Soul Software

Terms of Service

User Agreement

Terms of Service - User Agreement

Terms were last modified June 7, 2023

This is our Terms of Service and your User Agreement for Soul Software as well as all additional products and services provided by Soulpreneurs Association, LLC.

Please read carefully before using any of our products or services.

The following “Terms of Service” governs your use for the Soulpreneurs Association, LLC ("Soulpreneurs", "Soulpreneurs Association", "We", "Us") software platform Soul Software ("platform", "software") and all of its applications there-within ("Software Suite", "Software"), including but not limited to website, marketing, communication and automation tools, Soulpreneurs, Soulpreneurs App, Soul Connect, video conferencing and any services provided by us.

This document governs all contracts, retainers, monthly and annual plans, complimentary services, all users such as, but not limited to, active Account Owners, paused or frozen Account Owners, Complimentary Owners, Admin or Users, Founders Forever Plan "Founding Members", any Account Users or Admin set up as a Team Member within Software. When we refer to “You” or “Users”, we will be clear if we are referring to a particular type of member, otherwise, "You" represents any or all of the above Account Users.

We reserve the right to change these Terms from time to time. When we make any changes to our Terms, All changes are effective immediately when posted. Your continued use of the Platform and/ or continued communication to proceed with work from us following the posting of any revised Terms constitutes your acceptance and agreement to the updated Terms. You acknowledge and agree that it is your responsibility to periodically review this Site and these Terms. Your continued use of this Site and Services after such modifications will constitute acknowledgment and acceptance of the modified Terms.

1. Introduction

Thank you, we appreciate you choosing us for your all-in-one design and marketing digital home for creating, growing and expanding your business. Within this Software and our Services you will find, but not limited to, marketing and design tools, community building applications, video conferencing, task and organization tools, design and swipe copy templates, a support library, chat and zoom support (all considered "Services".) By using any of our Services you are entering a binding contract with Soulpreneurs Association, LLC.

By using Soul Software Services in any manner you are agreeing to, and give consent to be governed by these Terms.

IF YOU DO NOT AGREE TO THESE TERMS, YOU SHOULD NOT ACCEPT THEM, CREATE AN ACCOUNT, USE THE SOFTWARE OR ANY OF OUR SERVICES. IN THE EVENT OF A CONFLICT BETWEEN THESE TERMS OF SERVICE AND THE ADDITIONAL AGREEMENTS INCORPORATED HEREIN BY REFERENCE, THESE TERMS OF SERVICE SHALL PREVAIL.

2. Use of Platform

2.1 AGE OF USE

You must be 18 or older to create an account. We recognize the special obligation to protect personally identifiable information obtained from children aged 13 and under. If you are younger than 18 Soulpreneurs Association, LLC requests that you refrain from using the Soul Software Suite or submit any personal or identifiable information to any site related to us, indirectly or directly to Soulpreneurs Association.

By using Soul Software you are telling us by your actions that you are 18 years old or older (you are representing and warranting that you are 18 years old or older). If you are under the age of 18, you may not use Soul Software in any manner nor may you register for an account.

2.2 Account Registration

2.2.1 ACCOUNT OWNERS

The owner of any account (“Account Owner") must complete the account registration process by providing us with current, complete, and accurate information as prompted by the applicable registration form or signing the contract for Software and/ or Services. You must input an email address owned by only you and choose a password. You agree to keep your username and password confidential and to only register only once using one email address.

You agree to the following: (i) You will register as yourself or your company. You will not register for someone else or their company. (ii) You will register under your legal name, your legal company name or your DBA. You will not register under a fictional name or alias. (iii) You will not choose credentials that suggest that you are any other person but yourself. (iv) You will not choose credentials for the purpose of misleading the company of your true identity.

2.2.2 ACCOUNT TEAM MEMBERS (Team Users and Admin)

Account Owners are the one registrar for the entirety of the account. However, the Account Owner may add Team Members to the account as Users or as Admin. These Team Members may be added as additional Admin or Users. This allows the Team Member to be issued login credentials. The Account Owner may grant the Team Member with partial or whole access to the account as an account Admin, this is solely at the discretion of the Account Owner.

Account Owners understand that they are wholly and completely responsible for maintaining the confidentiality of their username, password, and account. Furthermore, Account Owners are wholly and completely responsible for any and all activities that occur under their account, which includes but is not limited to Team Member activities that occur under their account.

2.3 INTENDED USE

You and your team members may use the Software only as intended for lawful purposes and in accordance with these Terms. You agree that You and Your Team Members will not use the Software in any way that violates any applicable law or regulation or engage in any Prohibited Uses. In addition, you represent and warrant that: (i) You and Your Team Members will maintain in effect all licenses, permissions, authorizations, consents, and permits necessary to carry out the obligations under these Terms; (ii) You are fully responsible for your actions and the actions of your team members, employees, agents, and customers who use of the Soul Software Suite; (iii) You are fully responsible for the use of the Soul Software Suite by your Team Members; (iv) You, your employees, agents and customers will not misrepresent the Soul Software Suite, Soulpreneurs Association or the Services; (v) You will provide these Terms to your Team Members confirm that all employees, agents, and customers understand that they are subject to these Terms if they use or offer access to the Software; (vi) You will be solely responsible for your use of your Account, including the quality and integrity of any data and other information, including Information, made available to us by or for you through the use of the Software; and (vii) You and your Team Members will provide reasonable cooperation regarding information requests from law enforcement, regulators, or telecommunication provider.

