1 General Terms

 1 [Purpose]

This Terms of Use states the rights, obligations, responsibilities, and other necessary matters between Riiid Co., Ltd.(hereinafter referred to as the "Company") and the Users.

2 [Definitions of Terms]

1. Definition of terms used in this Terms of Use are as follows.

1. "User" means members and non-members who access Websites and use Service provided by Company.
2. "Member" means person who has registered as Member in accordance with the membership registration procedure established by Company.  
3.  “Service” means any service provided by via website(*) and mobile application(collectively referred as “Websites”) operated by Company.
4. "Content" means any materials or information, such as codes, letters, diagrams, colors, voices, sound, images or videos (including the combination thereof).
5. "Personal information" means information which (i) identifies a particular living individual by his or her full name, resident registration number, image, etc. or (ii) information which, even if it by itself does not identify a particular living individual, may be easily combined with other information to identify a particular living individual. 

2. Except as otherwise provided for in Article 2 [Definitions of Terms], the definitions of terms used in this Terms of Use shall be governed by relevant laws and provisions.  

3 [Revision of Terms]

1. In the event Company amends this Terms of Use, Company shall notify in manner specified in Article 5 [Notification and Announcement to Members].
2. The "Company" may amend this Terms of Use to the extent that it does not violate ACT ON THE REGULATION OF TERMS AND CONDITIONS, ACT ON PROMOTION OF INFORMATION AND COMMUNICATIONS NETWORK UTILIZATION AND INFORMATION PROTECTION, ETC.
3. In the event Company amends this Terms of Use, Company shall notify the effective date, information on the amendment, reason of the amendment at least seven (7) days prior to the effective date (Company shall notify at least thirty (30) days prior to the effective date if the amendment has substantial changes or has disadvantage to the Member) by sending emails, posting amended Terms of Use on Websites or providing pop-up screen. The amended Terms of Use shall take effect from the notified effective date.
4. In the event Company has expressed “if Member does not express acceptance nor refusal of the amended Terms of User, the Company shall consider as an acceptance” and Member has not expressed acceptance or refusal, it will be considered as such Member has accepted the amendment of Terms of Use.
5. If Member disagrees with the amended Terms of Use, Member may terminate this Terms of Use.

4 [Additional Terms]

For terms which are not expressed in this Terms of Use shall be interpreted accordance with ACT ON THE REGULATION OF TERMS AND CONDITIONS, ACT ON THE CONSUMER PROTECTION IN ELECTRONIC COMMERCE, ETC., FRAMEWORK ACT ON ELECTRONIC DOCUMENTS AND TRANSACTIONS, DIGITAL SIGNATURE ACT, ACT ON PROMOTION OF INFORMATION AND COMUNICATIONS NETWORK UTILIZATION AND INFORMATION PROTECTION, ETC. and other relevant Act and business practices.

5 [Notification and Announcement to Members]

1. Company shall make various notifications, announcements via email, mobile text message, Websites, application push alarm etc. to Members who have agreed to receive notification, announcements made by Company.
2. In the event Company has an obligation to make notification, announcement to all Members Company may post notification, announcement on bulletin boards or on Websites for more than one (1) week as an alternative to send notification, announcement to each Member. For notification, announcement which has substantial impact on Member shall be posted for extended period.
3. Company may use bulletin boards, Websites to inform, notify, announce Members on Service policy, Terms of Use, Privacy Policy or any other information on using Service. Company may inform, notify, announce to Member pursuant to subparagraph 1.

Chapter 2 Membership

6 [Acceptance and Restriction of Membership Registration]

1. Unless the person has following issues, Company shall give approval for the membership registration.

1. Information provided by Member has false description, omission or error
2. Such person is already registered as Member
3. Applying membership registration for illegal activities prohibited by law
4. Previously lost membership and have failed to re-enroll membership from Company
5. Issues similar as above and considered inappropriate to give approval for the membership registration

2. Company may withhold approval process in the event of technical or operational issues or insufficient service equipment.

