Terms of Service

This Terms of Service ("Agreement") constitutes a legally binding contract between you, whether as an individual or a legal entity with full legal capacity to enter into such contracts ("User", "You"), and TokenSMM LLP, a company registered in England and Wales under number OC452696 ("Company", "We", "Our", "SmmPanelUS").

0. ACCEPTANCE OF TERMS, ELECTRONIC SIGNATURE, AND OBLIGATION TO REVIEW

0.1. Unconditional Acceptance. By registering an Account, adding funds to your Balance, placing an Order, or otherwise using the Service or any part thereof, you confirm that:

• a) You have reached the age of majority in your jurisdiction and possess all legal rights to enter into this Agreement.
• b) You have carefully read, fully understood, and unconditionally agree to all terms and conditions of this Agreement and all related policies ("Documentation"), which are an integral part hereof:
  • Privacy Policy
  • Acceptable Use Policy (AUP)
  • Cookie Policy
  • Refund Policy
  • Affiliate Agreement
  • Service Level Agreement (SLA)
• c) You are solely and fully responsible for complying with all laws applicable to you, including, but not limited to, international and national sanctions regimes. By using the Service, you confirm and warrant that your use of it does not and will not facilitate the violation of any sanctions imposed by the United Kingdom, the United States, the European Union, the United Nations, or your local jurisdiction. You agree to indemnify the Company for any losses arising from your breach of this representation.

0.2. Electronic Signature. Your actions in using the Service (e.g., clicking the "Register" button or placing an Order) constitute your legally significant action and are equivalent to your handwritten electronic signature, confirming your Agreement to the terms of this Agreement in its current version at the time the action is taken.

0.3. Responsibility for Review. You are solely responsible for regularly monitoring changes to this Agreement. Ignorance of the current terms does not release you from your responsibilities and cannot serve as a basis for failing to fulfil your obligations.

0.4. Refusal to Use. If you do not agree with at least one clause of this Agreement, you must immediately cease all use of the Service and delete your Account.

1. EXTENDED DEFINITIONS

• Service — The software and hardware complex available on the website SmmPanelUS.com and all its associated subdomains ("Sites"), except blog.smmpanelus.com and its associated subdomains, which are governed by their own separate policies, which is an automated platform functioning as a technological aggregator and intermediary, providing the User with an interface to access social media promotion services rendered by third-party independent providers.
• Service Provider — A third-party, independent contractor who actually fulfils the User's promotion Order. The Service does not control the methods and resources of the Providers.
• Account — Your personal, non-transferable Account created to use the functionality of the Service.
• Balance — A non-bank or settlement account internal accounting unit of the Service, reflecting the amount of funds prepaid by the User (Cash Balance) and conditional units credited by the Company (Bonus Balance). The Balance is non-transferable, does not accrue interest, and can only be used to pay for the Service's services.
• Order — An irrevocable electronic command from the User for a specific service, submitted through the Service's interface and containing all necessary parameters (link, quantity). Placing an Order constitutes the User's acceptance to receive the Service on the terms specified in its description and in this Agreement.
• Metrics — Quantitative indicators on social media pages (e.g., number of followers, likes, views, comments, etc.).
• Drops — A decrease in the number of Metrics on the target page after an Order is Completed, initiated by the algorithms of the respective social network.
• Refill Guarantee — A conditional, non-obligatory, and time-limited Service for the partial or full restoration of Drops, which may be provided only for specific, specially marked services and only when an active "Refill" button is available in the Orders interface. The provision of this Service is a gesture of goodwill, not an obligation, and may be discontinued at any time.
• Order Completion — The moment the Service's system assigns the status "Completed" to an Order. This status confirms the final fulfilment of obligations by the Service. The basis for assigning this status is the Metrics counter on the target page reaching a value equal to the starting value plus the ordered quantity, or receiving a corresponding report from the Service Provider. Subsequent Drops do not affect the status of a completed Order.

2. NATURE, TERMS, AND RISKS OF SERVICE PROVISION

2.1. Intermediary Role and Nature of Obligations. You acknowledge that while your contract is with the Company, the actual performance of services is carried out by independent Providers. The Company's role is to provide a technological platform, aggregate offers, and facilitate transactions. We use commercially reasonable efforts to select Providers, but we do not control their operational activities.

