Terms of Service

Announcement Date: 1st April 2026 Effective Date: 1st April 2026

Terms of Service

These Terms of Service govern the use of ShoColla, a web and mobile platform operated by Smartlink Communications, Inc. ("Company," "we," "us," or "our").

1. Company Information

Legal Name: Smartlink Communications, Inc. Korean Name: (주)스마트링크 커뮤니케이션즈 Representative Director: Daesung Kim Business Registration No.: 526-88-00117 General Contact: david@smartlink.io Support: support@smartlink.io Address: 177, Jeongjail-ro, Bundang-gu, Seongnam-si, Gyeonggi-do, Republic of Korea Phone: +82 1040901708

2. Definitions

As used in these Terms:

• Service: the ShoColla platform, including the website, mobile applications, and related services • Member: a user who has entered into a service agreement with the Company • Campaign Organizer: a Member who creates a campaign to promote a track or related content and sets participation conditions and reward criteria • Creator: a Member who participates in a campaign by creating and publishing content on a Third-Party Platform and submitting the relevant link or materials through the Service • Campaign: a promotional program operated through the Service under which a Campaign Organizer recruits participation and offers rewards based on defined conditions • Submission: any video URL, post link, account information, metrics, hashtags, captions, or related materials submitted for campaign participation • Official Audio URL: a URL or identifier for official audio, sound, or a related official page made available on a Third-Party Platform • Colla: the digital reward unit administered by the Company within the Service for recording and managing budgets, rewards, usage, redemption, deductions, reversals, and settlement history • ShoColla Store: the in-service store through which products or services may be offered by the Company • Settlement or Redemption: the process by which eligible Colla may be paid out in cash or by another payout method designated by the Company, subject to the Company's procedures and requirements • Third-Party Platform: any external platform not operated by the Company, including YouTube, TikTok, and Instagram

3. Nature of the Service

  1. The Service is a platform that connects Campaign Organizers and Creators and supports campaign management, submission review, performance verification, reward administration, and settlement.
  2. Unless expressly stated otherwise, the Company does not upload, host, distribute, sell, or license music files.
  3. Campaigns are generally based on Official Audio URLs or equivalent references available on Third-Party Platforms.
  4. Creators are expected to create and publish content using the applicable official audio feature within the relevant Third-Party Platform.
  5. The Company does not control the music features, moderation, policies, metrics, APIs, account actions, or operational rules of any Third-Party Platform.

4. Changes to the Terms

  1. The Company may post these Terms through the Service.
  2. The Company may amend these Terms to the extent permitted by applicable law.
  3. If the Company amends these Terms, it will provide notice of the effective date and reason for the amendment.
  4. Continued use of the Service after the effective date of amended Terms constitutes acceptance of the amended Terms.
  5. If a Member does not agree to the amended Terms, the Member may terminate the service agreement.

5. Registration and Eligibility

  1. The service agreement is formed when a user agrees to these Terms and the Privacy Policy, completes the registration process, and the Company accepts the registration.
  2. The Company may reject registration or terminate an account if:
  • false or third-party information is used;
  • the applicant has previously violated applicable laws, these Terms, or Company policies;
  • the account is created for fraudulent or abusive purposes; or
  • the Company reasonably determines that the registration is inappropriate.
  1. Members must keep their account information accurate and up to date.

6. Account Management

  1. Members are responsible for safeguarding their accounts, passwords, and authentication methods.
  2. Members may not sell, assign, lease, lend, pledge, or otherwise transfer their accounts to any third party.
  3. If a Member becomes aware of unauthorized use of an account, the Member must promptly notify the Company.
  4. Members are responsible for losses arising from inadequate account management, except where caused by the Company's intentional or gross negligence.

7. Campaign Organizer Responsibilities

A Campaign Organizer represents and warrants that:

• it has the lawful rights or promotional authority to use the Official Audio URL, artist name, brand name, artwork, campaign copy, and other campaign materials; • campaign conditions, reward criteria, review standards, payout timing, and restrictions are clearly disclosed; • the campaign does not violate any applicable law, third-party right, or Third-Party Platform policy; • the campaign does not include false, misleading, or deceptive statements; and • the campaign does not encourage fake participation, fake metrics, or other abusive conduct.

8. Creator Responsibilities

A Creator represents and warrants that:

• the Submission was lawfully created and posted by the Creator; • the Creator used the designated Official Audio URL or equivalent official audio resource on the relevant Third-Party Platform where required by the campaign; • the Creator did not manipulate metrics or use bots, fake accounts, spam posting, account leasing, or other improper methods; • the Submission and account activity comply with applicable law and Third-Party Platform policies; and • the Submission does not infringe any third-party rights.

9. Campaign Creation and Operation

  1. Campaign Organizers may create Campaigns in accordance with Company procedures.
  2. A Campaign Organizer must accurately provide the following information:
  • campaign name
  • Official Audio URL or related link
  • supported platforms
  • participation conditions and restrictions
  • reward criteria and budget
  • campaign period
  • review and payout methods
  1. The Company may reject, modify, suspend, stop, or remove a Campaign if:
  • the rights status is unclear;
  • the Campaign violates law or public order;
  • the Campaign infringes or may infringe third-party rights;
  • the Campaign is likely to violate Third-Party Platform policies; or
  • the Campaign materially conflicts with Company policies or the purpose of the Service.

10. Participation and Submission

  1. Creators may participate in Campaigns after reviewing the applicable terms.
  2. A Creator must publish the content on the relevant Third-Party Platform and submit the required URL and information through the Service.
  3. Submissions may be reviewed through automated review, manual review, or both.
  4. A Submission may be rejected, withheld, cancelled, or reversed where:
  • the link is invalid, deleted, private, or inaccessible;
  • the Campaign requirements are not satisfied;
  • the required official audio conditions are not satisfied;
  • fraud or manipulation is suspected or confirmed; or
  • infringement or platform-policy violations are suspected or confirmed.

