Terms of Use

Last updated on 9 January, 2024

1. Introduction

1.1 These Terms of Use (“Terms”) apply to your use of, and access to, the Socrates mobile app, the Socrates web app, the website www.socrates.com, and to other online products and services (collectively, the “Services”) provided by Hong Kong Lesee Industry Co., Limited, trading as Socrates (“Socrates”, “we”, “our” and “us”). These Terms are entered into between you (“you” or “your”) and Socrates.

1.2 These Terms should be read in conjunction with our Privacy Notice which is incorporated into, and made a part of, these Terms. By accessing, downloading, using or clicking on “I agree” to accept any Socrates Services, you agree that you have read, understood and accepted all of the terms and conditions stipulated in these Terms as well as our Privacy Notice. In addition, when using some features of the Services, you may be subject to specific additional terms and conditions applicable to those features.

1.3 Please read these Terms carefully as they govern your use of our Services. These Terms contain important provisions including an arbitration provision that requires all claims to be resolved by way of legally-binding arbitration. The terms of the arbitration provision are set forth in Section 13, “Resolving Disputes: Forum, Arbitration, Class Action Waiver”, hereunder.

1.4 By accessing, using or attempting to use our Services in any capacity, you acknowledge that you accept and agree to be bound by these Terms. If you do not agree, please do not access or utilize our Services.

1.5 Headings, capitalized letters and highlighted or bolded words and phrases are included for convenience only and shall not affect the interpretation of these Terms.

2. Access

2.1 No one under the age of eighteen (18) is allowed to use or access Socrates Services. By using the Services, you confirm that:

2.1.1 you are at least eighteen (18) years old;

2.1.2 you are over the minimum age required by the laws of your country of residence to use and access the Services;

2.1.3 you are not prevented from using or accessing the Services under any applicable laws;

2.1.4 you are not residing in countries where the use or access of the Services are prohibited under these Terms;

2.1.5 you have not been removed or suspended from using or accessing the Services; and

2.1.6 you can form a binding contract with Socrates, or, if you are over eighteen (18) but under the age of majority in your country of residence, your legal guardian has reviewed and agreed to these Terms.

3. Your Account

3.1 To use certain features of Socrates Services, you will be required to create an account with us (“Account”).

3.2 To open an Account, we will ask you for your email address or require you to import your USDT wallet. We may also require additional information from you in the future.

3.3 You are not permitted to open, use or access an Account on behalf of a third party, unless you are acting on behalf of another legal entity. If you are accepting these Terms on behalf of another legal entity, you represent that you have full legal authority to bind such a legal entity to these Terms.

3.4 You should choose a strong password for your Account.

3.5 You are solely responsible for anything that happens with your Account, and for the information associated with your Account.

3.6 While we work hard to maintain the security (including the availability, authenticity, integrity and confidentiality) of our Services, you must protect the security of your Account. If you suspect or discover that someone has accessed your Account without your permission, then you must inform us immediately.

3.7 We collect and use your personal data in order to provide Socrates Services to you. You can learn about how we collect and use your personal data in our Privacy Notice. This Privacy Notice explains how and why we collect, use and share information about you when you access or use our Services.

3.8 You must not sell, transfer or license your Account, or share details thereof, without our prior written approval.

3.9 We reserve the right to unilaterally close, cancel or suspend any Account, with or without notice to you, and we shall not be liable for any losses, damages, costs, or expenses arising from our actions under this paragraph.

3.10 We will usually close or cancel an Account if it remains unused for a continuous period of eighteen (18) months.

4. Content

4.1 Socrates Services will include text, photos, videos, audios, links, graphics, information, streams, or other materials (“Content”), including Content submitted by you and created through your Account using the Services to pose questions, or to provide (or to like) answers, responses and reasons (“Your Content”).

4.2 We want people to express themselves, their opinion and ideas and to share Content that is important to them, but not at the expense of the safety and well-being of others or the integrity of our community. You therefore agree to abide by the rules described in our Community Guidelines. If we learn of Content or conduct that misuses our Services or is harmful towards others, and situations where we may be able to help support or protect our community, including to respond to user reports of potentially violating Content, we will take appropriate actions that may include notifying you, offering help, removing Content, removing or restricting access to certain features, disabling an Account or contacting law enforcement. We may access, preserve, use and share any information we collect about you where we have good faith belief that it is required or permitted by law to do so. For more information, please review our Privacy Notice.

