Last Updated: 12 December 2025

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These Terms of Service (“Terms”) apply to your access to, and use of the websites, mobile applications and other online products and services (collectively, our “Services”) provided by Simyli, Inc. (“Simyli”) or (“we” or “us”).

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PLEASE READ THESE TERMS CAREFULLY, INCLUDING THE MANDATORY ARBITRATION PROVISION IN SECTION 19, WHICH REQUIRES THAT DISPUTES BE RESOLVED BY FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS, NOT A CLASS-WIDE OR CONSOLIDATED BASIS. IF YOU DO NOT WISH TO BE SUBJECT TO ARBITRATION, YOU MAY OPT OUT OF THE ARBITRATION PROVISION BY FOLLOWING THE INSTRUCTIONS PROVIDED IN SECTION 19.

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By accessing or using our Services, you agree to be bound by these Terms and all terms incorporated by reference. If you do not agree to these Terms in their entirety, do not use our Services.

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We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through our Services or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.

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If you have any questions about these Terms or our Services, please contact us at hello@simyli.com.

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1. Privacy

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For information about how we collect, use, share or otherwise process information about you, please see our Privacy Policy.

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​2. Eligibility

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You must be at least [13] years of age to use our Services. If you are under 18 years of age (or the age of legal majority where you live), you may use our Services only under the supervision of a parent or legal guardian who agrees to be bound by these Terms. If you are a parent or legal guardian of a user under the age of 18 (or the age of legal majority), you agree to be fully responsible for the acts or omissions of such user in relation to our Services. If you use our Services on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.

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You may not use the Services if you are located in, or a citizen or resident of any state, country, territory or other jurisdiction that is embargoed by the United States or where your use of the Services would be illegal or otherwise violate any applicable law. You represent and warrant that you are not a citizen or resident of any such jurisdiction and that you will not use any Services while located in any such jurisdiction. You also may not use the Services if you are located in, or a citizen or resident of, any other jurisdiction where we have determined, at our discretion, to prohibit use of the Services. We may implement controls to restrict access to the Services from any such jurisdiction You will comply with this paragraph even if our methods to prevent use of the Services are not effective or can be bypassed.

 

3. User Accounts and Account Security

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You may need to register for an account to access some or all of our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. If you permit others to use your account credentials, you are responsible for the activities of such users that occur in connection with your account. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal claim, including trademark rights, in those usernames.

 

4. User Content

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Definition and Ownership

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Our Services may allow you and other users to create, post, store and share content, including messages, comments, pages, stories, text, photos, graphics, videos, works of authorship, software, music, sound, links and other materials (collectively, “User Content”).

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Your Obligations

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You may not create, post, store or share any User Content that violates these Terms or for which you do not have all the rights necessary to grant us the license described above. You represent and warrant that your User Content, and our use of such content as permitted by these Terms, will not violate any rights of or cause injury to any person or entity. Although we have no obligation to screen, edit or monitor User Content, we may delete or remove User Content at any time and for any reason with or without notice.

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Waiver of Responsibility and Liability

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We take no responsibility and assume no liability for any User Content posted, stored, uploaded, accessed or downloaded by you or any third party, or for any loss or damage thereto, incomplete or inaccurate User Content, or for any user conduct, nor are we liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. Enforcement of the User Content or conduct rules set forth in these Terms is solely at our discretion, and failure to enforce such rules in some instances does not constitute a waiver of our right to enforce such rules in other instances. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that our Services will not contain any content that is prohibited by such rules. As a provider of interactive services, we are not liable for any statements, representations or User Content provided by our users in any public forum or other area. Although we have no obligation to screen, edit or monitor any User Content, we reserve the right, and have absolute discretion, to remove, screen or edit any User Content posted or stored on our Services at any time and for any reason without notice.

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5. Prohibited Conduct and Content

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You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using our Services. In addition, you will not:

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• Engage in any harassing, threatening, intimidating, predatory or stalking conduct;

• Use or attempt to use another user’s account without authorization from that user and us;

• Impersonate or post on behalf or any person or entity or otherwise misrepresent your affiliation with a person or entity;

• Sell or resell our Services;

• Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;

• Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services;

• Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner;

• Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;

• Attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of our Services that you are not authorized to access;

• Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services;

• Develop or use any applications that interact with our Services without our prior written consent;

• Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;

• Bypass or ignore instructions contained in our robots.txt file;

• Deliberately input false, misleading, or tampered data to influence or manipulate the operation of the Services;

• Use, or allow third parties to use, any Output or any other content, data, or other information received or derived from the Service: to (a) directly or indirectly create, train, test, or otherwise improve any machine learning algorithms or artificial intelligence systems; (b) to develop foundation models or other large scale models that compete with Simyli or the Service or other features of the Service; or (c) in a manner that violates any documentation, services usage guidelines, or other parameters or instructions of Simyli; or

• Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.

