TERMS OF USE AGREEMENT

GALILEYO

IMPORTANT: READ CAREFULLY

This Terms of Use Agreement (the “Agreement" or “Terms”) is a legal agreement between “You” and Galileyo, Inc. (“Galileyo,” “We” or “Us”) and governs your use of the Service. The “Service” means (i) Galileyo’s proprietary mobile software application, which includes compiled software code, images, music, media, templates, data, a user interface, any documentation accompanying the program, and any updates or supplements of such software and documentation (collectively, the “App”); and (ii) Galileyo’s proprietary software and related media accessible at www.galileyo.com, including all related subdomains (the “Website”).

The Service is provided by Galileyo for the purpose of creating a unique social media platform that allows you to change the culture, control your narrative, post your content and connect with other users. Galileyo is committed to free speech and protecting and preserving content posted by its users and has built and continues to develop its Services for this purpose.

The Service may also provide information and links related to other Galileyo products and services, and third party products and services. By using the Service, You represent to Us that you are at least 18 years old and You agree to be bound by the terms of this Agreement.

IF YOU ARE NOT AT LEAST 18 YEARS OLD OR IF YOU DO NOT ACCEPT ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, GALILEYO IS UNWILLING TO LICENSE THE SERVICE TO YOU, NO LICENSE IS GRANTED AND YOU ARE NOT AUTHORIZED TO INSTALL OR USE THE SERVICE.

THIS AGREEMENT INCLUDES AN ARBITRATION CLAUSE, WHICH PROVIDES FOR A CLASS ACTION WAIVER AND A JURY TRIAL WAIVER. UNLESS YOU TIMELY OPT OUT OF THIS ARBITRATION CLAUSE, YOU AND GALILEYO AGREE THAT ANY DISPUTE RELATING TO THIS AGREEMENT MUST BE RESOLVED BY INDIVIDUAL MANDATORY ARBITRATION.