2.3.1 Use of Communication Services

The Software may include certain communications features such as SMS, MMS, email, voice call capabilities and other methods. If You use these features, You agree that You are exclusively responsible for all communications sent using the Software, including compliance with all laws governing those communications such as the Telephone Consumer Protection Act (“TCPA”) and the CAN-SPAM Act. You represent and warrant that you understand and will comply with those laws. Soul Software is not responsible for your compliance with laws and does not represent that your use of the Platform will comply with any laws. Soul Software is a technology platform communication service application provider ONLY. Soul Software does not originate, send, or deliver any communications to any recipient via SMS, MMS, email, or other communication method. You control the message, timing, sending, fraud prevention, and call blocking. All communications, whether SMS, MMS, email or otherwise, are created by and initiated by you and/or your customers, whether generated by You or sent automatically via the Platform at Your direction.

2.3.3 Excessive Use Restrictions

We provide access to the Software on a tiered-pricing basis, and some tiers can process more data with less impact on performance. We have no liability for the effect that your excessive data use may have on performance. If, in Soul Software's sole discretion, we determine that your data use is excessive, abusive, or has a negative effect on the Software in anyway, we may (1) require that you upgrade your Services in order to continue your activity levels if your data use exceeds the intended use of your existing Software tier or if Soul Software's operational costs to support your Account usage exceeds the subscription price; (2) suspend or terminate your use of the Software or Services, and/or (3) reduce the amount of data you are able to use.

2.3.4 Platform Updates

Soul Software reserves the right to make updates or changes to the Software at anytime, including changes that may affect the previous mode of operation of the Software. You agree that your use of the Software or purchase of Services is not contingent on Soul Software's delivery or release of any functionality or feature, including but not limited to the continuation of a certain Service or any third-party services.

2.3.5 International Use

If you are in an embargoed country or are a sanctioned person or entity, you are prohibited from using the Software. Soul Software makes no representation that materials on the Software are appropriate or available for use in locations outside the United States. Those who choose to access the Software from other locations do so on their own initiative and at their own risk. If you choose to access the Software from outside the United States, you are responsible for compliance with local laws in your jurisdiction, including but not limited to, the taxation of products purchased over the Internet. Any offer for any product, Services, and/or information made in connection with the Software is void where prohibit

2.4 SECURITY

You are responsible for maintaining the confidentiality of your Login Credentials. You are responsible for all uses of your Account and Login Credentials, whether or not authorized by you. You agree to notify Soulpreneurs Association immediately of any unauthorized access to or use of your Account or Login Credentials or any other breach of security. Soulpreneurs Association reserves the right to disable your Login Credentials at any time in its sole discretion for any or no reason, including if, in Soulpreneurs Association opinion, you have violated any provision of these Terms. Software Accounts are non-transferable. You are obligated to take preventative measures to prohibit unauthorized users from accessing your Software Account with your Login Credentials.

If we have reasonable grounds to suspect that an Account Owner or Team Member has provided false information, shared their username, password, or account with anyone else, or distributed any non-public Content to any other person, we have the right to suspend or terminate an Account Owner's account and refuse any and all current or future Services to Account Owner, in whole or part, without refund. Any personally identifiable information Account Owner provides as part of the registration process is governed by the terms of the Company’s website.

You should notify us immediately of any known or suspected unauthorized use of your email and password or any other breach of security. We will not be liable for any loss that you may incur as a result of someone else using your email, password, or account, either with or without your knowledge. You could be held liable for losses incurred by us or another party due to someone else using your email, password, or account. You may not use anyone else’s account at any time, without the permission of the Account Owner.

We may notify you of relevant information regarding Soul Software Suite in any of the following ways: (a) by emailing you at the contact information you provide in your account registration, (b) by posting a notice in dashboard areas of the Software , and (c) by posting the notice elsewhere on the Software in an area suitable to the notice. It is your responsibility to periodically review the Software for such notices.

2.2.5 PRIVACY

By using the Software and providing Information on or through the Software you consent to Soulpreneurs use and disclosure of the Information in accordance with the Privacy Policy available here and incorporated herein by reference. You agree that Soulpreneurs Association has no responsibility or liability for the deletion or failure to store any Information or content maintained or transmitted on or through the Software.

3. Plans and Pricing

3.1 PRICING PLANS

You can find our current pricing on our website, soulsoftware.co.

If you have an older pricing model that is not listed please reach out to find out more details about your plan.

We may also offer special promotional plans or discounts for Soul Software. We reserve the right to modify, terminate or otherwise amend our offered Plans and promotional or discounted offerings at any time in accordance with these Terms.

Though our intent is to retain the current pricing for all Plans for our Founders and other Loyal Customers, because of outside factors we may change the price for the Plans, including recurring membership fees, from time to time and will communicate any price changes to you in advance. Changes in Plan prices will take effect at the start of the next billing period following the date of the price change.

If You do not agree with the price changes, You have the right to reject the change by cancelling Your Plan before the price change goes into effect. Please therefore make sure you read any such notification of price changes carefully.

If you have purchased or received a code, gift card, pre-paid offer or other offer provided or sold by or on behalf of Soulpreneurs Association for access to a Plan (“Code”), separate terms and conditions may be presented to you along with the Code may also apply to your access to Soul Software and you agree to comply with any such terms and conditions.

3.2 TRIAL PERIOD

From time to time, we may offer Account Owners a trial. We may offer these Trials free of charge or for a reduced fee upon registering (in either instance, a “Trial”.) All Trial offer information, including but not limited to how long the trial period is for and the costs, if any, of the Trial will be provided at the time the Trial is offered.