7 [Member ID and Password]

1. Member shall manage Member ID and Password and shall be responsible for the damages due to negligence in management, renting third party to use Member ID, Password. Unless willful misconduct or negligence of Company, Company shall not be liable for the damages occurred to Member.
2. In the event Member information have been misused or stolen by third party, Member shall notify Company on such facts immediately and take corrective actions recommended by Company. If Member fails or delays to make notification deliberately or refuse to take corrective actions recommended by Company and has damages, Company shall not be liable for such damages.

Chapter 3 Provision of Service

8 [Scope of Service]

1. The details of Service provided by Company shall be as follows:

1. Suggesting learning method and predicting TOEIC scores of Members using AI algorithms
2. Providing online lectures on TOEIC
3. Providing answers and explanation on TOEIC questions.
4. Other services related to TOEIC learning;

2. Company may, if necessary, add or change the scope of services, and where the addition or modification of the scope of services significantly affects the right of Member, Company shall announce the details of services added or modified 30 days prior to the effective date.
3. Some of the Service provided by the Company can be used with wired or wireless network, and such network may charge date subscription fee to Member. Member shall be responsible for the data subscription fee and Company shall not be responsible for such date subscription fee.

9 [Payment]

1. Member may pay Service fee with one of followings:

1. credit card, debit card, etc.;
2. In-app payment using Google Store, Apple Store, etc.;
3. other payment methods provided by Company.

2. Member shall check all the information during the payment process and shall be responsible for any typo, incorrect information inserted by Member.
3. Company may verify that Member has the right to use the payment method, and may suspend the transaction process until the verification has been completed.

10 [Cancellation of Payment]

1. Member may cancel Service Agreement within seven (7) days(hereinafter referred to as "Cancellation Period") from the commencement of such Service.
2. Notwithstanding paragraph1, no Member shall cancel service Agreement on following events:

1. Where the goods or services have been destroyed or damaged attributable to Member. Provided, that this shall not apply where the package has been damaged to check the contents of the goods or service;
2. Where the value of the goods or services have substantially decreased due to Member’s use or partial consumption;
3. Where the value of the goods or services have substantially decreased due to the elapse of time, making resale difficult or impossible;
4. Where the package of copiable goods or services have been destroyed;
5. Where the provision of any services or digital content defined in subparagraph 5 of Article 2 of the FRAMEWORK ACT ON THE PROMOTION OF CULTURAL INDUSTRIES has commenced.

3. In cases of goods or services for which an order cannot be cancelled under paragraph 2 b) through e), Company shall take necessary measures not to encumber the exercise of Member’s right to cancel.
4. Notwithstanding paragraphs 1, where the contents of the goods or services are different from what was indicated or advertised, or have been performed differently from the Terms of Use, Member may cancel within three (3) months from the date of receiving the goods or services or within 30 days from the date Member knew or could have known such fact.
5. Member may terminate the Service Agreement after the Cancellation Period has expired.

11 [Effects of Cancellation or Termination of Service Agreement]

Company shall refund the payment upon the receipt of cancellation or termination notice from Member and shall take appropriate actions.  

12 [Refund]

1. In the event Member has notified intentions to cancel or terminate Service Agreement or Company terminates Service Agreement, Company shall refund all or part of Service fee paid by Member as followings;

2. Company may offer one-time event or promotion and Member shall be entitled to enter into Service Agreement. Company may establish cancellation and refund policy and shall notify such policy to Member in advance. For avoidance of doubu such policy shall exceed this Terms of Use.  

13 [Overpayment and Underpayment]

1. In the event of overpayment, Company shall repay the amount of overpayment. Company shall notify in advance if payment method is not consistent with Member’consistent with Me
2. In the event of overpayment attributable to Company, Company shall repay the amount of overpayment and any expenses and costs shall be borne by Company. Nonetheless, if overpayment is caused by Member, Member shall be responsible for costs and expenses incurred in repay.
3. Company may charge Member additionally for deficiencies and may suspend Service or reduce the Service period if Member does not pay such deficiencies.

