Term of Use

Welcome to ZUKKA

PLEASE CAREFULLY REVIEW THE FOLLOWING TERMS OF SERVICE AGREEMENT. BY ACCESSING OR USING OUR SITES AND SERVICES, YOU AGREE TO ADHERE TO THESE TERMS AND ALL TERMS INCORPORATED BY REFERENCE. IT IS YOUR RESPONSIBILITY AS A USER, CUSTOMER, OR PROSPECTIVE CUSTOMER TO READ THE TERMS AND CONDITIONS BEFORE UTILIZING THE PRODUCTS AND SERVICES OF THIS APP AND WEBSITE. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS, PLEASE DO NOT ACCESS OR USE OUR PRODUCTS OR SERVICES. THIS TERMS OF SERVICE AGREEMENT WILL BE EFFECTIVE AS OF OCTOBER 1, 2024.

1. ACCEPTANCE OF TERMS

SMARTAGO LLC and its platform Zukka (“ZUKKA”) employs cutting-edge security and end-to-end encryption to offer private messaging, internet calling, and other services to users globally. By installing or using our apps, services, or website (collectively, “Services”), you agree to our Terms of Service. The following Terms and Conditions and Terms of Service Agreement (the “TOS”) is a legally binding agreement that governs the relationship with our users and others who may interact with ZUKKA and its subsidiaries and affiliates. This agreement pertains to the use of the ZUKKA App and ZUKKA website(s), including all products and services (the “Site”) and its services, as defined below.

2. DESCRIPTION OF APP AND WEBSITE SERVICES OFFERED

ZUKKA and ZUKKA.APP are online products and services which have the following offering:

Communication tools to allow texting, sharing, calling, and video conferencing between parties using End-to-End encryption. The products and services allow private and secure communications between users, among other related products and services.

Any and all visitors to our Site shall be deemed as “users” of the herein contained Services provided for the purpose of this TOS.

Users acknowledge and agree that the Services provided through our site and applications, including mobile applications, and those available on various social media networking sites and other platforms, are the sole property of ZUKKA. ZUKKA may, at its discretion, offer additional Services and/or products, update, modify, or revise any current content and Services.

This Agreement applies to all additional Services/products and any updated, modified, or revised Services unless otherwise stipulated. ZUKKA reserves the right to cancel and cease offering any of the aforementioned Services and/or products. As an end user, you acknowledge, accept, and agree that ZUKKA shall not be held liable for any such updates, modifications, revisions, suspensions, or discontinuance of any Services and/or products. Continued use of the Services after any updates, changes, and/or modifications constitutes your acceptance of such updates, changes, and/or modifications. Therefore, frequent review of this Agreement and applicable terms and policies is advised to ensure awareness of current terms and policies. If you do not agree to the updated, revised, or modified terms, you must stop using the Services immediately.Furthermore, users understand, acknowledge, and agree that the Services offered are provided “AS IS,” and ZUKKA assumes no responsibility or obligation for timeliness, missed delivery, deletion, or any failure to store user content, communication, or personalization settings.

3. LEGAL USE OF SERVICES

You are required to adhere to all terms and conditions regarding the legal use of our services. We do not endorse or support any illegal activities on our platform. We enforce a zero-tolerance policy against any individual or group that uses our services to promote, share, solicit, or distribute illegal content, media, or products. If we receive a report or tip about such activities, we will immediately terminate the accounts involved and permanently ban those users. ZUKKA complies with legally mandated court requests. This is our pledge to contribute to a safer society while upholding the privacy rights of our members.

4. PROHIBITED CONDUCT & USES

ZUKKA was established with the conviction that private communication is a universal human right, and our Services are crafted to provide secure end-to-end communication. Although we do not have the technical ability to monitor ZUKKA Services accounts or our users’ messages, we reserve the right to suspend or terminate accounts if we become aware that they violate the following terms.