4.3 You warrant that by submitting Your Content to us, you have the authority and power necessary to grant the rights to Your Content contained within these Terms.

4.4 You acknowledge that you may expose yourself to liability if you post or share Your Content without all necessary rights because you alone are responsible for Your Content.

4.5 We act only as a platform for those who wish to pose or to answer or respond to questions, or to like answers so provided. We do not endorse, whether explicitly or implicitly, the completeness, accuracy, reliability or truth of any of the Content, or of Your Content, and we take no responsibility and are not liable for the same.

4.6 Should you provide any feedback, suggestions or ideas about Socrates Services, or about Socrates, then you accept that these are entirely voluntary, and you agree that we may use the same without obligation or compensation to you.

5. Embeddable Content

5.1 You may display on your website or social networking profile page Content from our Services where an embed code is provided (“Embeddable Content”), subject to these Terms and provided that:

5.1.1 any use of the Embeddable Content will be for personal and non-commercial purposes;

5.1.2 you may not charge users of your website for access to the Embeddable Content, or use the Content as a means to secure advertising;

5.1.3 all ownership rights and intellectual property rights in and to the Embeddable Content will remain the property of us and/or our licensors in accordance with these Terms;

5.1.4 the Embeddable Content cannot be used on any websites that violate the restrictions and prohibitions set out in these Terms;

5.1.5 you may not copy, re-publish, edit, alter, add to or use the Embeddable Content in any other way;

5.1.6 you may not directly or indirectly suggest any endorsement by us of your website or social media page, or any views expressed within the same, without our prior written approval; and

5.1.7 you may not use the Embeddable Content in any way that could cause any loss or damage to us, or bring us into disrepute.

5.2 You acknowledge that the Embeddable Content is made available by us on an “as is” basis and we give no warranty of any kind in relation to the Embeddable Content, including warranties related to non-infringement of third-party rights. We disclaim all implied and statutory warranties to the maximum extent permitted by law.

6. Paid Services and Rewards

6.1 There are no fees imposed for viewing Socrates Services. However, we have a number of features within our Services for which payment is required (“Paid Services”).

6.2 The payment for Paid Services is in USDT via your imported wallet.

6.3 Paid Services include Socrates pens and points. You cannot use Socrates points without first purchasing a Socrates pen.

6.4 You should review our Socrates Docs for current pricing of Paid Services.

6.5 When you purchase or spend Socrates pens or points, you will be able to track the number of Socrates pens or points that you have available to you via your Account.

6.6 If your questions, answers or reasons generate sufficient votes or likes, then you may be entitled to receive a reward which will be made available to you in Socrates points and redeemable as USDT (“Reward”).

6.7 The values of the Rewards will be contingent upon several factors, including but not limited to the size of the reward pool and the number of votes or likes received in comparison to other questions or answers. Details on the Rewards can be found in our Socrates Whitepaper.

6.8 We reserve the right to, and may change the fees associated with the Paid Services and the rules and values of the Rewards from time to time, including on the basis of temporary discounts and promotions or a change in calculation algorithm, and we strongly encourage you to regularly check our Socrates Whitepaper for the latest updates.

6.9 Your purchase and spending of Socrates pens or points will represent an offer to us to obtain a limited license and right to use the relevant Services. Once we accept payment, the limited license begins.

6.10 All purchases of Socrates pens or points are strictly final, and we do not refund your USDT payment once we have credited your account with Socrates pens or points.

6.11 If you reside in the European Union, you acknowledge that you will therefore no longer have the right to cancel under the EU’s Consumer Rights Directive, as implemented by the law of the country where you are located.

6.12 You will not receive money, USDT or any other compensation for unused Socrates pens or points when an Account is closed, whether such closure was voluntary or involuntary.