2.2. Conditions of Service Provision and Informed Consent to Risks. The services are provided considering their specific and high-risk nature. By registering and placing an Order, you confirm your informed consent to the following conditions:

• " AS IS" PRINCIPLE: You acknowledge that social media promotion services are inherently unstable and subject to the influence of external factors (social media algorithms) beyond the Company's control. Therefore, except for obligations expressly established by law (see section 2.2.1), we provide no express or implied warranties regarding the quality, stability, speed, or durability of the results.
• Acceptance of the Risk of Drops: You understand and accept that Metric Drops are a standard and predictable risk in this industry. The responsibility for choosing services with or without a Refill Guarantee lies with you.

2.2.1. Legal Obligations. In accordance with UK law, we undertake to provide the Service with reasonable care and skill, particularly in ensuring the operation of the platform and the selection of Providers. However, this obligation does not override or replace your acceptance of the risks described in this section.

2.3. Modification, Replacement, or Cancellation of Services. We are constantly optimising our service portfolio. We reserve the right at any time and without prior notice to:

• Change the description, cost, or characteristics of any service.
• Replace an ordered service with a similar or better one at our discretion if the original Service becomes unavailable. Your disagreement with the replacement is not a valid reason for a refund.
• Completely remove services from the list of available options.

2.4. Compliance with Third-Party Rules and User's Acceptance of Risks.

• a) Your Sole Responsibility: You are solely and fully responsible for ensuring that your use of the Service does not violate the terms of Service, community guidelines, or any other policies of the social networks for which you place Orders.
• b) Acceptance of the Risk of Sanctions: You acknowledge that any artificial increase in Metrics formally contradicts the rules of most social networks. You knowingly assume all risks associated with possible negative consequences, including, but not limited to: temporary or permanent suspension of your social media account, content removal, reduced visibility (shadowban), revocation of monetisation, and any other sanctions.
• c) Disclaimer of Company's Liability: The Company bears absolutely no liability for any direct or indirect losses (financial, reputational, or otherwise) incurred by you as a result of sanctions from social networks.

2.5. Disclaimer of Warranties for Commercial, Reputational, and Other Results. The Service provides exclusively a technical tool for changing quantitative Metrics. We make absolutely no guarantees that the use of the Service will lead to:

• An increase in sales, revenue, or any other commercial benefit.
• Growth in organic engagement, brand awareness, or "social proof".
• The conclusion of advertising or other contracts.
• The achievement of any personal, career, or creative goals. All responsibility for converting Metrics into real value lies solely with you.

3. USER ACCOUNT MANAGEMENT

3.1. MULTIPLE ACCOUNTS POLICY. This clause governs the creation and use of multiple Accounts by a single User. We distinguish between the legitimate use of multiple Accounts for business purposes and the prohibited use for system abuse.

• 3.1.1. Permitted Use of Multiple Accounts for Business Purposes
  • a) Permitted User Categories: We permit the creation and maintenance of multiple Accounts exclusively for the following categories of Users:
    • Resellers: Users who resell our services to their clients.
    • Advertising and SMM Agencies: Legal or natural persons managing projects for multiple end clients.
    • Affiliates: Users participating in our official programs who require traffic or budget separation for analytics.
  • b) Permitted Purpose: The only legitimate purpose for creating multiple Accounts is the operational need for segmentation (separation) of client budgets, projects, and reporting.
  • c) Creation Procedure and Thresholds:
    • Up to 10 (ten) Accounts inclusive: Permitted categories of Users are allowed to create up to ten Accounts without prior notification to or consent from the Company. By creating such Accounts, the User automatically confirms and warrants that they belong to one of the permitted categories and are using the Accounts solely for permitted purposes.
    • Over 10 (ten) Accounts: If a User's operational activities require the creation of more than ten Accounts, they are obliged to send an official notification to the Service administration via the ticket system. The notification must briefly outline the business need (e.g., "Managing more than 10 client projects with separate budgets"). The Company reserves the right, at its discretion, to request additional information or refuse further expansion of the Account network.
• 3.1.2. Prohibited Use of Multiple Accounts for System Abuse
  • a) Definition of Breach: It is strictly prohibited for a single User (or their affiliated persons) to create multiple Accounts if the main or secondary purpose of such creation is to obtain any bonuses, discounts, promo codes, advantages within the affiliate program (self-referrals), or other material and non-material privileges provided by the Service to new or existing Users.
  • b) Detection Methods: The Company uses automated and manual analysis methods to identify networks of Accounts linked by common technical data (IP addresses, device data, payment details) or behavioural patterns indicating abuse.
  • c) Breach Response Protocol:
    • Initial Breach: Upon the first detection of an Account network created for system abuse, the Company will issue a formal warning to the User via a ticket in the main Account. The warning will contain a demand to cease such activity immediately.
    • Repeat or Continued Breach: If, after the warning is issued, the User continues the prohibited activity or commits a similar breach in the future, the Company reserves the right, without further notice, to apply the following measures: the complete and irreversible forfeiture (cancellation) of all cash and bonus funds on the balances of all associated Accounts, including the main one. Funds forfeited as a result of such a breach are not subject to refund, compensation, or discussion.
• 3.1.3. Exclusive Right of Interpretation. The decision as to whether the use of multiple Accounts is legitimate (under clause 3.1.1) or prohibited (under clause 3.1.2) is made solely by the Company based on the data available to it. This decision is final and cannot be appealed.