YOU MUST NOT USE, OR ALLOW OTHERS TO USE, THE ZUKKA SERVICES:

For any illegal or fraudulent purposes;
To infringe upon the rights of others;
To engage in targeted harassment of others;
To threaten, incite, promote, or encourage violence, terrorism, or other serious harm;
For any content or activities that promote child sexual exploitation or abuse;
To share or distribute private and confidential information of others, such as credit card numbers or Social Security/National Identity numbers, without their explicit permission;
In any manner that infringes upon patents, trademarks, trade secrets, copyrights, or other proprietary or intellectual property rights;
To distribute, publish, send, or facilitate the sending of unsolicited mass emails or other messages, promotions, advertisements, or solicitations (commonly known as “spam”);
To impersonate others in a way that is intended to mislead, confuse, or deceive;
To remove, bypass, disable, damage, or otherwise interfere with security features of the ZUKKA Services, including any technical measures we may use to prevent or restrict unauthorized access to the ZUKKA Services, features that prevent or restrict use or copying of any content accessible through the ZUKKA Services, or features that enforce limitations on the use of the ZUKKA Services;
To intentionally disrupt or damage the operation of the ZUKKA Services or any user’s enjoyment of them, including by uploading or disseminating viruses, worms, or other malicious code;
To compromise the security, integrity, or availability of any user, network, computer or communications system, software application, or network or computing device;
To use any automated means such as robots, spiders, or scrapers to access the ZUKKA Services without our explicit written permission;
To alter the ZUKKA Services in any manner or form; or
To sell, transfer, or permit another person to access your account password or ZUKKA Services account.

ZUKKA retains the authority to close any account identified as squatting on a username, accounts identified as spammers, or accounts that breach any U.S. laws. ZUKKA may discontinue or suspend its services at any time and for any reason without incurring any liability.

5. CAUTIONS FOR GLOBAL USE & EXPORT/IMPORT COMPLIANCE

Given the global nature of our products and services, by using our network, you agree to follow all local regulations regarding online behavior and acceptable content. ZUKKA.APP originates in the United States, and is subject to United States export laws and regulations. The ZUKKA Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the ZUKKA Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the ZUKKA Software and the ZUKKA Services. The upload, posting, or transfer of software, technology, and other technical data may be subject to export and import laws in the United States and other countries. By using our network, you agree to adhere to all applicable laws, including export and import regulations, such as the Export Administration Regulations (http://www.access.gpo.gov/bis/ear/ear_data.html) and the U.S. sanctions control program (http://www.treasury.gov/resource-center/sanctions/Programs/Pages/Programs.aspx).

Additionally, you represent and agree that:

You are not listed on any government export exclusion report (http://www.bis.doc.gov/complianceandenforcement/liststocheck.htm) and are not affiliated with any government of an export-prohibited country as identified in relevant export and import laws and regulations.
You will not transfer any software, technology, or other technical data through our network services to any export-prohibited country.
You will not use our website network services for military, nuclear, missile, chemical, or biological weaponry purposes that would violate U.S. export laws.
You will not post, transfer, or upload any software, technology, or other technical data in violation of U.S. or other applicable export and/or import laws.

6. CONTENT POSTED OR MADE AVAILABLE THROUGH COMPANY SERVICES

PLEASE NOTE: ZUKKA does not store or have the capability to view or access any information exchanged between users through our products or services. All communications between users are protected by end-to-end encryption, ensuring that they cannot be seen, accessed, or archived by any server or personnel employed directly or indirectly by ZUKKA. The following section pertains solely to content posted as comments or feedback on publicly accessible areas of our sites or other sites.

Publicly Accessible Areas: These are parts of ZUKKA’s network properties intended for public access, including message boards and groups that are openly available to users.