This Agreement governs your relationship with Galileyo. and your use of and access to all services and products provided by Galileyo (collectively, the Services). You agree that by accessing or using any part of the Services you are bound by the terms of this Agreement (the Terms), including the applicable Privacy Policy and Community Guidelines incorporated herein.
You may not use the Services unless all of the following apply to you, and you affirm that all of the following apply to you:
1. You are either an adult over the age of 18 years old, an emancipated minor, or you have express permission from your parent or legal guardian to use the Services;
2. You are legally allowed to use the Services where you live;
3. You are not using the Services or accepting the Terms on behalf of any other entity, such as a company or organization, unless you have authority to bind that entity to these Terms;
4. You have not been banned by Galileyo from using the Services.
Galileyo Privacy Policy. The Galileyo Privacy Policy located at https://galileyo.com/privacy-policy is incorporated herein by reference (“Privacy Policy”). The Privacy Policy provides information about your privacy rights and explains how Galileyo protects and handles your personal information. You agree to the terms of the Privacy Policy, including the transfer of information to other countries for storage, processing, and use, if applicable.
Any content that you post to the Services must satisfy all of the following criteria, and you affirm that any content posted, submitted, or otherwise provided by you to the Services satisfies these criteria:
1. You have the legal right to post the content to the Services.
2. The content and the purpose for posting it complies with all laws, rules, and regulations that may apply.
3. The content does not infringe the intellectual property rights (such as copyrights and trademark rights) of any other person or entity.
4. The content does not include non-public personal private information belonging to someone else, such as another person’s birthdate, home address, or telephone number.
5. The content complies with the Galileyo Community Guidelines.
You are responsible for your use of the Services and for any content that you post. Galileyo does not endorse, support, represent, or affirm the completeness, truthfulness, accuracy, or reliability of any of the content posted through the Services, nor does Galileyo endorse any opinions expressed through the Services. All content is the sole responsibility of the person who originated the content, and Galileyo does not take responsibility for such content.
Proprietary Rights. The Service is protected by copyright laws, international copyright treaties, and other intellectual property laws and treaties. All rights in the Service not expressly licensed under this Agreement are reserved to Galileyo. You may not reproduce, retransmit, disseminate, sell, publish, broadcast, circulate, rent, lease, sublicense, assign, or otherwise transfer any portion of the Service except as expressly authorized in this Agreement. No right to use any trademark or trade name of Galileyo is granted to You hereunder other than the right to display the Galileyo marks that are placed on the Service and any Galileyo messages when they are rendered in the Service, in which case such marks may not be altered or removed by You without written approval by Galileyo.
Right to Distribute. You grant to Galileyo a license to any content posted by you to the Services, including a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute your content. You agree that Galileyo or its service providers or partners may display advertising in connection with your content and otherwise monetize your content without compensation to you, unless you are a participant in our Influencer Network and then you will be compensated according to the terms of that program. You warrant that you have all rights necessary to grant these rights to Galileyo and other members of the Galileyo community. You also grant a limited non-exclusive, royalty-free license to any Galileyo community member to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute any content posted by you to the Services solely in connection with that member’s use of the Services. The licenses granted by you hereunder do not include any moral rights or right of attribution.
Copyright infringement is not allowed on the Services, and Galileyo will, in appropriate circumstances, terminate the account of any repeat infringer. If your copyright has been infringed by any content on the Services and you did not grant a license for this use by uploading your copyrighted work to the Services, you may submit a notice that meets all of the requirements of the Digital Millennium Copyright Act (DMCA), 17 U.S.C 512(c)(3), to our Copyright Manager at [email protected]. Your notice must include: (1) electronic or physical signature of the copyrighted work owner (or person authorized by the copyright owner), (2) a description of the copyrighted work, including the URL where the infringing content is available, or a copy of it, (3) contact details of the person submitting the notice, including email address, telephone, and mailing address, (4) statement in “good faith belief” that the work is not authorized by the copyright owner, and (5) a statement by the sender that all of the above information is accurate, and that the person sending the notice is either the copyright owner or is authorized to act on behalf of the copyright owner. Upon receiving a notice satisfying these requirements, Galileyo will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Services.
Prohibited Content. The Service contains a method for filtering objectionable material from being posted to the Service and a mechanism to report offensive content. You may report such content to Galileyo at [email protected] or via the reporting system within the App. Galileyo will respond timely to any concerns. If necessary, Galileyo has the ability to block abusive users from the Service and will exercise that ability in its sole discretion. Galileyo reserves the right to pre-screen, remove or edit any user content at any time and without notice to You. When you use the Service, you agree not to upload, post, modify, distribute, email, transmit, or otherwise make available any user content that:
1. is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, harassing, threatening, harmful, invasive of privacy or publicity rights, abusive, inflammatory or otherwise injurious to third parties;