3.2. ACCOUNT SECURITY AND CONFIDENTIALITY. You are solely and fully responsible for everything that happens under your Account. This includes:

• a) Maintaining Password Confidentiality: You are obliged to create a strong, unique password and not disclose it to third parties.
• b) Controlling Access: You are responsible for any damage caused as a result of your granting access to your Account to third parties.
• c) Disclaimer of Company's Liability: We are not liable for any losses arising from unauthorised access to your Account due to your fault.

3.3. MANAGEMENT OF INACTIVE ACCOUNTS AND FUNDS. This clause governs the lifecycle of an Account and the funds on its Balance, depending on User activity, and establishes a procedure aimed at providing fair notice to the User.

• a) Definition of Inactivity Period: An Account is deemed inactive if, for 180 (one hundred and eighty) consecutive calendar days, none of the following operations are recorded: a successful login (authorisation), a Balance top-up, or the placement of a new Order.
• b) Notification and Dormant Status Procedure:
  • i. Warning Notification: 30 (thirty) calendar days before the end of the Inactivity Period, the Company will make a commercially reasonable attempt to notify the User by sending an automated email to the email address registered with the Account.
  • ii. Transition to Dormant Status: Upon the expiry of the 180-day Inactivity Period, the Account is automatically placed in a "Dormant" status. At this point, the entire remaining Balance is conditionally forfeited. A second notification of this event is sent to the User's email address.
• c) Grace Period for Balance Recovery: From the moment the Account becomes Dormant, the User has an additional 180 (one hundred and eighty) calendar days (the "Grace Period") to submit a request to restore the forfeited funds.
• d) Final Notification and Irreversible Forfeiture:
  • i. Final Warning: 30 (thirty) calendar days before the end of the Grace Period, the Company will make a third attempt to notify the User by sending a final warning about the upcoming forfeiture of the Balance.
  • ii. Final Forfeiture: If the User does not submit a request to restore the Balance within the Grace Period, the conditionally forfeited Balance is confiscated by the Company in full, finally and irreversibly. This action is final.
• e) User Responsibility and Limitation of Company's Obligations:
  • i. User's Obligation: The User is solely and fully responsible for maintaining the accuracy of their registered email address and for checking their "Inbox" and "Spam" folders.
  • ii. Fulfilment of Company's Obligations: The Company's obligation to notify is considered fully discharged at the moment an email is sent from the Company's servers to the last email address registered by the User. The Company is not responsible for non-delivery of notifications for reasons beyond its control, including, but not limited to: an incorrect address, a full recipient mailbox, spam filter settings, or issues on the User's email provider's side.

3.4. PROHIBITED ACTIVITY. The use of the Service for any purpose that violates the law or our Acceptable Use Policy (AUP) is prohibited. This includes orders for content related to fraud, hatred, violence, and other sensitive topics. A breach will result in the immediate termination of the Account, with forfeiture of the Balance.

4. FINANCIAL TERMS AND SETTLEMENTS

4.1. Prices and Currency. All prices on the Service are quoted and all settlements are made in US Dollars (USD). Prices are subject to change without prior notice at any time. You are responsible for any currency conversion fees charged by your bank or payment system.

4.2. Account Balance.

• a) Nature of Funds: Funds deposited into the Cash Balance are considered a prepayment for future services.
• b) Bonus Funds: Bonus funds are conditional units credited at the Company's discretion. They are not a cash equivalent, are not subject to withdrawal or refund, and may have a limited validity period.
• c) Order of Debiting: When placing an Order, funds are first debited from the Cash Balance, and only after it is depleted, from the Bonus Balance.