6.13 The non-refundability of your payments apply to the maximum extent permitted by law.

7. License

7.1 Whilst you will retain any ownership rights that you have in Your Content, you grant us a perpetual, worldwide, irrevocable, transferable, royalty-free, non-exclusive and sublicensable license to copy, adapt, use, modify, distribute, store, display, perform and prepare any of Your Content, any derivative works of Your Content, and any avatar, username, name, likeness or voice provided in connection with Your Content, in all media and formats now known or later developed anywhere in the world.

7.2 This license includes the right for us to make Your Content available for distribution, broadcast, syndication or publication by other organizations or individuals who partner with us.

7.3 You irrevocably waive any assertions or claims of moral rights or attribution with respect to Your Content and you agree that we may remove any metadata associated with Your Content.

7.4 Subject to your complete and ongoing compliance with these Terms, we grant you a personal, non-transferable, non-exclusive, revocable, limited license to:

7.4.1 install and use a copy of our mobile application associated with the Services that is obtained from a legitimate marketplace on a mobile device owned or controlled by you; and

7.4.2 access and use our Services.

7.5 We reserve all rights not expressly granted to you by these Terms in respect of the aforementioned license and Your Content.

7.6 To the extent that such a restriction is permissible under applicable laws, you may not, without our written agreement:

7.6.1 license, sell, transfer, assign, distribute, host, or otherwise commercially exploit the Services or the Content;

7.6.2 modify, disassemble, decompile, reverse engineer or prepare derivative works of any part of the Services or the Content; or

7.6.3 access the Services or the Content in order to build a similar or competitive website, product, or service.

8. Modification

8.1 Whilst we have no obligation to monitor, moderate, screen or edit Your Content, we may, in our sole discretion, remove or delete part or all of Your Content for any reason and at any time, including for violating these Terms or the Community Guidelines, or if we feel that you may create liability for us. We have no obligation to provide you with a reason in this regard.

8.2 You acknowledge that Your Content may be removed by us in response to a trademark or copyright notice.

8.3 If you believe that Your Content was wrongly removed due to a misidentification or mistake in such a trademark or copyright notice, you can send us an objection to such removal by email at [email protected] and we will assess your objection.

8.4 We reserve the right to suspend, modify or discontinue any of our Services at any time, in part or in whole, with or without notice to you.

8.5 Any update or addition to the functionality of the Services will be subject to these Terms.

8.6 We will not be liable to you, or to any third party, for the suspension, modification or discontinuation of the Services, or any part thereof. This means we may add or remove products, functionalities or features, with or without notice to you, as we are always striving to improve our Services.

9. Third-Party Content

9.1 Socrates Services may contain links to third-party products, websites or services which are posted by our partners, advertisers, affiliates, or other users (“Third-Party Content”).

9.2 You will undertake reasonable due diligence and research before you use Third-Party Content.

9.3 In using our Services, you acknowledge that we are not responsible for Third-Party Content and it is not under our control.

9.4 Our Services may from time to time also contain advertisements or sponsored Third-Party Content. You agree that we may place advertisements in connection with the display of any Content or information on our Services, including Your Content.

10. Permitted and Prohibited Uses

10.1 You will comply with these Terms and all applicable laws, rules, and regulations when using Socrates Services.

10.2 You may:

10.2.1 view pages from our Services in a web browser;

10.2.2 connect to or import your USDT wallet via our Services;

10.2.3 transfer to us, or receive from us, USDT for the use of our Services;

10.2.4 ask, answer or respond to questions on our Services;

10.2.5 vote, like or upvote responses on our Services;

10.2.6 share questions and answers from our Services on your social media;

10.2.7 stream audio and video files from our Services relating to questions and answers;

10.2.8 download pages from our Services for caching in a web browser; and

10.2.9 print pages from our Services for your own personal and non-commercial use, as long as such printing is not systematic or excessive, subject to the remainder of these Terms.