14 [Company Obligations]

1. Company shall provide stable and consistent Service in its best effort pursuant to Terms of Use.
2. Company shall make corrective actions upon receiving opinions, complaints from Member. In the event Company cannot make corrective actions immediately, Company shall notify the Member for the reason of delay and timeline for corrective actions.

15 [Providing Service and Service Disruption]

1. Service is in operation 24 hours a day, 7 days a week. Nonetheless, some of the Service can be restricted after 6pm on weekdays or on Saturdays, Sundays, public holidays.
2. Notwithstanding paragraph 1, Service shall not be provided in following events and Company shall not have obligation to provide Service to Members.

1. For maintenance on equipment such as computers, maintenance inspection, replacement, periodic inspection, and Service renewal;
2. For managing Service instability which cannot be predicted by Company such as electronic infringement accidents, hacking, communication accidents, abnormal service usage by Members;
3. In accordance with relevant law which has prohibition, restriction on providing Service at specific time or by certain methods;
4. Force majeure such as natural disasters, national emergencies, power outages, service facility failures, or other similar circumstances;
5. Split, merger, transfer of business, closure of business, deterioration of profits of Service, or any similar incidents which has substantial impact on Company

3. Subject to subparagraph 2, Company shall give prior notification to Members of such incident and shall not be liable for Members who have not checked such notification. Company may make notification immediately after incidents to Members such as (i) emergency system inspection, replacement, expansion, (ii) disk failure without misconduct, negligence of system manager, (iii) Service malfunction due to telecommunications company, telecommunications carrier, or other third party.

16 [User's Obligations]

Users shall have obligation to check and comply with notification, announcement made by Company. Following actions are prohibited by the Terms of Use.

6. Use other Memberhall ;
7. Provide Member ID to third party or allow third party to use Service;
8. Disrupt the stable operation of Service by transmitting massive data;
9. Reproduce, distribute, host or otherwise commercially exploit Services or any portion of Services without prior consent from Company;
10. Infringe or violate the intellectual property rights or any other rights of anyone else (including Company);
11. Decompile, reverse engineers, or otherwise attempt to obtain the source code or underlying ideas or information of the Service;
12. Use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools) to scrape or download data from the Services;
13. Interfere with or attempt to interrupt the proper operation of the Services through any virus, device, information collection or transmission mechanisms, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Services through hacking, password or data mining, or any other means;
14. Communicate, upload any message or material that is harassing, libelous, threatening, obscene, indecent, or is otherwise unlawful, that would give rise to civil liability, or that constitutes or encourages conduct that could constitute a criminal offense, under any applicable law or regulation;
15. engage in activity that is illegal, fraudulent, false, or misleading;
16. use the Service in violation of any Service policy or in a manner that violates applicable law, including but not limited to anti-spam, export control, privacy, and anti-terrorism laws and regulations.

17 [Sanctions on Violation of User’s Obligation]

1. In the event User violates obligations pursuant to Article 16 [User’s Obligation], Company shall notify such violations to User and take appropriate actions such as suspending the use of Service, deleting Member’s ID, termination of membership, restriction on membership registration (collectively referred as “Sanctions”). Company may impose Sanctions prior to notification in urgent circumstances such as to operate Websites, or to take complaints from other Members.
2. User may file an objection on Companyed as “Sanctions”). Company may impose Sanctions prior to notificatUser’ser file an objection on Companyed as “Sanctions”). Coons, statements from such User and shall notify Company Useranyed as “Sanctions”). Co
3. In the event the User has been terminated from membership, Company shall delete the Members”). Company may impose Sanctions prior to notification in urgent circumstanmation pursuant to relevant law, Privacy Policy, and to prevent such Member from re-enrollment of membership.