ZUKKA does not claim ownership of any content submitted by visitors or users, nor does it include such content on our website services. By submitting content, you grant ZUKKA the following worldwide, royalty-free, non-exclusive licenses, as applicable:

Content in Public Areas: For content submitted to or made available on publicly accessible areas of ZUKKA’s sites, you grant ZUKKA a license to use, distribute, reproduce, modify, adapt, publicly perform, and/or publicly display this content on our network services. This license is intended solely for the purpose of providing and promoting the specific area where the content was posted and will remain in effect as long as you are a member of ZUKKA’s sites. This license will terminate when you choose to discontinue your membership.
Photos, Audio, Video, and Graphics: For photos, audio, video, and/or graphics submitted to or made available on publicly accessible areas of ZUKKA’s sites, you grant ZUKKA a license to use, distribute, reproduce, modify, adapt, publicly perform, and/or publicly display this content on our network services. This license is for the purpose of providing and promoting the specific area where the content was posted and will remain in effect as long as you are a member of ZUKKA’s sites. This license will terminate when you choose to discontinue your membership.
Other Content: For any other content submitted to or made available on publicly accessible areas of ZUKKA’s sites, you grant ZUKKA a continuous, binding, and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform, and/or publicly display the content, in whole or in part, and to incorporate it into other works in any medium now known or developed in the future.

7. INDEMNITY

All users agree to indemnify and hold ZUKKA, along with our subsidiaries, affiliates, agents, employees, officers, partners, and/or licensors, harmless from any claim or demand, including reasonable attorney fees, made by any third party due to or arising out of content submitted, posted, modified, transmitted, or otherwise made available through our services. This includes any use of ZUKKA services, your connection to these services, your violations of the Terms of Service, and/or your violation of any rights of another person.

8. UNSOLICITED SUGGESTIONS & IDEAS

ZUKKA does not solicit comments, ideas, suggestions, or feedback from its users or members. However, any feedback, message, idea, or suggestion for improvement communicated to ZUKKA becomes the sole property of ZUKKA. ZUKKA reserves the right to discard, adopt, leverage, modify, claim, or utilize such suggestions without any obligation to the sender for monetary payment or compensation. Any exceptions to this policy must be outlined in a written contract agreed upon by both parties before the suggestion is submitted.

Any individual or registered member of the ZUKKA platform, regardless of subscription tier, agrees that any communication sent to and received by ZUKKA or any of its employees—via the ZUKKA application, written mail, electronic mail, fax, voice message, carrier pigeon, Morse code, or any other communication method—will be the sole property of ZUKKA. The sender also agrees to hold ZUKKA harmless from any liabilities resulting from the use of their communicated suggestion. Furthermore, users agree to forfeit any and all claims to rights to any intellectual property and/or monetary gains, whether realized or not, resulting from their communicated suggestion to ZUKKA. If you do not agree to these terms, please do not send any suggestions.

9. COMMERCIAL REUSE OF SERVICES

The user agrees not to replicate, duplicate, copy, trade, sell, resell, or exploit for any commercial or personal reason any part of, use of, or access to ZUKKA’s sites.

10. MODIFICATIONS

ZUKKA reserves the right to modify, alter, or discontinue our service, or any part of it, at any time, whether temporarily or permanently, with or without prior notice. ZUKKA shall not be held liable to users or any third party for any such changes, modifications, suspensions, and/or discontinuations of our services, or any part thereof.

11. PAYMENT PROVIDERS, DELIVERY SERVICES & ADVERTISERS

All interactions or business transactions with advertisers found on or through our services, including payment and delivery of related goods or services (“Providers”), and any associated terms, conditions, warranties, or representations, are solely between you and the Providers. You agree that ZUKKA will not be responsible or liable for any loss or damage of any kind resulting from such dealings or from the presence of such Providers on our sites.

12. COOKIES

We use cookies on our website. By accessing ZUKKA, you agree to the use of cookies in accordance with ZUKKA’s Privacy Policy.
Many interactive websites use cookies to retrieve user details for each visit. Our website uses cookies to enable certain functionalities, making it easier for visitors. We do not share any user data with third parties.