2. is protected by any patent, trademark, trade secret, copyright or other intellectual or proprietary right, unless you own such rights, you have received all necessary consent, or such use is permissible under applicable law;
3. impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity, or interferes with someone else’s use of the Service;
4. falsely provides a review for a product or service that you have not purchased or used, or misrepresents your experiences relating to any product or service;
5. constitutes any form of unsolicited commercial text, email, or "spam," or an offering or dissemination of fraudulent goods, services, schemes or promotions;
6. is sent via unsolicited email, if such email could reasonably be expected to provoke complaints from its recipients;
7. is harmful, including without limitation, viruses, Trojan horses, worms, time bombs, zombies, cancelbots, or any other computer programming routines that may damage, interfere with, surreptitiously intercept or expropriate any system, program, data or personal information; and/or
8. violates any applicable local, state, national or international law.
Third-Party Content. The Service may display, include, make available or link to content, data, information, applications, websites or materials from third parties (“Third-Party Content”). Galileyo is not responsible for the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, efficiency, advertising, terms of use, privacy policy, practices, software code or any other aspect of the Third-Party Content. You are encouraged to read the terms of use and privacy policy of any third-party websites to which you connect when using the Service. Galileyo disclaims all liability arising from or relating to the Third-Party Content. Third-Party Content may contain proprietary content, information and material that is protected by applicable intellectual property and other laws, including but not limited to copyright and trademark laws. You may not use such proprietary content, information or materials in any way whatsoever except to use the Service for its intended purpose.
Protection of Minors. The Service is only offered to users that are at least 18 years old. The User Content and Third-Party Content accessible using the Service are not intended for and may not be appropriate for minors. Pursuant to 47 U.S.C. 230(d), as amended, parental control protections are commercially available that may assist you in limiting access to material that is harmful to minors. For example, Apple and Google have incorporated parental controls into their respective mobile operating systems that may be configured to only allow minors to access applications that comply with specific requirements for protecting minors from harmful content. Galileyo does not recommend or endorse any particular parental control protection software.
Access. Use of the Service requires a satellite or internet connection and may result in charges from your satellite, cellular or internet service provider. Galileyo is not responsible for any such charges. Galileyo is also not liable for any disruption, failure or malfunction of the satellite, cellular or internet or other service providers or for any other situation or event that is out of Galileyo’s direct control. GALILEYO IS NOT RESPONSIBLE FOR ANY ACTS OR OMISSIONS OF YOUR SATELLITE, CELLULAR OR INTERNET SERVICE PROVIDERS, OR UNAVAILABILITY OR ERRORS ASSOCIATED WITH THEIR SYSTEMS OR SERVICES.
Restrictions on Use. Unless and to the extent specifically provided otherwise in writing by Galileyo, you may not:
1. separate any individual component of the Service for use;
2. incorporate any portion of the Service into other software or compile any portion of it in combination with other software;
3. use the Service, or any portion of Service, with any other service;
4. sell, rent, lease, lend, loan, distribute, assign or sublicense the Service or otherwise transfer any rights to it in whole or in part;
5. modify, reverse engineer, decompile, remove any proprietary notices or disassemble the Service in whole or in part, or create any derivative works from or of the Service, or encourage, assist or authorize any other person to do any of these things; or
6. make copies of or distribute the Service or electronically transfer it or any portion of it from one computer to another or over a network.
Galileyo may remove any content and terminate your access to the Services at any time and for any reason to the extent Galileyo reasonably believes (a) you have violated these Terms or Galileyo’s Community Guidelines, (b) you create risk or possible legal exposure for Galileyo, or (c) you are otherwise engaging in unlawful conduct—although Galileyo endeavors to allow all free speech that is lawful and does not infringe the legal rights of others. Any invitation made by Galileyo to you to use the Services or submit content to the Services, or the fact that Galileyo may receive a benefit from your use of the Services or provision of content to the Services, will not obligate Galileyo to maintain your access to the Services. Galileyo will have no liability to you for terminating your access to the Services, or for modifying or terminating the Services.
You agree to receive communications from Galileyo, including communications sent by phone, email, text message, or other means of communication. If you provided a phone number to Galileyo, you are required to notify Galileyo when you cease to own or control that number to help prevent Galileyo from sending communications to others who may acquire that number.
The Services are provided to you as-is and at your own risk. The Services come with no express or implied warranties, except those that cannot be disclaimed under the law. GALILEYO DOES NOT PROMISE THAT THE SERVICE OR ANY FUNCTIONALITY THEREOF WILL BE ERROR-FREE OR UNINTERRRUPTED OR THAT YOUR USE OF THE SERVICE WILL PROVIDE SPECIFIC RESULTS. THE SERVICE IS PROVIDED BY GALILEYO “AS-IS” AND “AS-AVAILABLE” WITHOUT ANY OTHER WARRANTY OR REPRESENTATION OF ANY KIND. GALILEYO CANNOT ENSURE THAT THE SERVICE OR ANY FILES OR OTHER DATA YOU DOWNLOAD IN RELATION TO THE SERVICE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. YOUR USE OF THE SERVICE, AND THE RESULTS AND PERFORMANCE ACHIEVED USING THE SERVICE, IS AT YOUR OWN RISK. GALILEYO DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES AND CONDITIONS, SUCH AS MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Galileyo makes no representation or endorsement about the function of the Services or any content available through the Services. Galileyo has no responsibility or liability to you arising from your use of the Services. Galileyo has no responsibility or liability to you arising from content provided by you or any other person, even if such content is untrue, harmful, damaging, offensive, inappropriate, fraudulent, tortious, unlawful, contrary to social norms, etc. Although Galileyo may make efforts to review or monitor content, you agree that you will not rely on this fact for any purpose. Galileyo has no responsibility or liability to you arising from hacking event, data breach, theft, misuse of information, conspiracy, racket, fraud, act of terrorism, misappropriation of information, technical malfunction, interruption of service, or similar event that may cause you to suffer damage, loss, or injury, including without limitation any damage to or loss of your personal property, data, operations, information, reputation, goodwill, profits, etc. