Effective Date: May 24, 2025
Governing Law: State of Delaware, United States of America

1. PURPOSE AND LEGAL AUTHORITY

1.1 This User-Generated Content and Content Licensing Policy (hereinafter, the “Policy”) is issued by Wimbo Au Pty Ltd (ACN 687 084 984), an Australian proprietary limited company, operating under the trade name “Wimbo.” Wimbo is the lawful data controller and platform operator of the mobile application and digital community service ecosystem branded as “Wimbo” (hereinafter, the “Platform”).

1.2 The objective of this Policy is to establish a comprehensive and enforceable legal framework for the submission, publication, ownership, licensing, processing, moderation, and permissible usage of all forms of User-Generated Content (“UGC”) contributed to or disseminated via the Platform.

1.3 This Policy is enacted pursuant to, and shall be interpreted in alignment with, the following multinational legal authorities and guiding legal instruments:

• United States Copyright Act of 1976, codified at 17 U.S.C. §§ 101–122, particularly §§ 106 (exclusive rights) and § 512 (DMCA safe harbor);

• Directive (EU) 2019/790, on Copyright and Related Rights in the Digital Single Market (DSM Directive);

• UK Copyright, Designs and Patents Act 1988, including amendments under the Copyright and Related Rights Regulations 2003;

• Australian Copyright Act 1968 (Cth), Part III – Copyright in Literary, Musical, and Artistic Works;

• Uniform Commercial Code Article 2B (Draft) – pertaining to the Licensing of Digital and Informational Assets;

• Berne Convention for the Protection of Literary and Artistic Works, Articles 6bis and 9;

• Restatement (Second) of Contracts §§ 204–205, relating to construction of implied contractual terms and obligations of good faith.

1.4 In case of legal ambiguity, this Policy shall be construed contra proferentem in favor of users only to the extent required by mandatory consumer protection or public policy statutes.

2. DEFINITIONS

2.1 “User-Generated Content” (UGC):
Means any and all original or derivative content, material, data, expression, or file—whether in text, audio, visual, audiovisual, or digital form—submitted, published, shared, transmitted, recorded, uploaded, or generated by a User through any feature or interface of the Platform. UGC includes, but is not limited to:

• Text posts, story updates, replies, chats, messages, and forum submissions;

• Profile details, usernames, bios, event titles, images, photos, videos, and voice recordings;

• AI-augmented content created using Wimbo’s artificial intelligence assistant “Wimbot” or third-party machine-learning tools integrated into the Platform.

2.2 “User”:
Means any natural person or legal entity who accesses, uses, or interacts with the Platform, whether via web, mobile application, API, or integrated service, and regardless of whether such use is as a guest or registered account holder.

2.3 “Wimbo”:
Refers collectively to Wimbo Au Pty Ltd, its parent company, subsidiaries, affiliates, directors, officers, employees, subcontractors, agents, successors, assigns, licensors, service providers, and authorized third-party data processors.

2.4 “AI-Augmented Content”:
Refers to any content generated in whole or in part via artificial intelligence technology, including language models, image-generation tools, or recommendation systems, used by or integrated into the Platform. All such content remains attributable to the User who initiates, submits, or publishes it.

3. RETENTION OF OWNERSHIP AND RECOGNITION OF MORAL RIGHTS

3.1 Ownership Reserved:
Users retain full legal and equitable title to any UGC they create, subject only to the limited license granted to Wimbo under Section 4 of this Policy.

3.2 No Assignment Without Consent:
Wimbo does not claim ownership over User-submitted content and shall not assert proprietary rights over such content except where expressly agreed under a separate license, partnership agreement, or paid promotional arrangement.

3.3 Recognition of Moral Rights:
Wimbo acknowledges the moral rights of creators where such rights are non-waivable under applicable laws, including but not limited to:

• The right of attribution and integrity under Directive 2001/29/EC (EU);

• UK CDPA 1988, Chapter IV;

• Article 6bis of the Berne Convention;

• Section 195AW of the Australian Copyright Act 1968 (Cth).
  Where permitted, Users may waive or consent to the limited non-assertion of moral rights solely for platform functionality, including thumbnail creation, cropping, machine translation, format conversion, and metadata stripping.