4.3. Status of Service Data. In any dispute, the decision of the Service administration will be based on the data from the Company's internal system logs and/or those of its Providers. This data is the primary and sufficient basis for making a decision, but it does not deprive the User of the right to provide other evidence, which will be considered at the Company's discretion.

4.4. Claim Period and Acceptance of Services. You are obliged to monitor the execution of Orders independently. Any claims regarding an Order must be sent to the support service within 14 (fourteen) calendar days from the moment the Order is assigned the status "Completed" or "Partial". Failure to file a claim within this period constitutes your waiver of the right to make any future claims regarding that Order, except where otherwise expressly provided by applicable law.

5. CHARGEBACK POLICY AND DISPUTE RESOLUTION

5.1. Mandatory Pre-Dispute Procedure. Before initiating any payment dispute (chargeback), you are unconditionally obliged to attempt to resolve the issue directly with us. You must create a support ticket with a comprehensive statement of your claim and allow us 14 (fourteen) working days to respond.

5.2. Consequences of Breaching the Procedure. Initiating a chargeback in circumvention of the procedure described in section 5.1 is a material breach of this Agreement. Such a breach gives the Company the right to:

• a) Temporarily suspend your Account during the dispute resolution process.
• b) Use the fact that you breached the pre-dispute resolution procedure as one of the arguments when contesting the chargeback.
• c) If the chargeback is deemed unjustified, permanently terminate your Account and confiscate any remaining balance to cover administrative costs.

6. MANDATORY ARBITRATION AND DISPUTE RESOLUTION

6.1. Mandatory Individual Arbitration. All disputes not resolved in accordance with the procedure set out in Section 5.1 shall be resolved by final and binding individual arbitration, not in court.

6.2. Class Action Waiver. Any claims may only be brought in an individual capacity.

6.3. Arbitration Procedure. Arbitration shall be conducted by the London Court of International Arbitration (LCIA) in English in London, United Kingdom.

6.4. Consumer Rights. Nothing in this Section 6 shall be construed as depriving a User acting as a consumer in the UK of their statutory rights to bring claims in their local courts under the Consumer Rights Act 2015.

7. LIMITATION AND EXCLUSION OF LIABILITY

7.1. Exclusion of Consequential Damages. IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS, EMPLOYEES, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, DATA, REPUTATIONAL HARM, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE SERVICE.

7.2. Maximum Liability. THE COMPANY'S AGGREGATE LIABILITY for any claims shall IN NO EVENT EXCEED THE TOTAL AMOUNT paid by you for services in the 3 (three) months preceding the date of the claim.

7.3. Exclusions from Limitations. Nothing in this Agreement shall limit or exclude the Company's liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited under the laws of England and Wales.

8. GOVERNING LAW AND LANGUAGE

8.1. Law. This Agreement is governed by the laws of England and Wales.

8.2. Jurisdiction. The courts of England and Wales shall have exclusive jurisdiction to settle any disputes.

8.3. Language of the Agreement. This Agreement is drawn up in the English language. Any translations into other languages are provided for convenience only. In the event of any discrepancy between the English version and a translation, the English version shall prevail.

9. FINAL PROVISIONS

9.1. Force Majeure. The Company shall not be liable for any failure to perform its obligations if such failure results from any cause beyond our reasonable control.

9.2. Severability. If any provision of this Agreement is found by a court to be invalid, the remaining provisions shall remain in full force and effect.

9.3. Entire Agreement. This Agreement and all policies referenced herein constitute the complete and exclusive understanding between you and the Company and supersede all prior oral or written agreements.

9.4. Assignment. You may not assign or transfer any of your rights or obligations under this Agreement without our prior written consent. We reserve the right to assign or transfer any of our rights and obligations under this Agreement to a third party at our sole discretion.

9.5. No Waiver. Our failure or delay in exercising any right or provision of this Agreement shall not constitute a waiver of such right or provision.

9.6. Electronic Communications. By visiting the Site or sending us messages, you are engaging in electronic communications. You consent to receive electronic communications and agree that all agreements, notices, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

9.7. Supremacy and Entirety of the Agreement. This Agreement and all policies referenced herein constitute the complete and exclusive understanding between you and the Company. In the event of any conflict between the terms of this Agreement and any other information or communication (including correspondence with support), the provisions of this Agreement shall have absolute and indisputable precedence.