to material you find offensive or objectionable. You agree that the Company will not under any circumstances be liable for any user content, including, but not limited to, errors in any user content, or any loss or damage incurred by use of user content. The Company reserves the right to remove and permanently delete Your Content from the Service with or without notice for any reason or no reason. You may notify the Company of any user content that you believe violates these Terms, or other inappropriate user behavior, by emailing
contact@joinfambase.com. 5. Prohibited Conduct
You may not violate the Fambase Community Guidelines, any applicable law, contract, intellectual property right, or other third-party rights, nor commit any tortious acts, and you are solely responsible for your conduct while using our Services. In particular, you will not: - Engage in any harassing, threatening, intimidating, predatory, or stalking conduct;
- Use or attempt to use another user’s account without authorization from that user and Fambase;
- Impersonate or post on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity;
- Sell, resell, or commercially use our Services;
- Copy, reproduce, distribute, publicly perform, or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;
- Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services;
- Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying our Services, or that could damage, disable, overburden, or impair the functioning of our Services in any manner;
- Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;
- Use any data mining, robots, or similar data gathering or extraction methods designed to scrape or extract data from our Services;
- Develop or use any applications that interact with our Services without our prior written consent;
- Send, distribute, or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
- Bypass or ignore instructions contained in our robots.txt file; or
- Use our Services for any illegal or unauthorized purpose, or engage in, encourage, or promote any activity that violates these Terms and/or the Community Guidelines.
6. Ownership; Limited License
The Services, including the text, graphics, images, photographs, videos, illustrations, software, functionality, and other content contained therein, are owned by Fambase or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for your own personal, noncommercial use. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein, and will violate our intellectual property rights. 7. Trademarks
Fambase and our logos, our product or service names, our slogans, and the look and feel of the Services are trademarks of Fambase and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All third-party trademarks, registered trademarks, product names, company names, or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by us. 8. Feedback
You may voluntarily post, submit, or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials, or other information about Fambase or our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in Fambase’s sole discretion. You understand that Fambase may treat Feedback as nonconfidential. 9. Repeat Infringer Policy; Copyright Complaints
You can report any infringement act on Fambase. If you believe we process it by mistake, we will provide you with an opportunity to appeal via email contact@joinfambase.com We will always try our best to help resolve any issues that you may encounter with our service.
Also, please note that if you knowingly misrepresent that any activity or material on our Services is infringing, you may be liable for certain costs and damages. 10. Third-Party Content
We may provide information about third-party products, services, activities, or events, or we may allow third parties to make their content and information available on or through the Services (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. Fambase does not control or endorse and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk. 11. Indemnification
To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless Fambase, our parent companies, subsidiaries, licensors, service providers, our and their affiliates, and each of our respective officers, directors, agents, partners, and employees (individually and collectively, the “Fambase Parties”) from and against any losses, liabilities, claims, demands, damages, expenses, or costs (“Claims”) arising out of or related to (a) your access to or use of the Services; (b) your User Content or Feedback; (c) your violation of these Terms or the Community Guidelines; (d) your violation, misappropriation, or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to promptly notify Fambase Parties of any third-party Claims, cooperate with Fambase Parties in defending such Claims, and pay all fees, costs, and expenses associated with defending such Claims (including, but not limited to, attorneys' fees). You also agree that the Fambase Parties will have control of the defense or settlement, at Fambase's sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Fambase or the other Fambase Parties. 12. Disclaimers
Your use of our Services is at your sole risk. Except as otherwise provided in writing by us, our Services and any content therein are 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. In addition, Fambase does not represent or warrant that our Services are accurate, complete, reliable, current, or error-free. While Fambase attempts to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Services.
13. Limitation of Liability
To the fullest extent permitted by applicable law, Fambase and the other Fambase Parties will not be liable to you under any theory of liability—whether based on contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive, or special damages, or lost profits, even if Fambase or the other Fambase Parties have been advised of the possibility of such damages. Without limiting the foregoing, and to the fullest extent permitted by applicable law, Fambase will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses, or other technologically harmful material that may infect your computer, mobile device, equipment, computer programs, data, or other proprietary material due to your use of Fambase or the Services, or items obtained through Fambase or the Services, or due to your downloading of any material posted on Fambase or any website or application linked to it.
