Effective Date: FEBRUARY 2, 2025

Welcome to CommuniPass, Inc. (“CommuniPass,” “we,” “our,” “us”)! By accessing or using our platform, website, or services (collectively, the “Platform”), you (“user,” “creator,” or “subscriber”) agree to the following terms and conditions. These terms govern both creators and subscribers engaging with CommuniPass services.

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1. Overview of Services

1.1 CommuniPass enables creators to monetize their expertise through tools such as AI-driven assistants, subscription models, and communication integrations with platforms like WhatsApp, Instagram, and Discord.

1.2 Subscribers can access creators’ content directly, with tailored features to enhance engagement and value delivery.

2. Eligibility

2.1 You must be at least 13 years old to use the Platform. If you are between 13 and 18, you must have the consent of a parent or guardian.

2.2 By accessing the Platform, you represent and warrant that:

• All registration information provided is truthful and accurate.
• You have the legal capacity to enter this agreement.
• Your use of the Platform complies with all applicable laws and regulations.

3. Accounts

3.1 Creators must:

• Ensure all content offered aligns with our Acceptable Use Policy (Section 8).
• Maintain the confidentiality of account details.
• Accurately set pricing for subscriptions or paid offerings.

3.2 Payment Terms:

• Creators receive 100% of the income they set. The CommuniPass platform fee is just 9.7% per transaction – with a small minimum of $2.90 (or local equivalent based on the transaction currency and exchange rates managed by CommuniPass) for low-cost offerings. This fee helps us keep the platform running smoothly, while ensuring your full earnings are protected.
• In addition to the platform fee, each transaction also includes a payment processing fee (via Stripe or a local provider), which is added to the subscriber’s total cost – not deducted from your revenue.
• In some countries, the minimum fee may be lower, depending on local policies and company discretion.
• Payout schedules vary based on the creator’s country and Stripe’s payout policies. Payments can be made daily, weekly, or monthly, depending on your location and banking setup.

4. Payout Terms

4.1 Payouts are managed securely through Stripe, one of the world’s leading payment platforms, and are subject to Stripe’s terms of use and transaction fees based on the creator’s country.

4.2 Payouts for Creators in Stripe-Supported Countries:

• If you are in a country where Stripe is fully supported, your payouts will be handled directly via Stripe Connect, allowing automatic and seamless withdrawals to your preferred bank account.
• Stripe operates in multiple countries across North America, Europe, Asia-Pacific, Latin America, and the Middle East & Africa. The full list of supported countries is available on Stripe’s official website.
• Payouts follow Stripe’s schedule and typically take 1-5 business days depending on your country’s processing times.

4.3 Payouts for Creators in Non-Supported Stripe Countries (Asia, Africa, Israel):

• If you are in a country where Stripe is not fully available, payouts will be processed manually via bank transfer.
• At the end of each month, CommuniPass sends a monthly summary with the total earnings to be paid.
• Creators must submit an invoice within five business days after receiving the summary.
• Once the invoice is received, payouts are processed within seven business days but no earlier than the 20th of the month.
• If the 20th falls on a weekend or public holiday, the payout is processed on the next business day.

4.4 Payout Terms for Israeli Creators:

• CommuniPass is required to collect and report local VAT on all transactions.
• If you collect VAT, your payout will include VAT, and your invoice must reflect this.
• If you do not collect VAT (e.g., a small business פטור ממע”מ), your payout will exclude VAT, and your invoice must also exclude VAT.

4.5 Tax Responsibilities:

• CommuniPass is not responsible for any personal tax reporting obligations of creators.
• Each creator is solely responsible for reporting their earnings and taking any necessary actions based on their local tax regulations.
• We strongly recommend working with a qualified accountant or tax advisor to ensure compliance with applicable tax laws.

5. User Conduct and Prohibited Activities

5.1 Users are expected to engage with the Platform in a respectful and lawful manner.

5.2 Prohibited activities include, but are not limited to:

• Engaging in harassment, discrimination, or abusive behavior towards others based on gender, sexual orientation, disability, physical appearance, body size, age, race, or religion.
• Posting or transmitting content that is offensive, defamatory, obscene, or otherwise objectionable.
• Deliberately misrepresenting your identity or affiliations.
• Uploading or sharing malicious software, viruses, or any other harmful code.
• Interfering with or disrupting the integrity or performance of the Platform or its data.
• Attempting to gain unauthorized access to the Platform, user accounts, or computer systems.

6. Modifications to the Terms

6.1 CommuniPass reserves the right to update or modify these Terms of Service at any time without prior notice.

6.2 Such changes will be effective immediately upon posting on our website. It is your responsibility to review the Terms periodically. Continued use of the Platform after any modifications constitutes acceptance of the revised Terms.

6.3 If any provision of these terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

7. Termination of Access

7.1 We reserve the right to terminate or suspend your access to the Platform, without prior notice or liability, for any reason, including but not limited to a breach of these Terms, conduct that we believe violates these terms, or conduct that is harmful to other users, us, or third parties.

