Last updated:10/19/2021

Welcome to ToChat(the “Software”, “App” or “Service”), operated by Action First Holding Limited (“we” or “us”). We offer the Software and the Service to you, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

Your visiting our Software IS CONDITIONED ON YOUR ACCEPTANCE AND COMPLIANCE WITH THIS TERMS OF SERVICE (this “Agreement”). This Agreement applies to all users of the Software. Please read this Agreement carefully before accessing or using our Software. If you do not agree with this Agreement, please stop accessing or using our Software immediately.

1. Changes to this Agreement

Any new features which are added to current Software shall also be subject to this Agreement. You can review the most current version of this Agreement at any time on our Software. We reserve the right to update, change or replace any part of this Agreement by posting updates and/or changes to our Software. You understand and agree that if you continuously use our Software after the date of this Agreement have changed, we will treat your continuous use as acceptance and compliance with the updated terms.

2. General Conditions and Prohibited Activities

1) We grant you a personal, revocable, non-transferable and non-exclusive license to use the App. Unless otherwise expressly agreed in writing, you are permitted to install, use, display or run the App or use the Service on your smart mobile end-device, including but not limited to tablet, smart phone (“end-device”) for non-commercial purposes.

2) You may not use the App under the following conditions:

you shall not create derivative works from the App or commercially exploit the App, in whole or in part, in any way;

you shall use the App for lawful purposes only;

you shall not use, sell, modify, or distribute the App except as permitted by the functionality of the App;

you shall not conduct any behaviors that jeopardize computer network security, including but not limited to: use unauthorized data or unauthorized access to server/account；enter public computer network or other’s computer system to delete, modify, add stored information without permission; attempt to search, scan, test the App system, Internet leak, or other behaviors breaking internet security; attempt to interfere, damage the App system normal running, deliver the malwares or virus intentionally to damage normal internet information service; forge (part of) names of TCP/IP package.

3) You may not use the App in a way that may lead to damage, suspension, overloading or quality reduction to the App (or server and internet connected to the App), or in the way that may affect the Service provided.

4) You promise not to copy, grant a sub-license, share or sell the App or the Service to any others. You are fully responsible for any fees and expense arising therefrom.

5) We reserve all rights not expressly granted to you. And this license may automatically terminate if you violate any of these restrictions and may be terminated by us at any time at our sole discretion.

3. Our Intellectual Property Rights

1) You acknowledge and agree that we possess any and all the lawful rights and interests of the App, including any intellectual property rights involved in the App and Service.

2) The information in the App includes but not limited to words, software, audios and videos, photos, diagrams, all contents in advertisements, the commercial information we offer to you, etc., which are all protected under copyright, patent, trademark as well as all other related laws and regulations. You are allowed to use these contents only when you have our authorization; no unauthorized reproduction, modification or compilation of these contents or creation of relevant derivative works are permitted.

3) Unless you have otherwise reached written agreement with us, this Agreement does not authorize you to use the App name, trademark, service mark, logo, domain name or any other sign with distinctive brand feature relating to us.

4. Your Account

Before you use our App, you will need to register for an account ("Account"). In order to create an Account, you must:

1) be at least 18 years old or reach the statutory minimum age according to the law and regulation in your home country;

2) be legally permitted to use the App by the laws of your home country.

Unfortunately, we cannot allow you to use another person's Account without permission.

We reserve the right at our sole discretion to terminate or suspend any Account, or make use of any operational, technological, legal or other means available to enforce this Agreement(including without limitation blocking specific IP addresses), at any time without liability and without the need to give you prior notice.

You may not access, tamper with, or use non-public areas of the App or our systems. Certain portions of the App may not be accessible if you have not registered for an Account.

5. Paid Services

1) Certain virtual items and other paid service provided by the Software (“Paid Services”) will need to be paid for use. Once the fees are duly paid in full, you will acquire the Paid Services within the subscription period. For any Paid Services offered by us, we accept payment via the current payment method indicated prior to purchase, which may include Apple Payments, Google Payments and any other form of payment that we make available to you from time to time. You agree to abide by any relevant terms of service or other legal agreement whether with Apple, Google or a third party, that governs your use of a given payment processing method.