For all Trials, we require you to provide your payment details prior to beginning the Trial. You understand that we may, in our sole right and authority, determine that you are not eligible for a Trial, and we therefore may withdraw or modify a Trial at any time without prior notice and without liability, to the extent permitted under applicable law.

By providing such payment details, you agree that we may automatically begin charging you for the Trial, if there is a fee associated with the Trial, or for the selected Plan on the first day following the end of the Trial on a recurring monthly or annual basis (depending on the Plan you initially choose). If you do not want to be charged for the Plan on the first day following the end of the Trial, you must cancel the applicable Plan before the end of the Trial.
You can find more information regarding the cancellation of your Plan below in the “Cancellations” section.

You understand and acknowledge that any Trial will expire after the number of days or on the date stated when you registered for an account, and following the expiration of this Trial, your membership will continue. At that time, you will be automatically charged the monthly or annual price to which you agreed, and that payment amount of that amount will renew automatically each month or year until you cancel. If your card is declined you remain responsible for the payment in which you agreed with accepting the Terms.

3.3 ACCOUNT FREEZE

At our sole discretion we may offer an alternate Freeze Plan Option for You to “freeze” your membership while maintaining your Account Owner Content on the Software.

You understand that if you participate in any Freeze Plan, you will not have access to log into Your account or access your Account Owner Content on any of the Software Suite.

Additionally, depending on the Freeze plan selected, we may disconnect or require that you to disconnect your payment processor and domain to prevent any third party from accessing or viewing your Account Owner Content on the Platform while you are part of any Freeze Plan.

4. Payments

4.1 PAYMENTS RECEIVABLE

At the time of registering for an account with us, Account Owners agree to the fees and payment schedule listed on our website. Account Owners will be asked by us to supply certain personal information relevant to your purchase of a Plan, including, without limitation, your name, credit card number, billing address, expiration date, and card security code.

Account Owners understand and acknowledge that your monthly or annual subscription will renew automatically each month or year at the price to which you agreed when you registered for an account and continue until you cancel it.

You represent and warrant that you have the legal right to use any credit or debit card(s) you place on file with us to purchase and access Soul Software. You give us permission to automatically charge your credit or debit card for all fees, additional products and services, and charges due and payable to us, without any additional authorization, for which you will have access to your payment history in your account dashboard for the Software and receipts emailed to you for additional services.

You also agree that we are authorized to share any payment information and instructions required to complete the payment transactions with our third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services). You acknowledge that any such information will be treated by us in accordance with our Privacy Policy.

If payment is not received when due, Soulpreneurs Association reserves the right to deny or terminate your access to Soul Software immediately, as well as delete your account and all Member Content associated therewith, as outlined below.

4.2 Overdue Amounts

If, for any reason, your credit card company declines or otherwise refuses to pay the amount owed for the Services you have purchased, you agree that we may suspend or terminate your use of the Software and/or delivery of Services and may require you to pay any overdue Fees and other amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to us. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.

4.3. Payment Disputes

You will notify us in writing within sixty (60) days of the date we bill you for any invoiced Fees or charges that you wish to dispute. You must pay all invoiced Fees and charges while the dispute is pending or you waive the right to pursue the dispute. Where you are disputing any Fees or charges, you must act reasonably and in good faith and cooperate diligently with us to resolve the dispute. All Soulpreneurs Association determinations regarding your obligation to pay invoiced Fees and charges are final.

4.4 CANCELLATIONS

Account Owners may cancel their Plan at any time. In the event you cancel your Plan, the cancellation will become effective at the end of the then-current billing cycle. Upon cancellation, any and all licenses granted to you to use Soul Software provided to you under this Agreement shall immediately terminate.

In the event You wish to cancel, please download Your contact data and retrieve any other data You wish to save from our Software before cancelling your Plan.

You are solely responsible for the cancellation of Services associated with your account, and you will be responsible for all Fees incurred until such cancellation occurs. No refunds will be provided for your failure to properly cancel the Services associated with your account.

See below for important terms related to removal or migration of your own original content that you may upload to our Platform (“Account Owner Content”).

4.3 REFUNDS

If you sign up for a subscription but do not access the Service or Software, you are still responsible for all Fees during the term of your subscription.

Except as may be required by law, Soul Software reserves the right to issue or deny a refund or credit in its sole and absolute discretion, at any time, for any reason, and Soulpreneurs Association determination of if and when to issue or deny a refund or credit is final.

Your satisfaction with Soul Software and all of our services is important to us. However, because of the extensive time, effort, preparation, and care that goes into creating and providing all Software and Services provided by Soulpreneurs Association, we have a no refund policy. Unless otherwise provided by law, you acknowledge that we do not offer refunds for any portion of your payment and no refunds will be provided to you at any time, and no payments will be pro-rated. By using and/or purchasing Soul Software you understand and agree that all sales are final, and no refunds will be provided.

Since we have a clear and explicit refund policy in these Terms that you have agreed to prior to completing the purchase of Soul Software and/ or Services, we do not tolerate or accept any type of chargeback threat or actual chargeback from your credit card company or payment processor. If a chargeback is placed on a purchase or we receive a chargeback threat during or after your purchase, we reserve the right to report the incident to all three credit reporting agencies or to any other entity for inclusion in any chargeback database or for listing as a delinquent account, which could have a negative impact on your credit report score. The information reported will include your name, email address, order date, order amount, and billing address. Chargeback abusers wishing to be removed from the database shall make the payment for the amount of the chargeback.