10.3 You may not do any of the following:

10.3.1 sell, rent or sub-license material or Content from our Services;

10.3.2 reproduce, duplicate, copy or otherwise exploit material or Content on our Services for a commercial purpose;

10.3.3 redistribute material or Content from our Services except for Content specifically and expressly made available for reproduction or redistribution, including questions and answers;

10.3.4 use our Services in any way that causes, or may cause, damage to the Services or to our reputation, or impair of the availability, integrity, security or accessibility of our Services;

10.3.5 use our Services in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;

10.3.6 use our Services to copy, store, host, transmit, send, use, publish or distribute any material or Content which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;

10.3.7 conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our Services without our express written consent;

10.3.8 probe, scan or test the vulnerability of our Services;

10.3.9 reverse engineer, tamper with, or hack, our Services;

10.3.10 circumvent any security or authentication systems or processes on our Services, including but not limited to circumventing Captcha when creating an Account;

10.3.11 impose an unreasonably large burden on our Service resources (including processing capacity, bandwidth or storage);

10.3.12 decipher or decrypt any communications sent by or to our Services without our permission;

10.3.13 access or otherwise interact with our Services using any scripts, spiders, robots or other automated means;

10.3.14 do anything that obstructs the normal use of our Services;

10.3.15 use the Services in a manner that infringes any entity’s or person’s intellectual property rights, or any other proprietary rights, or violates applicable laws;

10.3.16 search, access or collect data from the Services, whether by automated means or otherwise, except as permitted in these Terms;

10.3.17 transmit, upload or distribute any malicious code, or other software through the Services which is intended to interfere with the Services;

10.3.18 use the Services in a manner that we reasonably believe to be illegal, a fraud or an abuse of our Services, including through your transfer of USDT to us;

10.3.19 use the Services in any manner that could disrupt, disable, overburden, impair or interfere with the Services; or

10.3.20 access, or attempt to gain access, to another user’s Account, or any to non-public portions of the Services.

10.4 We encourage the responsible reporting of security vulnerabilities and your reporting of conduct or Content that you believe violates these Terms.

10.5 We have a zero-tolerance spam policy, and we prohibit bulk or indiscriminate postings, whether sent for a commercial purpose or otherwise.

10.6 You acknowledge that any message filtering software which we use may not be 100% accurate, and sometimes legitimate messages will be filtered out by our automated systems.

10.7 If you believe that a legitimate question or answer that you have sent has been filtered out by our systems, please inform us by email at [email protected]

11. Liability and Indemnity

11.1 Whilst we endeavor to ensure that the information on our Services is correct, we do not warrant its completeness or accuracy; nor do we commit to ensuring that the Services remain available or that the material or Content on the Services is kept up-to-date.

11.2 To the maximum extent permitted by applicable laws, we exclude all representations, warranties and conditions relating to our Services and the use of our Services.

11.3 Nothing in these Terms will:

11.3.1 limit or exclude our or your liabilities for death or personal injury resulting from negligence;

11.3.2 limit or exclude our or your liabilities for fraud or fraudulent misrepresentation;

11.3.3 limit any of our or your liabilities in any way that is not permitted under applicable laws; or

11.3.4 exclude any of our or your liabilities that may not be excluded under applicable laws.

11.4 The limitations and exclusions of liability set out in this paragraph and elsewhere in these Terms:

11.4.1 are subject to the preceding paragraph; and

11.4.2 govern all liabilities arising under these Terms or in relation to the subject matter of the Terms, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.

11.5 To the extent that the Services and the information on the Services are provided free-of-charge, we will not be liable for any loss or damage of any nature.

11.6 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.

11.7 We will not be liable to you in respect of any business losses, including without limitation, loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.

11.8 We will not be liable to you in respect of any loss or corruption of any data, database or software.

11.9 We will not be liable to you in respect of any special, indirect or consequential loss or damage.

11.10 You hereby indemnify us and undertake to keep us indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by you of any provision of these Terms.

11.11 These provisions will extend to liability, damages, losses, and expenses arising out of, or in connection with:

11.11.1 your violation of these Terms;

11.11.2 Your Content;

11.11.3 your use of our Services; and

11.11.4 your violation of applicable laws or regulations.

12. Intellectual Property

12.1 You acknowledge that Socrates operates and owns Socrates Services.

12.2 The data, computer code, products, trademarks, graphics, design, visual interfaces, information, and all other elements of the Services provided by us are the property of Socrates or its third-party licensors, and such materials are protected by intellectual property rights and other laws.

12.3 We expressly reserve our rights in such materials, and you agree that you will not acquire any ownership rights whatsoever by downloading such materials, or by using our Services.