7.2 Upon termination, your right to use the Platform will immediately cease, and you will not be entitled to any refunds or compensation.

8. Governing Law

8.1 These Terms shall be governed and construed in accordance with the laws of the jurisdiction in which CommuniPass operates, without regard to its conflict of law provisions.

8.2 Any disputes arising out of or relating to these terms or the platform shall be resolved through binding arbitration, rather than in court, except that users may assert claims in small claims court if their claims qualify.

8.3 Users waive the right to participate in class-action lawsuits and agree to resolve disputes on an individual basis.

9. Severability

9.1 If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

10. Third-Party Service Terms

10.1 By agreeing to these Terms of Use, you also agree to the Terms of Use of Stripe and OpenAI, as they are integrated parts of the platform.

10.2 OpenAI’s technology is utilized within CommuniPass for AI-driven assistance, and users acknowledge that their interactions may involve AI processing.

10.3 As part of the platform’s functionality, we reserve the right to use third-party services that utilize cookies or other user identifiers, such as Facebook Pixel, Google Analytics, or similar tracking technologies. These services help us analyze engagement, improve platform performance, and deliver targeted features.

10.4 The use of such tracking technologies is governed by our Privacy Policy, and by using the Platform, you consent to such integrations.

10.5 If you choose to log in or register through Single Sign-On (SSO) services such as Facebook, Google, LinkedIn, TikTok, Apple, or similar providers, you acknowledge and agree that CommuniPass will base the email verification process on the authentication data provided by the chosen platform.

10.6 CommuniPass disclaims all warranties, express or implied, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement, and data accuracy. We do not guarantee that the platform will always be safe, secure, or error-free, or that the platform will always function without disruptions, delays, or imperfections.

10.7 Limitation of Liability: To the maximum extent permitted by law, in no event shall CommuniPass, its affiliates, officers, directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the platform; (ii) any conduct or content of any third party on the platform; (iii) any content obtained from the platform; and (iv) unauthorized access, use, or alteration of your transmissions or content.

11. Copyright Policy

11.1 CommuniPass respects the intellectual property of others and requires that users do the same. We have adopted a policy in compliance with copyright laws that provides for the removal of infringing materials and termination of repeat infringers of intellectual property rights.

11.2 If you believe that content on our Platform is infringing upon your copyrighted work, you may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing the following information in writing:

• Your physical or electronic signature.
• Identification of the copyrighted work you claim has been infringed.
• Identification of the material you claim is infringing and that you request us to remove.
• Sufficient information to locate the material on our Platform.
• Your address, telephone number, and email address.
• A statement that you have a good faith belief that use of the material is not authorized by the copyright owner, its agent, or the law.
• A statement that the information in the notification is accurate and that, under penalty of perjury, you are authorized to act on behalf of the copyright owner.

11.3 Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact in a written notification subjects the complaining party to liability for damages, costs, and attorney’s fees incurred by us in connection with the notification.

11.4 Copyright/Trademark Information: Copyright © 2025 CommuniPass, Inc. All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on the Platform are the property of CommuniPass or third parties. You are not permitted to use these Marks without prior written consent from CommuniPass or the respective owner.

12. Disclaimers

12.1 The Platform is provided on an “as-is” and “as-available” basis. CommuniPass and our suppliers expressly disclaim any and all warranties and conditions of any kind, whether express, implied, or statutory, including all warranties or conditions of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement.

12.2 We (and our suppliers) make no warranty that the Platform will meet your requirements, will be available on an uninterrupted, timely, secure, or error-free basis, or will be accurate, reliable, free of viruses or other harmful code, complete, legal, or safe. If applicable law requires any warranties with respect to the Platform, all such warranties are limited in duration to 90 days from the date of first use.

12.3 Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. Some jurisdictions do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to you.

13. User Content

13.1 “User Content” means any and all information and content that a user submits to, or uses with, the Platform (e.g., content in the user’s profile or postings). Users are solely responsible for their User Content.

13.2 Users assume all risks associated with their User Content, including reliance on its accuracy, completeness, or usefulness by others. Users acknowledge that their User Content does not violate our Acceptable Use Policy.

13.3 Users may not imply that their User Content is provided, sponsored, or endorsed by CommuniPass. We are not responsible for any loss or damage resulting from reliance on User Content by others.

13.4 We are not obligated to backup any User Content, and User Content may be deleted at any time without prior notice. Users are solely responsible for maintaining copies of their User Content.

14. Entire Agreement

14.1 These Terms constitute the entire agreement between you and CommuniPass regarding the use of the Platform and supersede any prior agreements between us on this subject.

14.2 Users agree to indemnify and hold harmless CommuniPass and its affiliates, officers, agents, and employees from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with their access to or use of the platform, or their violation of these terms.

14.3 Contact Information: CommuniPass, Inc. 1178 Broadway, 3rd Floor #3212 New York, NY 10001 United States Email: info@communipass.com