5. Core Values and Boundaries

The following are considered our boundaries and values. If Account Owner or User acts against our values and boundaries it is a material breach of this Agreement for which Soulpreneurs Association may immediately suspend your user account or terminate your Software Account in accordance with these Terms. Whether you violate these core values and boundaries is at the sole discretion of Soulpreneurs Association.

One account per person or business entity. The account owner, can have multiple business that are owned by them or their immediate family within their account. The Account Owner cannot host their clients’ sites, communities or courses on their account; it’s one business entity per account. If you’re an agency, we recommend that you create an account for each client under your affiliate link, then contact Soulpreneurs Association to request that we give your client access to the client account. Contact us if you would like an agency bulk account rate.
Account owners will follow applicable law and regulations. The use of the Software in any way that violates any applicable law or regulation is strictly prohibited.

You Are An Advocate For Wellbeing And Will Do No Harm - As a Account owner or user you agree you are a person who is an advocate for the wellbeing of all humanity and that you will do no harm. You agree that you will not exploit, harm, or attempt to exploit or harm anyone in any way. You agree that you will not partake in any behavior that victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, socio-economic status, or other identity, nor will you communicate or display hate speech.
Our Content is licensed to only the Account Owner: On the subject of sharing content you will not share our Content with anyone who is not properly licensed to access the Content.
Stay True To These Terms: You will not use the Software to send, receive, upload, download, use, or re-use any material that does not comply with these Terms.

NO-UNLAWFUL SOLICITATION: Use of the Software to transmit, or procure the sending of, any unlawful advertising or promotional material, including but not limited to any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.

YOU MUST BE YOU: We do not tolerate the Impersonating or attempting to impersonate anyone else besides yourself or your business(es), including but not limited to Soul Software, a Soul Software employee, another user or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).

BE KIND: Our community and software expects you to be kind inside our Software, Courses, Events and Communities. We prohibit you from engaging in any other conduct that restricts or inhibits anyone's use or enjoyment of the Software.
BE A GOOD CUSTODIAN OF THE SOFTWARE: Please take care of the Soul Software environment. The use of the Software in any manner that could disable, overburden, damage, or impair the Software or interfere with any other party's use of the Software, including their ability to engage in real time activities through the Software is out of alignment with our mission and is unacceptable.

KEEP OUR SPACE CLEAN: You agree that you will not use any robot, spider or other automatic device, process or means to access the Software for any purpose, including monitoring or copying any of the material on the Software.You will not use any device, software or routine that interferes with the proper working of the Software. You will not introduce or be an accomplice for any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful. You will not attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Software, the server on which the Software is stored, any server, computer, or database connected to the Software. You will not have any part of attacking the Software via a denial-of-service attack or a distributed denial-of-service attack. Or, otherwise attempting to interfere with the proper working of the Software.

MUST HAVE OUR CONSENT: You will not use any manual process to monitor or copy any of the material on the Software or for any other unauthorized purpose without Soul Software’s prior written consent.

6. Ownership and License

6.1 THE OWNERSHIP OF OUR CONTENT

Soulpreneurs Association, including all information, software, technology, data, logos, marks, designs, text, graphics, pictures, audio and video files, intellectual property, other data or copyrightable materials or content, and their selection and arrangement, is and remains the sole property of Soulpreneurs Association unless otherwise noted, and it is protected by copyright, trademark, and other intellectual property laws. Soul Software, including our trademarks, may not be modified by you in any way.

It is strictly prohibited to make a copy, modify, reproduce, republish, upload, post, transmit or distribute, in any manner, the material inside Soul Software including, but not limited to, text graphics, code and/or software.

6.2 OUR LIMITED LICENSE TO YOU

If you view, download, or access Soul Software, you will be considered our licensee and for the avoidance of doubt, you are granted a limited, revocable, non-sublicensable, non-exclusive, non-transferable license to access Soul Software.

You agree to not engage in the use, distribution, sale, copying or disclosure of Soul Software, or any portion thereof, to friends, family, or any other third party, or for commercial purposes or in any way that earns you or any third-party money, other than as expressly permitted.

This license is only for Your use and may not be assigned or sub-licensed to anyone else, without our express written consent. Except as expressly permitted by us in writing, you will not try to reproduce the Platform, Content, or Services (including without limitation by engaging in activity that would reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble the Platform). You also agree that in exchange for this license You will not engage in any activity that would interfere with, damage or harm Soulpreneurs Association, its software or services in any way.

You may print and download portions of material from the different areas of the Platform, Content, or Services solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials, and not to share any material that you paid for with anyone else who has not also purchased a license for that material.

All rights not expressly granted in these terms or any express written license, are reserved by us.

6.3 FOUNDERS FOREVER MEMBERS

Founding Members are granted full, unlimited access to the Software, Content, and Services on their current plan, regardless of future pricing plans and tiered structure changes, for the life of Soul Software, so long as your account remains active with all payments received when due.

This means you will have access to Soul Software, provided your account is in good standing, for as long as Soulpreneurs Association continues to host and provide access to the Software, Content, or Services you have purchased.

Please note that Soulpreneurs Association, in its sole right and discretion, may temporarily suspend or terminate your lifetime access to Soul Software at any time, without providing notice or a refund to you, if in Soulpreneurs Association sole discretion you have violated these Terms in any way.

6.4 Account Owner Content Ownership and Terms

Content that you upload to the Platform is and remains your content (“Account Owner Content”).

You retain all of your ownership rights in your Account Owner Content. Soulpreneurs Association does not claim any intellectual property rights over the materials uploaded to the Software by virtue of your use of Soul Software. By uploading your Account Owner Content to the Software, or requesting our services to do so, you agree that:

We may review your Account Owner Content for any reason, including compliance with our Code of Conduct in this Agreement and prohibited content requirements, but we have no obligation to review anything that you upload.