12.4 You may not make use of such materials except as expressly authorized by us.

13. Resolving Disputes: Forum, Arbitration, Class Action Waiver

Please read this section carefully, as it involves a waiver of certain rights to bring legal proceedings, including as a class action.

13.1 Notice of Claim

13.1.1 Please contact us first! Socrates wants to address your concerns without resorting to formal legal proceedings, if possible. We will attempt to resolve your dispute internally as soon as possible. You and Socrates agree to negotiate in good faith to resolve the dispute, which discussions shall remain confidential and be subject to applicable rules protecting settlement discussions from use as evidence in any legal proceeding.

13.1.2 In the event the dispute cannot be resolved satisfactorily, and you wish to assert a legal claim against us, then you agree to set forth the basis of such claim in writing in a “Notice of Claim,” as a form of prior notice to Socrates. The Notice of Claim must (1) describe the nature and basis of the claim or dispute, (2) set forth the specific relief sought, and (3) include your Account details. The Notice of Claim should be submitted to [email protected]. After you have provided the Notice of Claim to us, the dispute referenced in the Notice of Claim may be submitted by either us or you to arbitration. For the avoidance of doubt, the submission of a dispute to us for resolution internally and the delivery of a Notice of Claim to us are prerequisites to commencement of an arbitration proceeding (or any other legal proceeding). During the arbitration, the amount of any settlement offer made by you or Socrates shall not be disclosed to the arbitrator.

13.2 Agreement to Arbitrate

13.2.1 You and Socrates agree that, subject to paragraph 13.1 above, any dispute, claim, or controversy between you and Socrates arising in connection with or relating in any way to these Terms or to your relationship with us as a user of Socrates Services (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Terms) will be determined by mandatory final and binding individual (not class) arbitration. You and Socrates further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including without limitation any objections with respect to the existence, scope or validity of the Agreement to Arbitrate, or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court (including, if applicable, attorney fees), except that the arbitrator may not award declaratory or injunctive relief in favor of anyone but the parties to the arbitration. The arbitration provisions set forth in this section will survive termination of these Terms.

13.2.2 The arbitration shall be subject to the HKIAC Administered Arbitration Rules (“HKIAC Rules”)in force when the Notice of Arbitration is submitted. The arbitration will be administered by the Hong Kong International Arbitration Centre (“HKIAC”). Unless the parties agree otherwise, there shall be only one arbitrator appointed in accordance with the HKIAC Rules. Any arbitration will be conducted in the English language. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. JUDGMENT ON ANY ARBITRAL AWARD MAY BE GIVEN IN ANY COURT HAVING JURISDICTION OVER THE PARTY (OR OVER THE ASSETS OF THE PARTY) AGAINST WHOM SUCH AN AWARD IS RENDERED. ANY ARBITRATION AGAINST SOCRATES MUST BE COMMENCED BY FILING A REQUEST FOR ARBITRATION 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 ONE YEAR LIMITATION PERIOD IS INCLUSIVE OF THE INTERNAL DISPUTE RESOLUTION PROCEDURE SET FORTH IN PARAGRAPH 13.1, ABOVE. THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD. If applicable laws prohibit a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable laws. The party who intends to seek arbitration must submit a request to the HKIAC in accordance with the HKIAC Rules. If Socrates requests an arbitration against you, we will give you notice at the email address or mailing address you have provided. You agree that any notice sent to this email or mailing address shall be deemed effective for all purposes, including without limitation to determinations of adequacy of service. It is your obligation to ensure that the email address and/or mailing address on file with Socrates is up-to-date and accurate. The seat of the arbitration shall be Hong Kong. The location of any in-person arbitration hearing shall be Hong Kong, unless otherwise agreed to by the parties. These Terms (including this arbitration agreement) shall be governed by, and construed in accordance with, the laws of Hong Kong.

13.2.3 The parties agree that the arbitration shall be kept confidential. The existence of the arbitration, any non-public information provided in the arbitration, and any submissions, orders or awards made in the arbitration (together, the “Confidential Information”) shall not be disclosed to any non-party except the tribunal, the HKIAC, the parties, their counsel, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other person necessary to the conduct of the arbitration. Notwithstanding the foregoing, a party may disclose Confidential Information to the extent that disclosure may be required to fulfill a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings. This confidentiality provision shall survive termination of these Terms and of any arbitration brought pursuant to these Terms.