18 [Termination of Terms of Use]

1. In the event Members intends to terminate Terms of Use, Member shall notify the termination to Company. Member may terminate all or part of Service.
2. Upon the termination of Terms of Service, Company shall dispose Member information immediately. Nonetheless, for following reasons Company may reserve minimum information.

1. Collecting personal information pursuant to relevant laws and Privacy Policy
2. Collecting personal information to prevent Member (who has terminated Terms of Service to avoid receiving Sanctions from Company pursuant to Article 17[Sanctions on Violation of User’s Obligation]) from re-enrollment of membership.

Chapter 4 Miscellaneous

19 [Contents and Intellectual Property Rights]

1. Contents made by Company shall be subject to copyright and Company shall have the ownership of copyright.
2. Contents made or uploaded by Member shall be subject to copyright and Member shall have the ownership of copyright. Member shall grant royalty-free, non-exclusive license to Company. The license granted to Company remains valid during the use of Service by Member and remains the same after the termination of Terms of Service.
3. Member represents and warrants that the Contents made or uploaded by Member will not infringe on third party copyrights or other intellectual property rights. In the event of a copyright dispute between Company and third party in relation to Contents made or uploaded by Member, Member shall defend, indemnify and hold harmless to Company from any and all claims, losses, liabilities, damages, expensed, costs, and expenses arising out of or related to breach of such representation and warranty.

20 [Warranties and Disclaimers]

1. The materials on Service are provided "as is". Company makes no warranties, expressed or implied, and hereby disclaim and negate all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, Company does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on Company’s websites, mobile apps, applications.
2. Company and its subsidiaries, affiliates, officers, employees, agents, partners, and licensors make no warranty that (i) the Service will meet Member’s requirements; (ii) the Service will be uninterrupted, timely, secure or error-free; (iii) the results that may be obtained from the use of the Service will be accurate or reliable; (iv) the quality of any products, services, information or other material purchased or obtained by Member through the Service will meet Member’s expectations; and (v) any errors in the software will be corrected.
3. Service may be temporarily unavailable from time to time for maintenance or other reasons. Company assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, communications.
4. Company shall not be responsible for any loss or damage, including any loss or damage to any User Content, resulting from anyone's use of the Service, any User Content or third-party applications, software or content posted on or through the website or the Service or transmitted to Users, or any interactions between users in website, whether online or offline.

21 [Limitation of Liability]

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY SHALL NOT BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE OR FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF DATA, PRODUCTION, OR USE, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE AMOUNT THAT COMPANY ARE LIABLE TO MEMBER EXCEED THE TOTAL AMOUNT ACTUALLY PAID TO COMPANY BY MEMBER WITH RESPECT TO THE SERVICE PURCHASED BY MEMBER.  

22 [Indemnification]

Member agrees to indemnify, defend, and hold harmless Company, its officers, directors, employees, agents, other service providers, other members from and against all losses, expenses, damages and costs, including reasonable attorneys fees resulting from any violation of these Terms of Use by Member or any harm Member may cause to anyone in connection with Member’s use of the Service.

23 [Waiver and Severability of Terms]

Any failure by Company to exercise any rights or enforce any provisions of these Terms of Use shall not constitute a waiver of such rights or terms. If any provision of these Terms of Use or its application in a particular circumstance is held to be invalid or unenforceable to any extent, the remainder of these Terms of Use, or the application of such provision in other circumstances, shall not be affected thereby, and each provision hereof shall be valid and enforced to the fullest extent permitted by law.

24 [Governing Law and Jurisdiction]

If a dispute arises between Member and Company, Company will take appropriate and prompt action to reflect Member’s legitimate opinions or complaints. However, if it is difficult to take prompt action, Company will notify Member of the reason and expected schedule.

Notwithstanding the foregoing, these Terms of Use are governed by the laws of the Republic of Korea, and Member consent and agree to the exclusive jurisdiction of the Seoul Central District Court with regard to disputes related to these Terms of Use.

Effective date: June 28, 2021