3.4 Performer and Broadcast Rights:
If the UGC contains audio or video recordings involving performances, the submitting User affirms that they possess the lawful rights of reproduction, fixation, and communication to the public, consistent with:

• Rome Convention (1961) on the Protection of Performers;

• EU Directive 2006/115/EC (Rental and Lending Rights);

• 17 U.S.C. § 1101 (Unauthorized Fixation and Transmission).

4. GRANT OF LIMITED LICENSE TO WIMBO

4.1 Scope of License:
By uploading, submitting, or otherwise making UGC available via the Platform, the User grants to Wimbo an irrevocable, perpetual (or for the full term of protection), royalty-free, fully paid-up, non-exclusive, transferable, and sublicensable license to:

• Host, store, reproduce, modify, reformat, index, and archive the content;

• Display and communicate the content publicly and privately across Wimbo-operated services and promotional platforms;

• Adapt the content into derivative works, summaries, AI models, or compilations for the purpose of feature development, content discovery, and community personalization;

• License or share the content with third-party content delivery networks, AI tools, event partners, analytics providers, and lawful authorities, subject to applicable privacy and data protection regulations.

4.2 Duration and Survival:
This license shall survive termination of the User’s account, except where a statutory right to erasure applies (e.g., Article 17 of the GDPR, or CCPA § 1798.105) and is lawfully exercised.

4.3 No Right of Revocation Except Where Legally Mandated:
Users waive the right to revoke the license except where expressly provided by mandatory jurisdictional law or where consent to process UGC was originally obtained unlawfully.

5. REPRESENTATIONS, WARRANTIES, AND INDEMNIFICATION

The User makes the following binding representations and warranties at the time of content submission:

5.1 Rights and Authority:
The User affirms that they:

• Are the lawful owner or have obtained all necessary rights, consents, permissions, and licenses from third parties whose content, likeness, voice, or data is included in the UGC;

• Have full legal capacity and authority to enter into this Policy and to grant the license under Section 4.

5.2 Legal Compliance and Content Lawfulness:
The UGC does not violate, and will not cause Wimbo to be in violation of, any:

• Local, national, or international law relating to content, child safety, harassment, incitement, or data protection;

• Rights of publicity, privacy, copyright, trademark, or trade secrets of any person or entity;

• Platform-specific regulations, including Wimbo’s own Community Guidelines, Acceptable Use Policy, and Content Moderation Policy.

5.3 Specific Compliance Acknowledgment:
The User affirms specific compliance with:

• COPPA (15 U.S.C. §§ 6501–6506) – prohibiting unlawful collection or posting of children’s information;

• UK Online Safety Act 2023, including duty of care for harmful content;

• eSafety Act 2021 (Cth) in Australia – requiring proactive moderation of Class 1 material and take-down compliance.

5.4 Indemnification Clause:
The User agrees to fully indemnify, defend, and hold harmless Wimbo, its affiliates, and their respective directors, officers, employees, licensors, and contractors from and against any and all third-party claims, demands, actions, damages, costs, losses, liabilities, and expenses (including reasonable attorneys' fees and expert witness fees) arising out of or relating to:

• Any material breach of this Policy or the Terms of Use;

• Any infringement or misappropriation of intellectual property rights by the User’s UGC;

• Any unlawful or negligent conduct, misrepresentation, or failure to obtain requisite consents in connection with the submitted UGC.

This indemnity shall survive the termination of this Policy and shall remain enforceable to the maximum extent permitted under applicable law.

6. MODERATION AND ENFORCEMENT MECHANISMS

6.1 Wimbo retains the exclusive, discretionary, and unfettered right to review, monitor, moderate, restrict, de-list, suspend, disable, or permanently remove any User-Generated Content (UGC), in whole or in part, at any time and for any lawful reason, without prior notice or liability, including but not limited to the following circumstances:

• Violation of this Policy, the Community Guidelines, the Terms of Use, or any other policy referenced therein;

• Receipt of a valid legal complaint or takedown notice issued in accordance with:

  • 17 U.S.C. § 512(c)(3) (DMCA takedown request),

  • eSafety Act 2021 (Cth) (Australia),

  • UK Online Safety Act 2023, or

  • any equivalent statutory regime in the applicable jurisdiction;

• Detection of content reasonably construed to be:

  • Unlawful, false, defamatory, obscene, threatening, violent, or otherwise harmful;

  • In contravention of Section 230(c)(1) of the U.S. Communications Decency Act (47 U.S.C. § 230);

  • In breach of applicable consumer or privacy laws, including GDPR Recital 75 (risks to individual rights and freedoms).