13.3 Class Action Waiver

13.3.1 You and Socrates agree that any claims relating to these Terms or to your relationship with Socrates as a user of Socrates Services (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Terms) shall be brought against the other party in an arbitration on an individual basis only and not as a plaintiff or class member in a purported class or representative action. You and Socrates further agree to waive any right for such claims to be brought, heard, or arbitrated as a class, collective, representative, or private attorney general action, to the extent permissible by applicable laws. Combining or consolidating individual arbitrations into a single arbitration is not permitted without the consent of all parties, including Socrates.

13.4 Modifications

13.4.1 Socrates reserves the right to update, modify, revise, suspend, or make any future changes to this section 13 regarding the parties’ Agreement to Arbitrate, subject to applicable laws. You hereby consent and agree that it is your responsibility to ensure that your understanding of this section is up to date. Subject to the applicable laws, your continued use of your Account shall be deemed to be your acceptance of any modifications to this section 13 regarding the parties’ Agreement to Arbitrate. You agree that if you object to the modifications to this section 13, Socrates may block access to your Account pending closure of your Account. In such circumstances, the Terms prior to modification shall remain in full force and effect pending closure of your Account.

14. Termination

14.1 You may terminate these Terms for any reason and at any time by discontinuing your use of all Socrates Services and deleting your Account.

14.2 Your Account may be deactivated by us due to prolonged inactivity if you stop using our Services without deactivating your Account.

14.3 To the fullest extent permitted by applicable laws, we reserve the right to terminate or suspend your ability to access or use our Services, or to access your Account, at any time and for any reason, including for violating these Terms or our Community Guidelines.

14.4 The termination of these Terms will not affect those clauses that will expressly or by implication survive such termination, including but not limited to liability, indemnity, intellectual property and governing law.

15. Changes

15.1 We reserve the right to alter, revise, modify, and/or change these Terms at any time.

15.2 All changes will take effect immediately upon being published on our Services. It is your responsibility to regularly check relevant pages on our Services to confirm the latest version of these Terms. We may notify you by email of such changes if we, in our sole discretion, believe them to be material.

15.3 If you continue to use or access our Services after the date that such changes take effect, you agree to be bound by the revised Terms.

15.4 If you do not agree to any of the revised Terms, your only remedy is to terminate your usage of Socrates Services and cancel or delete your Account. You agree that, unless otherwise expressly provided in these Terms, Socrates will not be responsible for any modification or termination of Socrates Services by you or any third party, or suspension or termination of your access to Socrates Services.

16. General

16.1 Socrates is an independent contractor but not an agent of you in the performance of these Terms. These Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership, or franchise between you and Socrates.

16.2 Socrates will not be liable for any delay or failure to perform as required by these Terms because of any cause or condition beyond Socrates’ reasonable control.

16.3 You may not transfer or assign any of your rights or obligations under these Terms without our prior written consent. We may assign any of our rights and obligations under these Terms.

16.4 These Terms, together with our Privacy Notice and Community Guidelines, and any other agreements expressly incorporated by reference into these Terms, constitute the entire agreement between you and us regarding your use of, and access to, Socrates Services and will supersede all prior written or oral agreements between you and us. No usage of trade or other regular practice or method of dealing between you and us will be used to modify, interpret, supplement, or alter the Terms herein.

16.5 If any portion of these Terms is held to be invalid or unenforceable for any reason or to any extent, the remaining parts of these Terms will remain valid and enforceable and the invalid or unenforceable portion will be given effect to the greatest extent permitted by law.

16.6 Any failure on our part to exercise or enforce any right or provision of these Terms will not constitute a waiver of such provision or right.

16.7 These Terms may, at Socrates’ sole and absolute discretion, be translated into a language other than the English language. You agree that any such translation shall only be for your convenience and the English text shall prevail in the event of any ambiguity, discrepancy or omission as between the English text and any translated text.

16.8 These Terms are a legally binding agreement between Socrates and you. If you have any questions about these Terms, please contact us at [email protected]