You are uploading your Account Owner Content to the Software at your discretion and we do not in any way certify or provide approval or permission prior to you uploading your content. You agree that by uploading your Account Owner Content to our Software, you are allowing us, or our affiliates or vendors, to store your content.

You agree that Account Owner Content you upload and submit to the Software will not contain third party copyrighted material, or material that is subject to other third-party proprietary rights, unless you have permission from the rightful owner of the material, or you are otherwise legally entitled to post the material and to grant us all of the license rights granted herein. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Account Owner Content you submit.

You understand and agree that when you upload your Account Owner Content to our Software, you authorize us, if need be, to access your account and Account Owner Content to assist with any issue you may encounter with your account. In the event we do so, you agree that we will not have any liability whatsoever for any damage, loss, or destruction to Account Owner Content except if it is due to our willful misconduct or, if required by applicable law, gross negligence.

You agree to provide Soulpreneurs Association with all necessary licenses, including a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to access, use, reproduce, distribute, prepare derivative works of, and perform (e.g., to display or transmit) your Account Owner Content in furtherance of our Services, including without limitation for promoting and redistributing part or all of your content in any media formats and through any media channels, including for advertising or other commercial use (In other words, because you own your content, you have to give us permission to display it, and to use it for internal operational purposes, like storing it on our servers).

You understand and agree that upon termination or cancellation of your account, in order to revoke Soul Software license to Account Owner Content (including access to your social media platform information you provide upon integrating your account with any such platform), you must alter the permissions on any social media platform and you understand that this is solely your responsibility and obligation. You understand that Soulpreneurs Association is under no obligation to provide you with notice for revoking permissions to access your social media account information nor is Soulpreneurs Association to be held liable for not providing you with said notice. You understand and agree that we may retain, but not display, distribute, or perform, server copies of your Account Owner Content that has been removed or deleted.

We are not responsible for Account Owner Content nor do we endorse any opinion contained in any Account Owner Content. We reserve the right to disable access to Soul Software or remove you and any of your Account Owner Content from our Software if you violate any of these Terms.

6.5 USAGE LIMITATIONS AND REMOVAL OF ACCOUNT OWNER CONTENT FROM SOUL SOFTWARE.

You are only permitted to use Content, Software, and Services within the Soulpreneurs ecosystem, and the Content, Platform, and Services are provided exclusively for current Soul Software Account Owners.

This means that everything inside Soul Software is non-transferrable to any other HighLevel, Noysi, Edworking, or HoneyCommb ecosystem, or any other outside software, ecosystem, funnel builder, application or domain. You agree and acknowledge you cannot export your Account Owner Content to another ecosystem, or any other outside software, ecosystem, funnel builder, or domain, and Soulpreneurs Association is under no obligation to assist you in doing so.

You are strictly prohibited from any use of Content (including training materials) outside of Soul Software, or sharing Content in any way without our consent.

If you decide to cancel your Soul Software or Soulpreneurs membership, or if we terminate your membership, you will lose access to any and all data inside the Content, Platform, Software and Services, including without limitation Soul Software designs, Applications and Trainings.

You will be removed from any exclusive groups and training communities.

Furthermore, upon cancellation, we cannot guarantee that your Account Owner Content will still be available, and we have no obligation to keep Account Owner Content. Therefore, Soulpreneurs Association shall not be held responsible for the loss of any Account Owner Content upon cancellation or termination of a Plan nor shall we be liable to the Account Owner for their inability to access Account Owner Content arising from any cancellation, including any claims of interference or contractual relations.

6.6. Account Contributions.

User Contributions are considered non-confidential and non-proprietary. You grant Soul Software, Lead Connector, and all other of our service providers and each of their licensees, successors, and assigns the perpetual right to use, reproduce, modify, perform, display, distribute, and otherwise disclose User Contributions to third parties for any purpose. You also grant Soul Software the right to use Your Information and User Contributions to improve the Platform, develop new services, and/or improve Soul Software overall product offerings and business model.

Soulpreneurs Association is not responsible or liable to any third party for the content or accuracy of any Account Owner or User Contributions, nor do we endorse the Account Owner or User Contribution of third parties. Soul Software is not responsible for any failure or delay in removing Account Owner or User Contributions that violate the Terms. Soul Software reserves the right to delete or otherwise remove any Account User Contributions we deem to be in violation of these Terms, with or without notice, at any time, for any reason. You represent and warrant that: (i) You own or control all rights in and to the User Contributions and have the right to grant the license granted above; (ii) All of your User Contributions comply with these Terms; and (iii) You understand and acknowledge that you are responsible for the legality, reliability, accuracy and appropriateness of your User Contribution.

User Contributions are considered non-confidential and non-proprietary. You grant Soul Software, Lead Connector, and our other service providers and each of their licensees, successors, and assigns the perpetual right to use, reproduce, modify, perform, display, distribute, and otherwise disclose User Contributions to third parties for any purpose. You also grant Soul Software the right to use Your Information and User Contributions to improve the Platform, develop new services, and/or improve Soul Software overall product offerings and business model.

