Effective Date: 27 May 2025

These Terms of Service ("Terms") constitute a legally binding agreement between Media Gridz LTD, a company registered in Bulgaria (UIC/PIC 208250118) with its registered office at Georgi Partsalev 26, 1415 Sofia, Bulgaria ("Media Gridz", "we", "us", "our"), and the individual or legal entity who registers for, accesses or uses the Media Gridz application located at app.mediagridz.com, including all related websites, mobile applications, integrations, and services that link to these Terms (collectively, the "Service" or "Platform"). By creating an account, clicking “I agree,” or otherwise accessing or using the Service, you accept and agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity and its affiliates to these Terms; in that case, "you" or "your" will refer to that entity and its affiliates.

If you do not agree to these Terms, do not access or use the Service.

1  Definitions

• "Account" – the user profile created to access the Service.

• "Content" – text, images, videos, links, data, templates and other materials posted, generated or otherwise made available via the Service.

• "Subscription" – a paid or free plan granting time‑limited access to the Service’s features.

• "Third‑Party Platform" – a social network or other service (e.g., Meta/Facebook, Instagram, LinkedIn, TikTok, X, WordPress) that you connect to the Service.

• "User Data" – information, files and Content submitted to or generated through the Service by you or on your behalf.

2  Eligibility and Account Registration

1. You must be at least 18 years old (or the age of majority in your jurisdiction) to create an Account.

2. You agree to provide accurate, current and complete information during registration and to keep it up‑to‑date.

3. You are responsible for (a) safeguarding your Account credentials and (b) all activities that occur under your Account. Notify us immediately of any unauthorised use.

3  Subscription Plans, Trials and Payments

1. Plans & Fees. Features, limits and pricing for each Subscription are described on our pricing page or in an order form. All fees are exclusive of taxes, which you are responsible for paying.

2. Free Trials. If you register for a free trial, we will make the Service available on a trial basis until the earlier of (a) the end of the trial period or (b) the start of a paid Subscription.

3. Billing. Payments are processed by Stripe. By entering payment information you authorise Stripe to charge all fees due. Recurring fees are billed in advance at the interval selected.

4. Upgrades & Downgrades. Plan changes take effect immediately; prorated charges or credits may apply.

5. Refunds. Except as required by law, all payments are non‑refundable.

4  Licence and Intellectual Property

1. Licence to You. Subject to these Terms and timely payment of fees, we grant you a limited, non‑exclusive, non‑transferable, revocable licence to use the Service for your internal business purposes.

2. User Content. You retain all rights in User Data and Content you submit. By uploading Content, you grant Media Gridz a worldwide, royalty‑free licence to host, use, reproduce, publish and display such Content solely to provide and improve the Service.

3. Media Gridz IP. We and our licensors own all right, title and interest in the Service, software, templates and trademarks. Except for the licence expressly stated, no rights are granted.

5  Acceptable Use and User Obligations

1. Compliance. You will comply with (a) these Terms, (b) our Privacy Policy, and (c) the terms, policies and developer requirements of each Third‑Party Platform you connect.

2. Prohibited Activities. You may not:

   • Use the Service for unlawful, fraudulent or deceptive purposes;

   • Upload or share Content that is defamatory, obscene, infringing, hateful or otherwise objectionable;

   • Attempt to reverse‑engineer, decompile or disassemble any part of the Service;

   • Interfere with or disrupt the integrity or performance of the Service;

   • Circumvent usage limits or security features.

3. Content Rights. You warrant that you have all necessary rights, licences and permissions to publish Content via the Service and to grant the licences herein.

4. Platform Limits. You will respect rate limits, API quotas and branding guidelines imposed by Third‑Party Platforms.

6  Third‑Party Integrations

1. The Service allows you to connect Accounts with Third‑Party Platforms. We are not responsible for any Third‑Party Platform’s products, services or content.

2. Data exchanged with Third‑Party Platforms is governed by our Privacy Policy and the applicable third‑party privacy policy (see Section 16 of the Privacy Policy for links).

3. We may discontinue integrations if required by the platform provider, law or business considerations.

7  Beta and Trial Features

We may label certain features as Beta, Preview or Early Access. Such features are provided as‑is without warranty and may be changed or removed at any time. Your feedback is voluntary; we may use it without obligation.

8  Termination and Suspension

1. By You. You may cancel your Subscription at any time via your Account settings; cancellation is effective at the end of the current billing cycle.

2. By Us. We may suspend or terminate your access immediately if you breach these Terms, fail to pay fees, or if required by law or a Third‑Party Platform.

3. Upon termination, your licence ends and you must cease use of the Service. We will delete or anonymise User Data in accordance with our Privacy Policy and legal obligations.

9  Disclaimers

1. The Service is provided “as is” and “as available.” To the maximum extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose and non‑infringement.

2. We do not warrant that the Service will be uninterrupted, secure or error‑free, or that Content will be preserved without loss.

3. Third‑Party Platforms and templates are provided by their respective owners; we make no warranties regarding them.

10  Limitation of Liability

To the maximum extent permitted by law:

• Indirect Damages. We are not liable for any indirect, special, incidental, consequential or punitive damages, or for any loss of profits, revenues, data or goodwill.

• Aggregate Cap. Our total liability arising out of or relating to these Terms or the Service will not exceed the greater of (a) EUR 500 or (b) the fees paid by you for the Service in the 12 months preceding the event giving rise to the claim.

• These limitations apply even if a remedy fails of its essential purpose.

Some jurisdictions do not allow certain exclusions or limitations, so some of the above may not apply to you.

11  Indemnification

You agree to indemnify, defend and hold harmless Media Gridz, its directors, officers, employees and agents from and against any claims, damages, liabilities, costs and expenses (including reasonable legal fees) arising from:

• Your use of the Service;

• Your breach of these Terms or applicable law;

• Any Content you submit or publish via the Service; or

• Your violation of any rights of a third party (including intellectual property or privacy rights).

12  Governing Law and Dispute Resolution

1. Governing Law. These Terms are governed by the laws of Bulgaria, excluding its conflict‑of‑law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

2. Jurisdiction. Any disputes shall be resolved exclusively in the competent courts of Sofia, Bulgaria, unless otherwise required by mandatory consumer protections.

3. Amicable Resolution. Before filing a claim, each party agrees to attempt to resolve the dispute by contacting the other party through the contact details below and negotiating in good faith for 30 days.

If you reside in the EU/EEA, you may also use the European Commission’s Online Dispute Resolution platform: https://ec.europa.eu/consumers/odr.

13  Modifications to the Terms

We may update these Terms from time to time. We will notify you by e‑mail or in‑app notice at least 30 days before changes take effect, unless a shorter period is required by law or to address urgent security/legal issues. Continued use of the Service after the effective date constitutes acceptance of the revised Terms.

14  Export Compliance and Sanctions

You represent that you are not located in, and will not use the Service from, any country subject to EU, UK or U.S. embargoes or sanctions, and are not on any government list of prohibited or restricted parties.

15  General Provisions

• Entire Agreement. These Terms, the Privacy Policy and any order form constitute the entire agreement between you and Media Gridz.

• Severability. If any provision is held unenforceable, the remaining provisions will remain in effect.

• No Waiver. Failure to enforce any right or provision is not a waiver of future enforcement.

• Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations to an affiliate or successor in connection with a merger, acquisition or sale of assets.

• Notices. Except as otherwise specified, notices under these Terms must be in writing and sent to info@mediagridz.com.

16  Contact

If you have any questions about these Terms, please contact:

Media Gridz LTD
Georgi Partsalev 26, 1415 Sofia, Bulgaria
Email: info@mediagridz.com