Terms of Service

1. Agreement to these Terms

These Terms of Service (the “Terms”) constitute a legally binding agreement between you (“you”, “your”, or “Citizen”) and ECelebs Nation, Inc., a Delaware corporation (“ECelebs Nation”, “we”, “us”, or “our”), governing your access to and use of the ECelebs Nation platform, including our websites, mobile and desktop applications, and related services (collectively, the “Platform”).

By creating an account, submitting an invitation or waitlist request, or otherwise accessing or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and our Community Guidelines, each of which is incorporated by reference. If you do not agree, you must not access or use the Platform.

2. Definitions

• “Citizen” means an individual or Business account holder whose access to the Platform has been approved and activated.
• “Business” means an account registered on behalf of a brand, agency, media organisation, production company, venue, or sponsor/partner.
• “Content” means all text, images, audio, video, data, and other materials uploaded, posted, transmitted, or otherwise made available through the Platform.
• “eCredits” means the in-Platform credits described in Section 9.
• “Collaboration” means any campaign, engagement, invitation, or arrangement facilitated through the Platform’s collaboration features.

3. Eligibility & Invitation-Only Citizenship

The Platform is invitation-only. Access is granted at our sole discretion through invitation codes, approved waitlist applications, or referrals, and may be conditioned on identity, credential, or eligibility verification.

You must be at least 18 years of age (or the age of majority in your jurisdiction, if higher) and capable of forming a binding contract to use the Platform. By registering, you represent and warrant that you meet these requirements.

If you register a Business account, you represent and warrant that you are duly authorised to bind the entity you represent, and that entity accepts these Terms.

4. Accounts, Verification & Security

Accounts are personal to the approved Citizen or Business and may not be shared, sold, assigned, or transferred without our prior written consent. You are responsible for all activity that occurs under your account.

You agree to provide accurate, current, and complete information during onboarding — including profile type, industries, and identity details — and to keep it updated. We may suspend or terminate citizenship where eligibility, identity, or representation cannot be verified.

You are responsible for safeguarding your credentials and any one-time verification codes. Notify us immediately at legal@ecelebsnation.com if you suspect unauthorised access. We are not liable for losses arising from your failure to maintain account security.

5. Licence to Use the Platform

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform for its intended purposes. All rights not expressly granted are reserved by ECelebs Nation.

You may not copy, modify, distribute, sell, lease, reverse engineer, or attempt to extract the source code of the Platform, except where such restriction is prohibited by applicable law.

6. Your Content

You retain all ownership rights in the Content you submit to the Platform. By submitting Content, you grant ECelebs Nation a worldwide, non-exclusive, royalty-free, sublicensable licence to host, store, reproduce, display, and distribute that Content solely as necessary to operate, improve, and promote the Platform.

You represent and warrant that: (a) you own or control all rights to your Content; (b) your Content does not infringe the intellectual-property, privacy, publicity, or other rights of any third party; and (c) your Content complies with these Terms and the Community Guidelines.

We may, but are not obligated to, review, moderate, or remove Content that violates these Terms or applicable law.

7. Profile Visibility & Privacy Settings

The Platform offers tiered visibility settings (for example, public, connections-only, and inner-circle). You are responsible for configuring your settings. While we design these controls to be robust, you acknowledge that no digital system is perfectly secure and that you share Content at your own risk.

Screenshots, screen recordings, or redistribution of other Citizens’ non-public Content are prohibited under the Community Guidelines and may result in immediate termination.

8. Collaborations

The Platform enables Citizens to post, discover, apply to, and invite others to Collaborations. ECelebs Nation acts solely as a facilitator and venue: we are not a party to, and bear no responsibility for, any agreement, performance, payment, or dispute between Citizens arising from a Collaboration.

No employment, agency, partnership, joint venture, or fiduciary relationship is created between any Citizen and ECelebs Nation, or between Citizens, by virtue of using the Platform.

Citizens are solely responsible for vetting counterparties, negotiating terms, complying with applicable advertising, endorsement, tax, and labour laws, and fulfilling their commitments.

9. eCredits, Wallet & Rewards

The Platform may maintain one or more in-app balances, including eCredits, rewards, and promotional credits. Except where expressly stated in writing, eCredits and rewards: (a) have no cash or monetary value; (b) are non-transferable and non-refundable; (c) may not be sold, exchanged, or redeemed outside the Platform; and (d) may expire, be adjusted, or be revoked where abuse, fraud, or error is detected.

Promotional grants (including sign-up bonuses) may be subject to additional conditions disclosed at the time of the grant.

We may modify, suspend, or discontinue the credits or rewards programme at any time, with in-app notice where material changes affect existing balances.