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You may also post or otherwise share only User Content that is nonconfidential and that you have all necessary rights to disclose. You may not create, post, store or share any User Content that:

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• Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory or fraudulent;

• Would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law;

• May infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;

• Contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences; Impersonates, or misrepresents your affiliation with, any person or entity;

• Contains any unsolicited promotions, political campaigning, advertising or solicitations; Contains any private or personal information of a third party without such third party’s consent;

• Contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or

• In our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying our Services, or may expose us or others to any harm or liability of any type.

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Enforcement of this Section 5 is solely at our discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section 5 does not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

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6. Materials and Data

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You agree and instruct that we may process non-public data, input, and other materials provided by you, including User Content, (“Materials”) and generate output based on the Materials (“Output”). As between you and Simyli, you retain ownership rights in your Materials. You represent and warrant that you have all rights, licenses, and permissions needed to provide Materials to our Services. You are responsible for your Materials and use of the Outputs. You are solely responsible for evaluating the Output for accuracy and appropriateness for your use case.

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You grant us and our subsidiaries and affiliates a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully paid, and sublicensable license to process, reproduce, distribute, and otherwise use and display the Materials and Output and perform all acts with respect to the Materials and Output as may be necessary or useful for us to perform the Services, to maintain, provide, and develop the Services and otherwise develop and improve our technologies and offerings, and to generate or develop deidentified data from the Materials and any derivatives that do not directly or indirectly identify you or any individual (the “Deidentified Data”). In addition, you acknowledge and agree that we may monitor, collect, use, and store anonymous and aggregate statistics regarding your use of the Services (collectively, “Analytic Data”).

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In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

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7. Ownership; Limited License

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All right, title, and interest in and to the Services, Deidentified Data, and Analytic Data including all intellectual property rights are owned by us or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to our Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for your own personal, noncommercial use. Any use of our Services other than as specifically authorized in these Terms, without our prior written permission, is strictly prohibited, will terminate this license and violate our intellectual property rights.

 

8. Trademarks

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Our logos, our product or service names, our slogans and the look and feel of our Services are our trademarks and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on our Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.

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9. Feedback

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You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about us or our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in our sole discretion. In addition, you waive any so-called “moral rights” or rights of privacy or publicity in the Feedback. You understand that we may treat Feedback as nonconfidential.

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10. Payments; Subscription Services

 

The Services may include one-time or automatically recurring payments for periodic charges for certain products and/or services we may make available to you on a one-time (“One-Time Purchase”) or subscription basis (“Subscription Services”) as part of the Services (collectively, “Paid Services”). If you sign up for a Paid Service, (a) you may be asked to supply certain relevant information, such as your credit card number and its expiration date, your billing address and your shipping information, and (b) you authorize Simyli to periodically charge, on a going-forward recurring basis and until cancellation of either the recurring payments or your account, all accrued sums on or after the payment due date for the accrued sums. YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT TO USE ANY CREDIT CARD THAT YOU SUBMIT IN CONNECTION WITH A PAID SERVICE. By submitting such information, you grant to us the right to provide such information to third parties for purposes of facilitating payment transactions for the Paid Service. Verification of information may be required prior to the acknowledgment or completion of any transaction for Paid Services. If your payment method fails or fees associated with your account are past due, we may collect fees owed using other collection mechanisms, include charging other payment methods on file (including with Stripe) and/or retaining collection agencies and legal counsel.

 

The “Subscription Billing Date” is the date when you purchase your first subscription to the Subscription Services. Your account will be charged all applicable fees (the “Subscription Fee”) for the next subscription period automatically on the relevant (i.e., monthly or annual) anniversary of the Subscription Billing Date. The subscription will continue unless and until you cancel your subscription, or we terminate it. You must cancel your subscription before it renews in order to avoid billing of the next periodic Subscription Fee to your account. We will bill the periodic Subscription Fee to the payment method you provide to us during registration (or to a different payment method if you change your payment information). You may cancel the Subscription Service through the AppStore or Google Play store. Any cancellation of your subscription shall be effective upon the end of the then current subscription period.