The total liability of Fambase and the other Fambase Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the greater of $100.00 or the amount paid by you to use our Services.
The limitations set forth in this Section 13 will not limit or exclude liability for the gross negligence, fraud, or intentional misconduct of Fambase or the other Fambase Parties, or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
14. Release
To the fullest extent permitted by applicable law, you release Fambase and the other Fambase Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. 15. Transfer and Processing Data
Fambase is a global social app operating through servers located in a number of countries around the world, including the United States. In order for us to provide our Services, you agree that we may process, transfer, and store information about you on Amazon Web Services in the United States and other countries/areas, where you may not have the same rights and protections as you do under local law. 16. Dispute Resolution; Binding Arbitration
Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Fambase and limits the manner in which you can seek relief from us unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration agreement. In addition, arbitration precludes you from suing in court or having a jury trial.
No Representative Actions. You and Fambase agree that any dispute arising out of or related to these Terms or our Services is personal to you and Fambase and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.
Arbitration of Disputes. Except for small claims disputes in which you or Fambase seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Fambase seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Fambase waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, for any dispute or claim that you have against Fambase or relating in any way to the Services, you agree to first contact Fambase and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to Fambase by email at contact@joinfambase.com. The Notice must: (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above.
The arbitrator, Fambase, and you will maintain the confidentiality of any arbitration proceedings, judgments, and awards, including, but not limited to, all information gathered, prepared, and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality unless the law provides to the contrary. The arbitration will allow for the discovery or exchange of non-privileged information relevant to the dispute. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.
You and Fambase agree that for any arbitration you initiate, you will pay the filing fee. For any arbitration initiated by Fambase, Fambase will pay all costs. You and Fambase agree that the Hong Kong International Arbitration Centre(“HKIAC”) has exclusive jurisdiction over any appeals and the enforcement of an arbitration award.
Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Fambase will not have the right to assert the claim.
You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 16 by emailing contact@joinfambase.com. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 17.
If any portion of this Section 16 is found to be unenforceable or unlawful for any reason: (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 16 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 16; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall stay pending the outcome of any individual claims in arbitration. Further, if any part of this Section 16 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 16 will be enforceable. 17. Fee
There are no fees for the use of many aspects of the Services. However, some services, including Virtual Goods and Virtual Gifts for Living Room Hosts, may be available for purchase (“Paid Services”).
The Service may include an opportunity to obtain virtual currency ("Virtual Currency") or virtual goods ("Virtual Goods") that may require you to pay a fee using legal tender (that is, "real money") to obtain the Virtual Currency or Virtual Goods. Your purchase of Virtual Currency is final and is not refundable, exchangeable, or transferable, except in the Company’s or the platform provider’s sole discretion. You may not purchase, sell, or exchange Virtual Currency outside the Service. Doing so is a violation of the Terms and may result in termination of your Account with the Service and/or legal action. The Company retains the right to modify, manage, control and/or eliminate Virtual Currency and/or Virtual Goods at its sole discretion. Prices and availability of Virtual Goods are subject to change without notice. We shall have no liability to you or any third party for the exercise of such rights. You shall have a limited, personal, non-transferable, non-sublicensable permission to use solely within the Service Virtual Goods and Virtual Currency that you have earned, purchased, or otherwise obtained in a manner authorized by the Company. You have no other right, title, or interest in or to any such Virtual Goods or Virtual Currency appearing or originating in the Service.
To the extent a subscription, product, or feature on the Service is made available for any fee, you will be required to select a payment plan and provide information regarding your credit card or other payment instrument that we may accept (“Payment Instrument”) to our Payment Processor (as defined below). We may require you to use Payment Instruments issued by a US financial institution and make all payments in US dollars, and we or the payment processor may change the type of payment instruments we accept from time to time.
Stated prices may not include sales and use taxes. If they do not, you are responsible for the payment of such taxes related to your purchase. We have the right to charge you for any taxes that we are required to pay or in fact collect related to your purchase. Please be aware that these additional charges are not imposed by us. Instead, they are collected as per the requirements of different countries, regions, and their respective laws and regulations.