6.2 Moderation shall be executed through a dual-layered approach, encompassing:

• Automated moderation systems, including machine-learning tools, keyword filters, and behavior risk scoring, and

• Human review by Wimbo’s internal content moderation or legal compliance personnel.

6.3 Users whose content has been removed may file a written appeal to Wimbo at legal@wimbo.au within seven (7) calendar days from the date of removal. Appeals will be reviewed within a reasonable period, but Wimbo shall have final authority over any reinstatement decision, subject to applicable legal process.

7. THIRD-PARTY CONTENT AND LICENSING CLARITY

7.1 Users who submit UGC incorporating third-party intellectual property (IP) (e.g., images, music, trademarks, video segments, or fonts) represent and warrant that they:

• Possess a valid, enforceable, and transferable license or authorization for each incorporated asset;

• Can produce supporting documentation (e.g., license agreements, release forms, attribution rights) upon Wimbo’s request within 72 hours;

• Have reviewed and accepted the Terms of Use or End-User License Agreements (EULAs) applicable to such third-party materials.

7.2 Users acknowledge and accept that:

• Incorporation of unlicensed third-party IP may constitute infringement and subject the content to immediate removal;

• Failure to respond to Wimbo’s license verification requests may result in account suspension, deactivation, or permanent termination.

7.3 Special Disclosures:

• Where Users utilize Spotify profile integrations, such as anthems or playlists, they must comply with Spotify’s Developer Terms of Service and related usage policies.

• Users utilizing Pixabay audio or visual content must comply with the Pixabay Content License, including attribution where applicable, and ensure such use aligns with Wimbo’s commercial streaming environment.

8. COMPENSATION DISCLAIMER AND COMMERCIAL USE

8.1 Unless otherwise governed by a separately executed Content Partnership Agreement, Users acknowledge and agree that:

• Submission of UGC to the Platform does not entitle the User to compensation, monetary or otherwise, unless expressly negotiated in writing;

• Wimbo shall have the right to feature, highlight, index, archive, distribute, repurpose, and algorithmically promote UGC for the benefit of the Platform and its user community without royalty or residual obligations;

• No implied license for commercial profit-sharing or royalty accrual shall be created through usage, contribution, or Platform participation.

8.2 Any claim for compensation, licensing fee, or credit arising from the inclusion of UGC on the Platform must be supported by a signed agreement evidencing the same. Absent such documentation, no enforceable right to remuneration shall exist under contract, equity, or unjust enrichment theories.

9. TAKEDOWN REQUESTS AND RIGHT TO ERASURE

9.1 A User may submit a formal request for takedown or erasure of UGC they have uploaded by contacting help@wimbo.au with the following information:

• Proof of identity and authorship (e.g., government ID, metadata ownership);

• A clear description and location (URL or screenshot) of the UGC to be removed;

• A statement confirming that no ongoing dispute, claim, or obligation requires retention of said content.

9.2 Takedown requests will be evaluated in accordance with applicable statutory frameworks, including:

• EU GDPR Article 17 – Right to Erasure (“Right to be Forgotten”);

• CCPA § 1798.105 – Right to Delete (California Residents);

• Australian Privacy Principles (APP 11.2) – Destruction or de-identification of personal information;

• UK GDPR, Section 47 – Rights in relation to automated decision-making and data erasure.

9.3 Wimbo may refuse erasure requests where retention is necessary for:

• Compliance with legal obligations (e.g., fraud prevention, dispute resolution);

• Exercise or defense of legal claims;

• Enforcement or audit of terms, including those outlined in this Policy.

10. GOVERNING LAW AND DISPUTE RESOLUTION

10.1 This Policy, and any dispute arising out of or relating thereto, shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflicts-of-law rules.

10.2 All claims, controversies, or disputes arising from this Policy shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules then in effect. The place of arbitration shall be New York, New York, unless otherwise agreed in writing.

10.3 Judgment upon the arbitral award may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, Wimbo reserves the right to seek injunctive or equitable relief in any court of competent jurisdiction to prevent the unauthorized use or disclosure of its intellectual property or confidential information.

10.4 To the extent permitted by law, Users hereby waive their rights to participate in class actions, class arbitrations, or collective proceedings of any kind against Wimbo.