13. LINKS

ZUKKA or third parties may provide links to other websites and resources. You acknowledge and agree that we are not responsible for the availability of such external sites or resources, and we do not endorse, nor are we responsible or liable for, any content, products, advertising, or other materials available from these third-party sites or resources. Furthermore, you acknowledge and agree that ZUKKA shall not be responsible or liable, directly or indirectly, for any damage or loss caused or allegedly caused by or in connection with the use of or reliance on any such content, goods, or services made available on or through any such site or resource.

14. PROPRIETARY RIGHTS

You acknowledge and agree that ZUKKA’s services and any essential software used in connection with our services (“Software”) contain proprietary and confidential material protected by applicable intellectual property rights and other laws. Additionally, any content in advertisements or information presented through our services or by advertisers is protected by copyrights, trademarks, patents, or other proprietary rights and laws. Therefore, except as expressly permitted by applicable law or authorized by ZUKKA or the relevant licensor, you agree not to alter, modify, lease, rent, loan, copy, sell, distribute, transmit, broadcast, publicly perform, or create derivative works based on ZUKKA services (e.g., content or software), in whole or part.

ZUKKA grants you personal, non-transferable, and non-exclusive rights and/or licenses to use the object code of our Software on a single device, provided you do not, and shall not, allow any third party to duplicate, alter, modify, create derivative works from, reverse engineer, reverse assemble, or otherwise attempt to locate or discern any source code. You also agree not to sell, assign, sublicense, grant a security interest in, or otherwise transfer any rights in the Software. Furthermore, you agree not to alter or change the Software in any way and not to use any modified versions of the Software, including but not limited to, for the purpose of obtaining unauthorized access to our services. Lastly, you agree not to access or attempt to access our services through any means other than the interface provided by ZUKKA for accessing our services.

15. WARRANTY DISCLAIMERS

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT:

Use at Your Own Risk: The use of ZUKKA services and software is at your sole risk. Our services and software are provided on an “as is” and/or “as available” basis. ZUKKA and our subsidiaries, affiliates, officers, employees, agents, partners, and licensors expressly disclaim any and all warranties of any kind, whether expressed or implied, including but not limited to implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement.

No Guarantee: ZUKKA and our subsidiaries, officers, employees, agents, partners, and licensors make no warranties that (i) ZUKKA services or software will meet your requirements; (ii) ZUKKA services or software will be uninterrupted, timely, secure, or error-free; (iii) the results obtained from the use of ZUKKA services or software will be accurate or reliable; (iv) the quality of any products, services, information, or other material purchased or obtained by you through our services or software will meet your expectations; and (v) any errors in the software will be corrected.

Downloaded Material: Any information or material downloaded or otherwise obtained through ZUKKA services or software is accessed at your sole discretion and risk. You will be solely responsible for any damage to your computer or internet access, or any loss of data that may result from the download of any such information or material. You waive any and all claims and causes of action with respect to such damage or loss.

No Warranty from Advice: No advice or information, whether written or oral, obtained by you from ZUKKA or through our services or software, will create any warranty not expressly stated in the Terms of Service.

Epileptic Seizures: A small percentage of users may experience epileptic seizures when exposed to certain light patterns or backgrounds on a computer screen or while using our services. Conditions may induce previously unknown epileptic symptoms in users with no prior history of seizures or epilepsy. If you, anyone you know, or anyone in your family has an epileptic condition, please consult a physician if you experience symptoms such as dizziness, altered vision, eye or muscle twitches, loss of awareness, disorientation, involuntary movement, or convulsions while using our services.

16. LIMITATION OF LIABILITY

You explicitly acknowledge, understand, and agree that ZUKKA and our subsidiaries, affiliates, officers, employees, agents, partners, and licensors shall not be liable to you for any punitive, indirect, incidental, special, consequential, or exemplary damages. This includes, but is not limited to, damages related to the loss of profits, goodwill, use, data, or other intangible losses, even if we have been advised of the possibility of such damages, resulting from:

1. THE USE OR INABILITY TO USE OUR SERVICE;
2. THE COST OF PROCURING SUBSTITUTE GOODS AND SERVICES;
3. UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS AND/OR DATA;
4. STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SERVICE;
5. ANY OTHER MATTER RELATED TO OUR SERVICE.