You represent and warrant that the information you provide about your Payment Instrument is complete and true, and that you are authorized to use the Payment Instrument for each transaction that you request. By providing us or our Payment Processor with your Payment Instrument information, and authorizing a transaction through the Service, you authorize Fambase or our Payment Processor to charge your Payment Instrument for the full amount of the transaction (including any service fees) and to debit or credit your Payment Instrument as necessary to correct any errors.
If any of the information you provide us or our Payment Processor about your Payment Instrument becomes inaccurate, or your Payment Instrument expires, you will promptly update your account information with any changes to your Payment Instrument information (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay the amount that is specified in the payment plan you select in accordance with the terms of such plan and this Terms of Service.
Fambase may change the fees or benefits associated with the Paid Services from time to time with reasonable advance notice of material changes; provided, however, that no advance notice will be required for temporary promotions, including temporary reductions in the fees associated with the Paid Services. You must follow and comply with the rules of the platform you participate in. Failure to do so may result in a temporary or permanent ban from Fambase or the removal of certain Virtual Goods. In such instances, you might lose the benefits of Virtual Goods or other services. Again, there are no refunds. Should you initiate a chargeback or request a refund following the consumption of certain virtual goods, we reserve the right to suspend or terminate your user account. 18. Peer-to-Peer (P2P) Transaction Guidelines (Applicable to both Users and Creators):
- All P2P transactions must comply strictly with relevant legal regulations and must not involve any illegal activities.
- Participants engage in P2P transactions at their own risk. The platform does not verify the validity of transactions or the legality of participant actions.
- Any disputes related to P2P transactions are exclusively the responsibility of the participants involved; the platform will not intervene or mediate in such disputes.
19. Payout to Creators:
Withdrawals: - A minimum account balance is required to withdraw Creator Earnings from your Fambase account.
- In cases where a User successfully obtains a refund or chargeback from their providers regarding a payment made to you, we reserve the right to conduct an investigation and may deduct an amount equivalent to the refunded or charged-back Creator Earnings from your account.
- If there is suspicion that you have significantly or repeatedly violated our Terms of Service;
- If you attempt or threaten to violate the Terms of Service in a manner that could have severe repercussions for us or other users, including potential or actual losses; or
- If we suspect that the Creator Earnings were generated from illegal or fraudulent activities, either by you or the User involved in the transaction.
- We may also retain any part of your Creator Earnings if legal claims affect your earnings, such as secured interests or liens, until these are resolved.
- We are not obligated to compensate you for earnings withheld or forfeited when justified by these terms.
- If some of the withheld Creator Earnings are deemed unrelated to any breaches or unlawful activities, we may process payment for those unaffected portions.
- Upon concluding our investigation, if it's determined that certain earnings are to be forfeited, and where legally permissible, we will endeavor to refund the associated User Payments to the respective Users.
20. Terms Modification
We may modify the Terms for the Platform at any time, with or without prior notice to you, under the following conditions: - Compliance with Laws and Regulations: We reserve the right to amend the Terms to accurately reflect changes in laws, regulations, and regulatory requirements that apply to the platform and its services. Such modifications will be made as necessary when legal and regulatory developments do not permit us to provide advance notice.
- Security Measures: If we deem it necessary to mitigate unforeseen and immediate threats to the security of our platform, including but not limited to fraud, malware, spam, data breaches, and other cybersecurity concerns, we may alter the Terms accordingly to maintain the integrity and safety of the Platform's operations for our Users and Creators.
- General Updates: Apart from the above circumstances, we may also undertake other revisions or amendments to the Terms. When possible, we will provide you with reasonable notice of these changes via email or through notifications on the Platform. This will allow you to review the changes and make an informed decision on whether to continue using the Platform under the new Terms.
21. Legal Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of Hong Kong, without regard to the choice of law principles. Any dispute arising out of or in connection with these Terms, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre(“HKIAC”) in accordance with the Arbitration Rules of the HKIAC for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be in Hong Kong. The language of the arbitration shall be English. 22. Modifying and Terminating our Services
We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services. 23. Severability
If any provision or part of a provision of these Terms is unlawful void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. 24. Miscellaneous
The failure of Fambase to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically. Should you have any questions or concerns regarding the modification of these Terms, please reach out to us at contact@joinfambase.com.