2) In the event there is a price reduction or promotion, we will not provide price protection or refund your payment. Please be aware that, as long as you purchase the Paid Services, we will not refund the payment to you whether or not you use such Paid Services.

3) You can redeem the points with your virtual items( such as virtual diamonds), and then use your points to redeem cash. To complete the redemption process, you will be requested to provide a PayPal account.

4) We reserve the right to manage, regulate, control, modify and/or eliminate your paid virtual items and points and other Paid Services in your Account, if you are in breach of our rules, including but not limited to this Terms of Service and any other rules or terms of the Software.

5) For more details about the method of your purchasing or using of the Paid Services, exchanging the virtual Items or redeeming of your points, please check out our rules or terms of the Software.

6. Your Information

We respect the privacy and personal information of each user and will protect your privacy and personal information in accordance with applicable law, especially special law on data protection by taking necessary measures and comply with the same in collecting, processing, transmitting and storing your personal information. Please be sure to read carefully our Privacy Policy which specifies the way we collect and use your personal information, etc.

7. Use by Juveniles

The App does not directly target any juvenile users. If you are a juvenile user and decide to use the App any way, please first seek the consent of your guardian and/or other adult with guardianship duties and use the App under the guidance and supervision of your guardian or any other adult with guardianship duties. In addition, your guardian and/or other adult with guardianship duties shall be responsible for assisting you in correctly understanding the contents of this Agreement and other related legal documents in order to guide you to use the App in a correct way.

8. Content

1) Content Prohibited

As the App users, you and other users may submit photos, text and any other materials (collectively “Content”) to the App. We want our users to be able express themselves as much as possible and post all sorts of things on the App, but we have to impose restrictions on the Content which:

a. contains language or imagery which could be deemed offensive or is likely to harass, upset, embarrass, alarm or annoy any other person;

b. is obscene, pornographic, violent or otherwise may offend human dignity;

c. is abusive, insulting or threatening, discriminatory or which promotes or encourages racism, sexism, hatred or bigotry;

d. encourages any illegal activity including, without limitation, terrorism, inciting racial hatred or the submission of which in itself constitutes committing a criminal offence;

e. is defamatory or libelous;

f. relates to commercial activities (including, without limitation, sales, competitions and advertising, links to other websites or premium line telephone numbers);

g. contains any spy ware, adware, viruses, corrupt files, worm programmes or other malicious code designed to interrupt, damage or limit the functionality of or disrupt any software, hardware, telecommunications, networks, servers or other equipment, Trojan horse or any other material designed to damage, interfere with, wrongly intercept or expropriate any data or personal information whether from the App or otherwise;

h. itself, or the posting of which, infringes any third party's rights (including, without limitation, intellectual property rights and privacy rights);

i. shows another person which was created or distributed without that person’s consent;

j. may be considered to violate any law or regulation in your home country.

2) Your Content

As Your Content is unique, you are responsible and liable for Your Content and will indemnify, defend, release, and hold us harmless from any claims made in connection with Your Content.

You may not display any personal contact or banking information on your individual profile page whether in relation to you or any other person (for example, names, home addresses or postcodes, telephone numbers, email addresses, URLs, credit/debit card or other banking details). If you do choose to reveal any personal information about yourself to other users, you shall be solely responsible for your own behavior. We encourage you to use the same caution in disclosing details about yourself to third parties online as you would under any other circumstances. As this App is a public community, Your Content will be visible to other users of the App all around the world instantly, so make sure you are comfortable sharing Your Content before you post. As such, you agree that Your Content may be viewed by other users and any person visiting, participating in or who is sent a link to the App (e.g. individuals who receive a link to a user’s profile or shared content from other users).

By uploading Your Content on the App, you represent and warrant to us that you have all necessary rights and licences to do so, and automatically grant us a non-exclusive, royalty free, perpetual, worldwide licence to use Your Content in any way (including, without limitation, editing, copying, modifying, adapting, translating, reformatting, creative derivative works from, incorporating into other works, advertising, distributing and otherwise making available to the general publish such Content, whether in whole or in part and in any format or medium currently known or developed in the future). We may assign and/or sub-licence the above licence to our affiliates and successors without any further approval by you. We have the right to remove, edit, limit or block access to any of Your Content at any time, and we have no obligation to display or review Your Content.