Furthermore, you explicitly acknowledge, understand, and agree that the maximum liability of ZUKKA and our subsidiaries, affiliates, officers, employees, agents, partners, and licensors, if you have paid for ZUKKA services, is limited to the amount paid and collected directly by ZUKKA.

17. RELEASE

In the event of a dispute, you agree to release ZUKKA (including its officers, directors, employees, agents, parent subsidiaries, affiliates, co-branders, partners, and any other third parties) from all claims, demands, and damages (both actual and consequential) of every kind and nature, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way connected to such dispute.

18. EXCLUSION AND LIMITATIONS

THERE ARE SOME JURISDICTIONS WHICH DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OF EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS OF SECTIONS WARRANTY DISCLAIMERS AND LIMITATION OF LIABILITY MAY NOT APPLY TO YOU.

19. THIRD PARTY BENEFICIARIES

You acknowledge, understand, and agree that, unless expressly stated otherwise in the Terms of Service (TOS), there will be no third-party beneficiaries to this agreement. You acknowledge, understand, and agree that all trademarks, copyrights, trade names, service marks, and other logos of ZUKKA, as well as any branding features and/or product and service names, are trademarks and, as such, are and will remain the property of ZUKKA. You agree not to display and/or use in any way the ZUKKA logo or trademarks without prior written consent from ZUKKA.

20. NOTICE

ZUKKA may provide you with notices, including those regarding changes to the TOS, through various means such as email, regular mail, MMS or SMS, text messaging, postings on our website Services, or other reasonable methods currently known or developed in the future. You may not receive such notices if you violate any aspects of the TOS by accessing our Services in an unauthorized manner. By accepting this TOS, you agree that you are deemed to have received all notices that would have been delivered if you had accessed our Services in an authorized manner.

21. COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS NOTICE & PROCEDURES

ZUKKA respects the intellectual property rights of others, and we ask our users to do the same. Under appropriate circumstances and at our sole discretion, ZUKKA may disable and/or terminate the accounts of users who violate our TOS and/or infringe on the rights of others.

If you believe your work has been copied in a way that constitutes copyright infringement, or if you believe your intellectual property rights have been otherwise violated, please provide us with the following information:

The 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 believe has been infringed;
A description of the location on the site where the infringing material is located;
Your physical address, telephone number, and email address;
A statement that the disputed use of your work is not authorized by the copyright owner, its agents, or the law;
A statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on behalf of the owner.

You can contact a ZUKKA Agent for notice of claims of copyright or other intellectual property infringement at:
Email: support@smartago.com

22. ENTIRE AGREEMENT

This TOS constitutes the entire agreement between you and ZUKKA and governs your use of our Services, superseding any prior versions of this TOS between you and us regarding ZUKKA products and Services. You may also be subject to additional terms and conditions when you use or purchase certain other ZUKKA Services, affiliate Services, third-party content, or third-party software.

23. CHOICE OF LAW AND FORUM

It is mutually agreed by you and ZUKKA that the relationship between the parties shall be governed by the laws of the state of Delaware, without regard to its conflict of law provisions. Any and all claims, causes of action, and/or disputes arising out of or relating to the TOS or the relationship between you and ZUKKA shall be filed in the courts having jurisdiction within the County of New Castle or the U.S. District Court located in Delaware. You and ZUKKA agree to submit to the jurisdiction of these courts and waive any objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.

24. WAIVER AND SEVERABILITY OF TERMS

If ZUKKA fails to exercise or enforce any right or provision of the TOS, it does not constitute a waiver of that right or provision. Should any provision of this TOS be deemed invalid by a court of competent jurisdiction, the court will attempt to reflect the parties’ original intentions as closely as possible, while the remaining provisions of the TOS will continue to be in full force and effect.