10. Founding Program & Paid Subscriptions

Certain features may be offered through paid programmes, including the Founding Program. Pricing, duration, and benefits are described at the point of purchase. Subscriptions renew automatically unless cancelled before the renewal date through your account settings.

Except where required by law, fees are non-refundable. Founding benefits are tied to continuous membership and expire if the membership lapses, as described on the Founding Program page.

11. Prohibited Conduct

You agree not to, and not to assist others to:

• violate any applicable law, regulation, or third-party right;
• harass, threaten, defame, impersonate, or discriminate against any person;
• misrepresent your identity, credentials, affiliation, or eligibility for citizenship;
• scrape, data-mine, or use automated means to access the Platform without authorisation;
• circumvent, disable, or interfere with security features, including screenshot-protection measures;
• post spam, malware, deceptive schemes, or unauthorised commercial solicitations;
• infringe intellectual-property rights or disclose another Citizen’s private information without consent;
• manipulate the credits, rewards, or analytics systems, or engage in fraudulent activity.

12. Intellectual Property

The Platform, including its design, software, trademarks, logos, and the ECelebs Nation name and marks, is owned by or licensed to ECelebs Nation, Inc. and protected by intellectual-property laws. Nothing in these Terms grants you any right to use our marks without prior written consent.

13. Copyright Complaints (DMCA)

If you believe Content on the Platform infringes your copyright, send a written notice to legal@ecelebsnation.com including: (a) identification of the copyrighted work; (b) identification of the allegedly infringing material and its location; (c) your contact information; (d) a good-faith statement that the use is unauthorised; and (e) a statement, under penalty of perjury, that the information is accurate and that you are the copyright owner or authorised to act on their behalf, with your physical or electronic signature.

We maintain a policy of terminating, in appropriate circumstances, Citizens who are repeat infringers.

14. Third-Party Services & Links

The Platform may integrate or link to third-party services (for example, social networks, payment providers, or analytics tools). We do not control and are not responsible for third-party content, policies, or practices. Your dealings with third parties are solely between you and them.

15. Disclaimers

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ECELEBS NATION DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, NOR DO WE ENDORSE, VERIFY, OR GUARANTEE THE IDENTITY, CREDENTIALS, OR CONDUCT OF ANY CITIZEN OR THE OUTCOME OF ANY COLLABORATION.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ECELEBS NATION AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR REPUTATION, ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM.

IN ALL CASES, OUR AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

Some jurisdictions do not allow certain limitations, so portions of this Section may not apply to you.

17. Indemnification

You agree to indemnify, defend, and hold harmless ECelebs Nation and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or relating to: (a) your Content; (b) your use of the Platform; (c) your breach of these Terms; (d) your violation of any law or third-party right; or (e) any Collaboration you enter into.

18. Dispute Resolution; Arbitration; Class-Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall be resolved by final and binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules, seated in Wilmington, Delaware, before a single arbitrator, except that either party may bring an individual claim in small-claims court or seek injunctive relief for intellectual-property misuse.

YOU AND ECELEBS NATION EACH WAIVE THE RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. All claims must be brought in an individual capacity.

You may opt out of this arbitration agreement by sending written notice to legal@ecelebsnation.com within thirty (30) days of first accepting these Terms, stating your name, account email, and your clear intent to opt out.

Where this arbitration agreement is unenforceable under the mandatory law of your jurisdiction (including certain consumer rights in the EEA and UK), it shall not affect your statutory rights.

19. Term & Termination

These Terms remain in effect while you use the Platform. You may close your account at any time from Settings.

We may suspend or terminate your citizenship immediately for breach of these Terms or the Community Guidelines, for conduct that risks harm to other Citizens or the Platform, or where required by law. Upon termination, your licence to use the Platform ends; provisions that by their nature should survive (including Sections 6, 8, 9, 12, 15–18) survive termination.

20. Governing Law

These Terms and any dispute arising from them are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws principles, except where mandatory consumer-protection law in your jurisdiction provides otherwise.

21. Changes to these Terms

We may update these Terms from time to time. Material changes will be announced in-app or by email before they take effect, and the “Last updated” date will be revised. Your continued use of the Platform after the effective date constitutes acceptance of the updated Terms.

22. Miscellaneous

These Terms, together with the Privacy Policy and Community Guidelines, constitute the entire agreement between you and ECelebs Nation. If any provision is held unenforceable, the remainder continues in full force. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. Headings are for convenience only.

23. Contact

ECelebs Nation, Inc. — for questions about these Terms, contact us at legal@ecelebsnation.com.