3) Other user’s Content

Other users of the App will also share Content via the App. Other User’s Content belongs to the user who posted the content and is stored on our servers and displayed via the App at the direction of the user providing such Content. You do not have any rights in relation to Other User's Content, and you may only use other the App users' personal information to the extent that your use of it matches the App's purpose of allowing people to meet one another and complies with applicable law and regulation and this Agreement. You may not use Other User's Content and information for commercial purposes, to spam, to harass, or to make unlawful threats. We reserve the right to terminate your Account if you misuse Other User's Content. If you have a complaint about Other User's Content, please contact us at [TochatApp@outlook.com]

9. Indemnification

You hold us harmless from all claims, including claims for damages, that other users or any other third parties, including public agencies (“Third Parties”), assert against us on account of your violation of this Agreement and our Privacy Policy. You shall assume all reasonable costs, including the reasonable costs incurred for legal defense, that accrue to us as a result of your violation of the rights of other users or Third Parties. All further rights as well as claims for damages on the part of us shall remain unaffected.

10. Disclaimer of Warranties

1)You acknowledge and agree that the App may have potential risks like service interruption, failure to respond to user's request, due to force majeure, mobile communication terminal virus or hacker attack, system instability, user physical location, phone power off, and other reasons concerning technology, telecommunication lines. In no event shall we be liable for any risks stated above.

2) We are not liable for any losses to users arising out of telecommunication line breakdown, technical problems, internet, mobile communication terminal failures, system instability and any other force majeure.

3) In view of business development and adjustment, we reserve the right to amend or terminate the Service without prior notice to users at any time, and we are not liable for users and any other third-parties when executing this right.

4) The Service which is not officially released or authorized by us and the derivative works of us are illegal. user's downloading, installation, and using this App may lead to unexpected risk. We are not liable for any legal liabilities, issues arising from it.

5) You agree to the most extent under applicable law, we own other disclaimer rights not listed in this agreement.

11. Our Management of the Software and the Service

1) The App may be updated from time to time. You may at your own discretion decide whether to accept the updates or not. We do not guarantee providing you with latest updated services if you do not accept the updates, and you shall be solely responsible for any loss that may be incurred.

2) We reserve the rights to amend, interrupt, suspend or terminate to provide the App based on the actual situation at any time, which includes but not limited to the memory space obtainable to a single user, the nature and quantity of the contents uploaded and other data or the ability of the users on continuously accessing the App and the Service, etc.

3) You agree that we may, without prior notice, suspend or terminate the Service related to the App if:

you are in breach of these Terms;

we do so subject to the applicable law or requirements of competent authority; or

other condition upon which we need to do so.

4) Upon termination of the Service, we, subject to the applicable law and regulation, reserve the right to completely delete all information of you, and we shall no longer undertake obligations to you.

12. Others

1) You agree that if we do not exercise or enforce any legal right or regulations, this will not be taken to be a formal waiver of our rights and we have the right to continuously exercise or enforce the right or regulation.

2) Without written authorization from other side, user may not assign or transfer the rights granted by these Terms, or assign the designated responsibilities and obligations to others.

3) The validity and interpretation of these Terms is applicable to laws of the People’s Republic of China (“PRC”). If any provision in these Terms conflicts with PRC Laws, the provision should be re-interpreted in accordance with relevant laws. The invalidity or re-interpretation of these provisions will not affect the validity and enforcement of the remaining provisions. Both we and users agree to resolve the issues arising from these Terms through consultation. If consultation fails, either side can submit the issues to arbitration in accordance with this clause, then any such dispute will be finally and exclusively settled by the China International Economic and Trade Arbitration Commission (CIETAC) South China Sub-Commission for arbitration which shall be conducted in accordance with the CIETAC's arbitration rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties.

4) We reserves the final interpretation right on these Terms.

13. Contact Us

If you have any questions about the Service or this Agreement, or if you would like to obtain a previous version of the current document, feel free to contact us at [TochatApp@outlook.com].

If you have any questions about the Service or this Privacy Policy, or if you would like to obtain a previous version of the current document, feel free to contact us at [TochatApp@outlook.com].