6.7 PROHIBITED ACCOUNT OWNER, ADMIN AND USER CONTRIBUTIONS

You are prohibited from posting User Contributions on the Software that: (i) Are unlawful, threatening, abusive, harassing, defamatory, deceptive, fraudulent, tortious, invasive of another’s privacy, or includes graphic descriptions of sexual or violent content; (ii) Victimize, harass, degrade, or intimidate an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or otherwise; (iii) Infringe any patent, trademark, trade secret, copyright, right of publicity, or other proprietary or intellectual property right of any party; or (iv) Breach the security of, compromise or otherwise allow access to secured, protected or inaccessible areas of the Platform, or attempt to gain access to other networks or servers via your Platform account.

If you give us ideas on how to improve our Software or any other element of our business, then we have your permission to use that idea without compensating you.

6.8. FEEDBACK

If you provide Feedback, you agree and acknowledge that your submission of Feedback is voluntary, non-confidential, and gratuitous, and Soulpreneurs has no obligation to use the Feedback. You grant Soulpreneurs Association and its designees a perpetual, irrevocable, non-exclusive, fully-paid up and royalty-free license to use any Feedback you submit to Soulpreneurs Association without restrictions or payment or other consideration of any kind, or permission or notification to you or any third party. The license includes, without limitation, the irrevocable right to reproduce, prepare derivative works, combine with other works, alter, translate, distribute copies, display, perform, license the Feedback, and all rights therein, in the name of Soulpreneurs Association or its designees throughout the universe in perpetuity in any and all media now or hereafter known. You represent that the Feedback is your own original work, you have all necessary rights to disclose the Feedback to Soulpreneurs, and neither your disclosure of the Feedback nor Soulpreneurs' review and/or use of the Feedback will infringe upon the rights of any other individual or entity. If your Feedback is the subject of a patent that is pending or has been issued, You are required to disclose that fact to Soulpreneurs.

6.9 FEEDBACK WAIVER

You hereby irrevocably release and forever discharge Soulpreneurs Association from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against Soulpreneurs Association with respect to the Feedback, including without limitation how Soulpreneurs directly or indirectly uses the Feedback. You agree that you are responsible for the content of the Feedback and further agree (at Soulpreneurs' option and at your sole expense) to defend, indemnify, and hold Soulpreneurs Association harmless from any and all actions, claims, and liabilities, demands, whether absolute or contingent and of any nature whatsoever, damages, losses, costs, fees, fines or expenses, including reasonable attorneys' fees, which Soulpreneurs Association may incur as a result of use of the Feedback in accordance with these Terms.

If you think someone is infringing your copyrights, let us know by following the process described in this next section.

6.9.1 LICENSE TO COMPANY FOR USE IN TESTIMONIALS AND MARKETING

From time to time, we provide opportunities for Account Owners and Team Members to submit feedback, testimonials and ideas for improvements related to Soul Software and/ or Soulpreneurs Association. By posting or submitting any material such as text, photos, designs, graphics, images or videos, or other contributions, you are representing to us that you are the owner of all such materials, and you are at least 18 years old. You acknowledge and agree that the feedback, testimonials or ideas of improvement that we receive from you are not confidential and you authorize us to use it without restriction and without payment to you.

You also grant us, and anyone authorized by us, the right to use your likeness and identify you as the author or individual depicted in any text, photos, designs, graphics, images, videos or other contributions created by you or us, or by name, email address, or screen name, for any purposes, including commercial purposes and advertising. You acknowledge that we have the right but not the obligation to use any contributions from you and that we may elect to cease that use of any such contributions for Soulpreneurs Association at any time for any reason.

7. COPYRIGHT; DIGITAL MILLENNIUM COPYRIGHT ACT

If you believe that Your copyrights have been infringed, or that your intellectual property rights have been otherwise violated by a third party’s use of our Platform, you should notify us of your infringement claim in accordance with the procedure set forth below. We will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to

hello@soulpreneurs.com

(Subject line: “DMCA Takedown Request”) and mailed to the designated copyright agent address below.

Soulpreneurs Association, LLC

Attention: Copyright Agent

1309 Coffeen Ave. STE 1200

Sheridan, WY 82801

To be effective, the notification must be in writing and contain the following information:

an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; a description of the copyrighted work or other intellectual property that you claim has been infringed; a description of where the material that you claim is infringing is located on the Platform, with enough detail that we may locate it; your address, telephone number, and email address; a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.Counter-Notice: If you believe that your User Contribution that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to upload or display the content in your User Contribution, you may send a written counter-notice containing the following information to the above-listed Copyright Agent:your physical or electronic signature; identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; a statement that you have a good-faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and your name, address, telephone number, and email address, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by our copyright agent, we will send a copy of the counter-notice to the original complaining party, informing that person that Soulpreneurs Association may repost the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be reposted, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

We may, at our sole discretion, limit access to the Platform and/or terminate the account of any user who infringes any intellectual property rights of others.

8. LEGAL COMPLIANCE AND RELEASE

You agree to follow and comply with all relevant rules, regulations, orders, and laws, in any applicable jurisdiction, that relate to your activities on or related to Soulpreneurs Association, Soul Software and Services, including without limitation those related to telecommunications, privacy, and personal or consumer data.

You represent and warrant that your activities on or related to Soul Software do not violate any law or governmental rule, regulation, or order, and you lawfully obtained any information you may use on Soul Software or supply to Soulpreneurs Association in order for us to provide Soul Software and its services.

You agree you will ensure you have all necessary and appropriate consents and notices in place to enable lawful

transfer of individual personal data to Soul Software, and will lawfully collect individual personal data.

You assume all liability relating to Soul Software related to or arising out of compliance with all laws, rules and regulations, including without limitation, federal and state election laws, the California Consumer Privacy Act, Federal Trade Commission rules, telemarketing laws, CAN-SPAM Act, Telephone Consumer Protection Act, federal and state “anti-spam” or Do Not Call rules or registries, the General Data Protection Regulation ((EU) 2016/679) (“GDPR”), and the retained UK version of the same.