11. Review and Performance Verification

  1. The Company may review Submissions and verify performance using public information, user-provided information, platform integration data, and internal review standards.
  2. Metrics such as views, likes, comments, shares, post status, and public account status may vary due to platform rules, delays, privacy settings, API limits, deletion, moderation, or enforcement actions.
  3. Even if automated payout functionality is provided, the Company may later correct payout decisions based on subsequent review.
  4. The Company may revise Campaign performance, reward outcomes, or Campaign status for reasonable cause.

12. Acquisition, Use, Redemption, and Restrictions of Colla

  1. Members may acquire Colla through activities in the Service, events, purchases offered by the Company, or other methods designated by the Company.
  2. Colla may be used, to the extent permitted by the Company, to purchase products or services in the ShoColla Store.
  3. Products or services available in the ShoColla Store may include exclusive items or experiences such as fan sign event access, fan photo session access, fan meeting access, and other items designated by the Company.
  4. Members may apply to redeem unused Colla subject to separate conditions established by the Company.
  5. Eligibility for redemption, redemption rates, minimum redemption thresholds, fees, payout cycles, payout methods, identity verification procedures, account verification procedures, tax treatment, country-based restrictions, age restrictions, and account standing requirements shall be governed by the Company's separate Colla policy or disclosures in the Service.
  6. The Company may restrict, withhold, deny, cancel, reverse, or recover the use or redemption of Colla where:
  • Colla was obtained through false or improper means;
  • manipulation, account misuse, bots, or other violations are suspected or confirmed;
  • redemption information is false, incomplete, or inaccurate;
  • refunds, chargebacks, overpayments, duplicate payments, or system errors occur; or
  • such restriction is necessary for legal or regulatory compliance.
  1. The Company may offset improperly obtained or overpaid Colla against future payouts, redemptions, or settlements.
  2. Unless expressly permitted by the Company, Colla may not be transferred, sold, pledged, or moved to an external platform.
  3. Promotional, bonus, free, or specially sourced Colla may be subject to different usage or redemption restrictions.

13. Payments, Cancellation, and Refunds

  1. Campaign Organizers or Members may pay budgets, fees, or other charges using payment methods supported by the Service.
  2. Payment, cancellation, refund, unused balance handling, and fee deduction rules are governed by the Service interface or separate refund policies.
  3. If Campaign operations have already started or Creator participation has materially commenced, refund scope may be limited after taking into account committed rewards, operating costs, payment processing fees, and other reasonable costs.
  4. Due to the nature of digital services, refunds may be limited for services already started or already performed, to the extent permitted by law and Company policy.

14. Intellectual Property

  1. The Service and all content, designs, software, databases, and related materials created or compiled by the Company are owned by the Company or its licensors.
  2. Campaign Organizers grant the Company a non-exclusive right to use campaign names, descriptions, links, publicly displayable brand information, and campaign materials as reasonably necessary to operate, display, review, report on, and promote the Service.
  3. Creators grant the Company a non-exclusive right to use Submission links, thumbnails, public account names, and public performance metrics as reasonably necessary to operate, review, report on, promote, and defend the Service.
  4. Nothing in these Terms gives the Company ownership of the underlying music or a separate distribution right in the music itself.

15. Third-Party Platforms

  1. Members are solely responsible for complying with the terms, community guidelines, copyright rules, advertising rules, and other policies of Third-Party Platforms.
  2. The Company is not responsible, except where required by law, for losses caused by policy changes, post removal, account suspension, URL changes, API limits, metric changes, or service interruptions of Third-Party Platforms.
  3. The Company does not guarantee continued availability, visibility, or performance of any specific audio page, account, post, or metric on a Third-Party Platform.

16. Prohibited Conduct

Members may not:

• provide false information; • use another person's identity or account; • manipulate views, likes, followers, or other performance metrics; • hack, distribute malware, use unauthorized automation, scrape the Service, or otherwise interfere with Service operations; • infringe copyrights, trademarks, publicity rights, portrait rights, or other third-party rights; • upload or submit illegal, obscene, hateful, discriminatory, violent, or otherwise harmful content; • buy, sell, assign, or lease accounts; or • violate applicable law or Company policy.

17. Restriction and Termination

  1. The Company may suspend, restrict, or terminate access to the Service without prior notice if a Member violates these Terms, Company policies, or applicable law.
  2. Members may request account deletion at any time in accordance with Company procedures.
  3. Termination or deletion does not affect accrued settlements, refunds, dispute handling, or legally required data retention obligations.

18. Disclaimer and Limitation of Liability

  1. The Company does not guarantee campaign success, view growth, music performance, advertising results, payout amounts, or commercial outcomes.
  2. Disputes between Members, or between a Member and a third party, are generally the responsibility of the parties involved, although the Company may request information or materials where it deems necessary.
  3. The Company is not liable for losses resulting from force majeure, system failures, network failures, Third-Party Platform disruptions, policy changes, or other causes beyond the Company's reasonable control.

19. Governing Law and Jurisdiction

  1. These Terms shall be governed by the laws of the Republic of Korea.
  2. Disputes arising from or relating to the Service shall be subject to the courts having jurisdiction under applicable law.

20. Language

  1. These Terms and related Service policies may be provided in both Korean and English.
  2. In the event of any inconsistency, conflict, or discrepancy between the Korean version and the English version, the Korean version shall prevail.
  3. However, mandatory laws of the Member's country of residence or the country where the Service is provided may prevail to the extent such laws are applicable.

Supplementary Provision: These Terms shall take effect on 2026.04.01.