25. STATUTE OF LIMITATIONS

You acknowledge, understand, and agree that, notwithstanding any statute or law to the contrary, any claim or action arising from or related to the use of our Services or the TOS must be filed within one year from when the claim or cause of action arose, or it will be forever barred.

26. EUROPEAN CITIZENS

European Regulation 2065/19/102022 on the Single Market for Digital Services and amendments to Directive 2000/31/EC, Digital Services Act.

The services of Zukka, respecting the content of the Regulation regarding the extent and impact of the risks posed by very large online platforms, as well as the need to address these risks as a priority and the capacity to take necessary measures, fully comply with the European directives and the regulation on digital markets and services, as defined and after the latest amendment on 19/10/2022.

Zukka, as an intermediary service of mere transmission – temporary storage – hosting, based on the definition of the European regulation, involves the transmission of information in a communication network, information provided to service recipients or access to a communication network, information provided by the service recipient. This includes automatic, intermediate, and temporary storage of information carried out exclusively for the purpose of making subsequent transmissions to other recipients more efficient, upon request, and lastly, hosting, where the storage of information provided by the service recipient is carried out upon their request. The service recipient is considered to be any member, individual, or company that, upon registering with Zukka, agrees to the Terms of Service. [27/10/2022/L277/42, Chapter 1, Article 3].

Zukka, as a service, is not liable for the automatic, intermediate, and temporary storage of information exchanged between recipients, as this is done with the purpose of making the subsequent transmission more efficient and secure to other service recipients. This is provided that Zukka does not modify the information, complies with the access conditions to the information, does not interfere with the lawful use of technology widely recognized, and acts promptly to remove information stored or disable access to it once it becomes aware that such information has been withdrawn from the network location where it was originally stored, or access has been disabled, or a judicial or administrative authority has ordered the removal of the information or the disabling of access to it. Judicial or administrative authorities of an EU member state may require Zukka to cease or prevent an infringement. [27/10/2022/L227/44-48, Chapter II, Articles 4-10].

Zukka is not liable for information stored at the request of a service recipient, provided Zukka is not actually aware of any illegal activity or content or has no awareness of facts or circumstances from which illegal activity or content is apparent. If Zukka becomes aware of or perceives the above, or there is a request from a judicial or administrative authority, it is obliged to remove any content or disable access to it, as defined in Article 6 of Chapter II.

In Zukka’s case, the stored content consists solely of encryption keys, which are not readable files but “useless” garbage as they are not open-readable files.

Zukka, under the European regulation, does not monitor the information transmitted or stored between service recipients and has no obligation to actively seek out facts or circumstances indicating illegal activity, according to Article 8 of the same chapter.

Zukka may receive an order to take action against one or more pieces of illegal content, issued only by competent national judicial or administrative authorities, based on Union law. Intermediary service providers inform the authority issuing the order about the results, specifying if and when the order was executed and its outcomes. The orders always specify the legal basis under European law, a presentation of the reasons why the information is deemed illegal content, information about the issuing authority, clear details to identify the reported illegal content, and, where appropriate, other supporting information regarding the report. This does not guarantee the detection of content, only the encryption keys of the content.

Zukka may receive an order to provide information from a national judicial or administrative authority, according to Article 10 of the same code, and is obliged to provide the requested information. The information Zukka holds and may provide upon such a state request includes: network connection, Zukka pseudonym, email address (if provided), phone number (if provided), account creation date, types of devices used with the account, last usage date, total number of sent and received messages, profile picture/avatar (if the user has chosen to provide one), limited records of recent account settings changes, such as: device addition or deletion (excluding message content, routing, and delivery information).

In conclusion, Zukka fully complies with the European Regulation and Directive 2000/31/EC on the single market for digital services, and all amendments, with the latest on 27/10/2022/L277, which is effective from February 17, 2024.

27. VIOLATIONS

Please report any violations of this TOS to ZUKKA using the following methods:

Mailing Address:
SMARTAGO LLC
5305 Limestone Road, Suite 200
Wilmington, DE 19808, USA

Email: support@smartago.com
Phone number: +1 864 528 0626