You release, covenant not to sue, and hold Soulpreneurs Association, its subsidiaries, affiliated companies, owners, members, managers, directors, officers, past and present employees, agents, representatives, vendors or suppliers, successors and assigns (“Releasees”) harmless from any and against all liability incurred by you for any and all claims, causes of action, obligations, lawsuits, charges, complaints, controversies, damages, costs or expenses of whatsoever kind, nature, or description, whether known or unknown, arising out of or connected with your violation of any third party right, including without limitation any copyright, property, or privacy right; the unauthorized acquisition, access, use, or disclosure of, improper collection or retention of, or failure to protect any non-public personally identifiable information or confidential corporate information; or failure to acquire the necessary consents or provide required notices to enable lawful transfer of third-party personal data to Soulpreneurs Association or its vendors or suppliers, whether or not caused by the active or passive negligence of the Releasees. This is not intended as an attempted release of claims of gross negligence or intentional acts by Releasees.

8. OUR RIGHTS TO OPERATE SOUL SOFTWARE

We reserve the following rights over Soul Software.

You agree that we may, at our sole discretion, terminate or suspend your access to all or part of the Software with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive or illegal activity may be grounds for barring your access to this Site, and reporting you to the proper authorities, if necessary.

We may remove anyone from Soul Software at any time for any reason, solely in our discretion.

This right is not modified by any other section of this Agreement.

We may, but we have no obligation to, monitor any Account Owner Content that appears on the Platform.

If an Account Owner is having difficulties uploading Account Owner Content to our website or needs customer support, the Account Owner grants us permission and authorization to enter into their account to provide customer service. If you cancel your account, we may keep a copy of your Account Owner Content after termination.

You grant us a non-exclusive, perpetual, irrevocable license to maintain such archival copy for compliance with any relevant laws and regulations and for our internal business purposes, subject to applicable law.

Soulpreneurs Association has, in its sole discretion, an absolute right to modify, change, alter, suspend, or terminate any provision of this Agreement without warning at any time. By accessing Soul Software at any time after such modifications are posted, you are agreeing to such modifications.

9. Third Party Services

The Software leverages and includes access to Third Party Services.

Soul Software is not responsible for the usability or accessibility of Third Party Services.

The Software, Content, or Services may contain links to third-party advertisers, websites, or service (“Third-Party Content”). You acknowledge and agree that Company is not responsible or liable for: (1) the availability or accuracy of such Third-Party Content, or (ii) the content, products, or resources on or available from such Third-Party Content. Links to such Third-Party Content do not imply any endorsement by Company of Third-Party Content and Company is not responsible or liable for the behavior, features, or content of any Third-Party Content or for any transaction you may enter into with any such Third Party. You acknowledge sole responsibility for and assume all risk arising from your use of any such Third-Party Content.

If you elect to pause or delete some or all of your Software Account, certain features or functionality (such as LeadConnector phone numbers or email services) may not be retrievable upon reactivation. If you pause some or all of your Software Account for more than thirty (30) days, and Soul Software is still incurring costs on your behalf related to Third Party Services (such as the costs of securing a particular phone number on your behalf), Soul Software reserves the right to release the phone number or delete some or all of your Software Account in its sole discretion, without liability. Soul Software disclaims all liability related to outages or downtime of Third Party Services.

10. ACCOUNT OWNERSHIP DISPUTES

In the unlikely event that there is a dispute over the ownership of an account, Soulpreneurs Association has the right to request additional information from you to determine ownership and settle the dispute. The information that we may request to assist in resolving ownership disputes includes, but is not limited to, the following:

A copy of Your government-issued photo ID;
Your business documents, including a Charter, Certificate of Incorporation, LLC Agreement, business license, or other documentation showing ownership of your entity
Your billing information and details;
Certified copies of your tax returns or tax documents; andOther documentation as we deem necessary to settle the dispute.

Should a dispute arise, Soulpreneurs Association reserves the right to determine the account ownership in its sole judgment, and the ability to transfer the account to the person or entity it determines is the rightful owner, unless otherwise prohibited by law.

11. PAYMENT PROCESSING

Payment processing services are currently provided by integration with Stripe, PayPal, Apple, Authorize.net and Google are subject to their respective user agreements or terms of service; we may provide integrations with other payment processors in the future, which would be subject to their user agreements or terms of service. By agreeing to this Agreement, to the extent applicable, you agree to be bound by the user agreements or terms of service of any payment processing provider with which you integrate your account. As a condition of enabling payment processing services, you agree to provide accurate and complete information about you and your business, and you authorize to share it and transaction information related to your use of the payment processing services provided by any payment processing provider.

You agree you are responsible for all legal and regulatory compliance in the country and/or countries you conduct business in.

12. DOWNTIME, ERRORS & CORRECTIONS

Soulpreneurs Association does not guarantee that the Software, Platform, Content, or Services will be error-free or otherwise reliable, nor does Soulpreneurs Association guarantee that defects will be corrected or that any offerings through Soul Software will always be accessible. Soulpreneurs Association may make improvements and/or changes to Soul Software and their features and functionality at any time and will use commercially reasonable efforts to avoid disrupting peak hours, though some downtime may occur. Errors in Account Owner Content are the sole responsibility of the Account Owner who owns the Account Owner Content.

We reserve the right to amend the Platform, Content, or Services, in our sole discretion without notice. We will not be liable if for any reason all or any part of Soul Software is unavailable at any time or for any period. From time to time, we may restrict access to some or all of Soul Software, for maintenance or other internal purposes.