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND REGARDLESS OF THE NATURE OF THE CAUSE OF ACTION, GALILEYO WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR FOR INTANGIBLE LOSSES, ARISING FROM (a) YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SERVICES; (b) FROM THE ACTS OR OMISSIONS OF ANY OTHER PERSON OR THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF OTHER PERSONS OR THIRD PARTIES; (c) ANY CONTENT OBTAINED FROM THE SERVICES; OR (d) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR CONTENT OR COMMUNICATIONS THROUGH THE SERVICES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF GALILEYO ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES EXCEED THE GREATER OF TWO HUNDRED U.S. DOLLARS (U.S. $200.00) OR THE AMOUNT YOU PAID GALILEYO, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM. THE LIMITATIONS OF THIS SECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND SHALL FURTHER APPLY WHETHER OR NOT GALILEYO HAS BEEN INFORMED OF THE POSSIBLITY OF ANY SUCH DAMAGES AND EVEN IF A REMEDY LAID OUT IN THESE TERMS IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.
Updates. Galileyo may from time to time, in its sole discretion, make updates, modifications, supplements or new versions of the Service or portions thereof available to You under this Agreement for the purpose of, among other things, distributing bug fixes, patches and feature improvements. We highly recommend that you enable automatic updating on your mobile or satellite device or that you promptly install all updates as they appear. Galileyo disclaims any and all liability relating to Your failure to install any updates to the Service. Notwithstanding the foregoing, Galileyo does not have any obligation to provide any bug fixes, modifications, updates, or technical or end user support for the Service.
Collection and Use of Data. You acknowledge that the Service automatically collects information, data and statistics relating to your use of the Service, and compiles such information, data and statistics. Subject to the terms of the Privacy Policy, Galileyo reserves the right to use such information, data and statistics in the course of Galileyo’s business, and you hereby agree to Galileyo’s use.
Login Credentials. You may login to the Services by creating an Galileyo user account directly. You shall not share Your user account information with others or allow third parties to use Your login credentials to the Service at any time or for any reason unless otherwise allowed in writing by Galileyo. You warrant, and Galileyo may assume and rely on the assumption, that any and all activity and use of the Service under Your user account is done by You. You are solely responsible for maintaining the security of, for example, your username, password, and all other user account information, and You agree that Galileyo will not be liable for any loss or damages resulting from use of your account by others.
Indemnification. You shall defend, indemnify, and hold harmless, Galileyo and its owners, officers, members, managers, directors, shareholders, subsidiaries, joint-ventures, partners, employees, agents, licensors, and licensees from and against any and all claims, actions, suits, proceedings, demands, losses, liabilities, damages, judgments, settlements, penalties, costs, and expenses (including without limitation all reasonable attorneys’ fees), known and unknown, arising out of (i) your use of the Service; (ii) any dispute between You and any other user or users; (iii) Your use, creation or posting of Prohibited User Content; (iv) your violation or breach of this Agreement, or (v) the infringement by You, or any other user of Your username or account, of any intellectual property or right of any person or entity.
Applicable law. The laws of the State of Nevada, excluding its choice of law provisions, will govern these Terms and any Dispute that arises between you and Galileyo.
Dispute Resolution, Class Action Waiver, and Arbitration.
1. General. For purposes of this Agreement, the term "Dispute" will be given the broadest possible meaning allowable under applicable law and shall mean any claim, dispute, action, or other controversy between you and us concerning this Agreement, the subject matter of Your agreements with Galileyo, or any product, service or information We make available to You, whether in contract, warranty, tort, statute, regulation, ordinance, or any other legal or equitable basis, except for claims, disputes, and controversies relating to the enforcement or validity of our intellectual property rights. In the event of a Dispute, You or Galileyo must give the other party a Notice of Dispute, which is a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested. You must send any Notice of Dispute by U.S. Mail to: Galileyo, Inc. _________________________. We will send any Notice of Dispute to you by U.S. Mail to your address if we have it, or otherwise to your email address on file with Galileyo. You and Galileyo will attempt to resolve any Dispute through informal negotiation within sixty (60) days from the date the Notice of Dispute is sent. We may choose to provide you with a final written settlement offer after receiving your Notice of Dispute ("Final Settlement Offer"). After sixty (60) days, either you or Galileyo may commence an arbitration proceeding to resolve the Dispute, as set forth below.
2. Binding Arbitration. If You and Galileyo do not resolve any Dispute by informal negotiation, any other effort to resolve the Dispute will be conducted exclusively by binding arbitration under the Federal Arbitration Act, 9 U.S. Code section 1 et seq., and the provisions of this Section 21. The Dispute will be resolved by a neutral arbitrator whose decision will be final except where appeal is required by applicable law.