13. DISCLAIMERS AND LIMITED LIABILITY

You acknowledge and agree that Soulpreneurs Association is not liable for damages arising out of or related to your breach of this Agreement and losses or success that may result from your use of the Platform, Content, or Services. We also require that you understand and agree that Soul Software is offered As Is and may not always be 100% perfect or reliable and that Soulpreneurs Association does not warrant or guarantee that it will always be free of errors or defects. Any claims for damages against Soul Software will be limited to the fees you have paid us in the 12 months prior to the accrual of any claim.

YOU UNDERSTAND AND AGREE THAT SOUL SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. SOULPRENEURS ASSOCIATION AND ALL OWNERS OF SOUL SOFTWARE MAKE NO REPRESENTATIONS AND DISCLAIM ANY WARRANTIES OR CONDITIONS OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NEITHER SOULPRENEURS ASSOCIATION NOR ANY OWNER OF CONTENT WARRANTS THAT SOUL SOFTWARE ARE FREE OF MALWARE OR OTHER HARMFUL COMPONENTS. IN ADDITION, SOULPRENEURS ASSOCIATION MAKES NO REPRESENTATION NOR DOES IT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY APPLICATIONS (OR THE CONTENT THEREOF), ACCOUNT OWNER CONTENT, DEVICES OR ANY OTHER PRODUCT OR SERVICE ADVERTISED, PROMOTED OR OFFERED BY A THIRD PARTY ON OR THROUGH SOUL SOFTWARE OR ANY HYPERLINKED WEBSITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING AND SOULPRENEURS ASSOCIATION IS NOT RESPONSIBLE OR LIABLE FOR ANY TRANSACTION BETWEEN ACCOUNT OWNER AND ANY THIRD PARTY PROVIDERS OF THE FOREGOING. NO ADVICE OR INFORMATION WHETHER ORAL OR IN WRITING OBTAINED BY YOU FROM SOULPRENEURS ASSOCIATION SHALL CREATE ANY WARRANTY ON BEHALF OF SOULPRENEURS ASSOCIATION. WHILE USING SOUL SOFTWARE, YOU MAY HAVE ACCESS TO EXPLICIT CONTENT FILTERING FEATURES, BUT USE OF THESE FEATURES MAY STILL RESULT IN SOME EXPLICIT CONTENT BEING SERVED AND YOU SHOULD NOT RELY ON SUCH FEATURES TO FILTER ALL EXPLICIT CONTENT. THIS SECTION APPLIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

THIS SECTION DOES NOT AFFECT YOUR STATUTORY RIGHTS AS A CONSUMER.

14. LIMITATON ON REMEDIES

YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH SOUL SOFTWARE AND SERVICES IS LIMITED TO THE PORTION OF THE FEES YOU HAVE PAID US IN THE 12 MONTHS PRIOR TO THE ACCRUAL OF ANY CLAIM. YOU AGREE THAT SOUL SOFTWARE HAS NO OBLIGATION OR LIABILITY ARISING FROM OR RELATED TO THIRD PARTY APPLICATIONS OR THE CONTENT THEREOF MADE AVAILABLE THROUGH OR IN CONNECTION WITH SOUL SOFTWARE, AND WHILE YOUR RELATIONSHIP WITH SUCH THIRD PARTY APPLICATIONS MAY BE GOVERNED BY SEPARATE AGREEMENTS WITH SUCH THIRD PARTIES, YOUR SOLE AND EXCLUSIVE REMEDY, AS WITH RESPECT TO SOULPRENEURS ASSOCIATION, FOR ANY PROBLEMS OR DISSATISFACTION WITH THIRD PARTY APPLICATIONS OR THE CONTENT THEREOF, IS LIMITED TO THE FEES THAT YOU HAVE PAID TO US IN THE 12 MONTHS PRIOR TO THE ACCRUAL OF ANY CLAIM.

IN NO EVENT WILL SOULPRENEURS ASSOCIATION, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, OR LICENSORS BE LIABLE FOR (1) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES; (2) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS (WHETHER DIRECT OR INDIRECT), IN ALL CASES ARISING OUT OF THE USE OF OR INABILITY TO USE SOUL SOFTWARE, SOUL SOFTWARE SERVICES, SOULPRENEURS ASSOCIATION SERVICES, DEVICES, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER SOULPRENEURS ASSOCIATION HAS BEEN WARNED OF THE POSSIBILITY OF THOSE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; OR (3) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO SOUL SOFTWARE AND ITS SERVICES, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT MORE THAN THE AMOUNTS PAID BY YOU TO SOULPRENEURS ASSOCIATION DURING THE PRIOR TWELVE MONTHS IN QUESTION.

Nothing in the Agreements removes or limits Soulpreneurs Association liability for fraud, fraudulent misrepresentation, death, or personal injury caused by its negligence, and, if required by applicable law, gross negligence.

YOU AGREE THAT ANY CLAIM AGAINST SOULPRENEURS ASSOCIATION MUST BE COMMENCED BY FILING AN INDIVIDUAL ACTION UNDER THE DISPUTE RESOLUTION SECTION OF THIS AGREEMENT WITHIN ONE (1) YEAR AFTER THE DATE THE PARTY ASSERTING THE CLAIM FIRST KNOWS OR REASONABLY SHOULD KNOW OF THE ACT, OMISSION, OR DEFAULT GIVING RISE TO THE CLAIM; AND THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD.

THIS SECTION APPLIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.