3. Class Action Waiver. To the maximum extent permitted under applicable law, any proceedings to resolve any Dispute in any forum will be conducted solely on an individual basis. Neither you nor Galileyo will seek to have any Dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings. If this waiver is found to be illegal or unenforceable as to all or some parts of a Dispute, then it will not apply to those parts. Instead, those parts will be severed and will proceed in a court of law, with the remaining parts proceeding in arbitration.
4. Arbitration Procedure. Arbitration will be administered by the American Arbitration Association (the "AAA") under its Commercial Arbitration Rules. An AAA Demand for Arbitration may be found on the AAA website located at: www.adr.org. Any in-person hearing in the arbitration will be held in your county of residence if you reside in the USA. Either You or Galileyo may request a telephonic or in-person hearing by following the AAA rules. In a Dispute involving Ten Thousand Dollars ($10,000.00) or less, any hearing will be telephonic unless the arbitrator finds good cause to hold an in-person hearing instead. You and Galileyo hereby agree to accord this arbitration agreement the broadest scope permissible under applicable law and that it shall be interpreted in a non-restrictive manner. The arbitrator may award the same relief to you individually as a court could award. The arbitrator may award declaratory or injunctive relief only to you individually, and only to the extent required to satisfy your individual claim. The arbitrator may award compensatory damages, but shall NOT be authorized to award non-economic damages, such as for emotional distress or pain and suffering, punitive damages, or indirect, incidental or consequential damages. Each party shall bear its own attorneys' fees, costs and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the arbitrator and AAA. Although We may have a right to an award of attorneys’ fees and expenses if we prevail in arbitration, we will not seek such an award from you unless the arbitrator determines that your claim was frivolous. Within fifteen (15) calendar days after conclusion of the arbitration, the arbitrator shall issue a written award and, if requested by either party, a written statement of decision describing the material factual findings and conclusions on which the award is based, including the calculation of any damages awarded. Judgment on the award may be entered by any court of competent jurisdiction. The parties waive their right to commence any action or judicial proceeding in connection with a Dispute hereunder, except for purposes of: (i) recognition and/or enforcement of the arbitration award or any other decision by the arbitral tribunal; (ii) obliging the other party to participate in the arbitration proceedings; (iii) requesting any type of conservative or interim measure in connection with the Dispute prior to the constitution of the arbitral tribunal; (iv) requesting the appearance of witnesses and/or experts; and/or (v) requesting that any information and/or documentation discovery be complied with. By agreeing to this binding arbitration provision, you understand that you are waiving certain rights and protections which may otherwise be available if a Dispute were determined by litigation in court including, without limitation, the right to seek or obtain certain types of damages precluded by this arbitration provision, the right to a jury trial, certain rights of appeal, the right bring a claim as a class member in any purported class or representative proceeding, and the right to invoke formal rules of procedure and evidence. In the event of any conflict between the applicable arbitration rules and the terms of this arbitration provision, the terms of this arbitration provision will control.
5. Disputes to be Filed Within One Year. To the extent permitted by applicable law, arbitration of any Dispute must be initiated within one (1) year from the date the cause of action accrued. If a Dispute is not initiated within one (1) year, it will be permanently barred.
6. Equitable Relief. You agree that we would be irreparably damaged if the terms of this Agreement are not specifically enforced. Therefore, in addition to any other remedy that We may have at law, and notwithstanding our agreement to arbitrate Disputes, We will be entitled, without bond or other security, or proof of damages, to seek appropriate equitable remedies with respect to Your violation of this Agreement in any court of competent jurisdiction.
Other Agreements. This Agreement constitutes an individual consent by You to be bound by the terms of this Agreement and is the entire agreement between You and Galileyo with respect to Your use of the Service, and any and all other written or oral agreements or understandings previously existing between You and Galileyo with respect to such use are hereby superseded and cancelled. This Agreement is not intended to supersede or replace any other agreements entered into with Galileyo by You or Your company that expressly supersedes clickwrap terms. To the extent there are any conflicts or inconsistencies between this Agreement and any other agreement, policy or documentation, the following order of precedence will apply for resolving such conflicts or inconsistences: (i) any Agreement between Galileyo and You or Your Company that expressly supersedes clickwrap terms shall control; then (ii) this Agreement; and then (iii) any other agreements, policies, or documentation.
Void Where Prohibited. Although the Service is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Service are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. Galileyo reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Service is void where prohibited. If you choose to access the Service from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.
Miscellaneous. If any of the provisions of this Agreement are held by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of this Agreement, so that this Agreement shall remain in full force and effect. Galileyo’s failure to insist on or enforce strict performance of this Agreement shall not be construed as a waiver by Galileyo of any provision or any right it has to enforce this Agreement, nor shall any course of conduct between Galileyo and you or any other party be deemed to modify any provision of this Agreement. This Agreement shall not be interpreted or construed to confer any rights or remedies on any third parties.

Last Updated: June 30, 2021.