 

11. Support

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We are under no obligation to provide support for the Services. Instances where we may offer support, the support will be subject to published policies. Support is conducted through email at info@simyli.com.

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12. Third-Party Services

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We may make available, or we may allow third parties to make available access to information, products, services, and other materials made available by third parties on or through our Services (collectively, “Third-Party Services”). Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Services are solely between you and the third party. We do not control or endorse, and makes no representations or warranties regarding, any Third-Party Services, and your access to and use of such Third-Party Services is at your own risk.

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We provide some elements of the Services through third-party service providers (“Third-Party Providers”). You acknowledge that your Materials and Output, may be shared with and processed by our Third-Party Providers, to enable your use of our Services. You may not use the Services in a manner that violates any terms or policy of any Third-Party Provider.

 

13. Repeat Infringer Policy; Copyright Complaints

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In accordance with the Digital Millennium Copyright Act and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of users who repeatedly infringe the intellectual property rights of others. If you believe that anything on our Services infringes any copyright that you own or control, you may notify our designated agent as follows:

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Designated Agent: Delevit

E-Mail Address: Simyli.DMCA@delevitagent.com

Address: Delevit DMCA Finder Inc, 99 Wall Street #5949, New York, NY 10005

Phone number: +1-928-362-2248

 

Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on our Services is infringing, you may be liable to us for certain costs and damages.

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14. Indemnification

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To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless us and our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “Simyli Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of our Services; (b) your Materials or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with our Services. You agree to cooperate with Simyli Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys’ fees). You also agree that the Simyli Parties will have control of the defense or settlement, at our sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and us or the other Simyli Parties.

 

15. Disclaimers

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General

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Your use of our Services is at your sole risk. Except as otherwise provided in a writing by us, our Services and any content therein are provided “as is” and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, we do not represent or warrant that our Services are accurate, complete, reliable, current or error-free. While we attempt to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of our Services.

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Beta Services

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We may provide you with the option to participate in early access programs to use alpha, beta, or pre-release services, products, features, and documentation (“Beta Services”). Notwithstanding anything to the contrary contained in these Terms, Beta Services are not generally available and may contain bugs, errors, or defects. We may discontinue Beta Services at any time in our sole discretion and may never make them generally available.

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16. Limitation of Liability

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To the fullest extent permitted by applicable law, we and the other Simyli Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if we or the other Simyli Parties have been advised of the possibility of such damages.

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The total liability of us and the other Simyli Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the amount paid by you to use our Services.

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The limitations set forth in this Section 16 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of us or the other Simyli Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

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17. Releases

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Materials Release

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Except where prohibited by applicable law, by submitting Materials to us, you are waiving and agreeing not to assert any copyrights or “moral” rights or claim resulting from our alteration of the Materials. You hereby release and discharge us and our agents, employees and assigns, and anyone acting under their authorization, from any claims that use of any Materials as authorized herein violates any of your rights, including without limitation any rights of publicity or privacy and intellectual property rights. You understand that you will not be entitled to any additional compensation for the permission and release granted herein or for the use of any of Materials as authorized herein.

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General Release

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To the fullest extent permitted by applicable law, you release us and the other Simyli Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

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18. Transfer and Processing Data

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In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

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19. Dispute Resolution; Binding Arbitration

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Please read the following section carefully because it requires you to arbitrate certain disputes and claims with us and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration agreement. In addition, arbitration precludes you from suing in court or having a jury trial.

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No Representative Actions. You and Simyli agree that any dispute arising out of or related to these Terms or our Services is personal to you and Simyli and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

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Arbitration of Disputes. Except for small claims disputes in which you or Simyli seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Simyli seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Simyli waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, for any dispute or claim that you have against us or relating in any way to our Services, you agree to first contact us and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to us by email at info@simyli.com or by certified mail addressed to Simyli, INC, 8 The Green STE D, Dover, DE, 19901. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Simyli cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator.

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Arbitration proceedings will be held in Kent County, Delaware or may be conducted telephonically or via video conference for disputes alleging damages less than $100, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (“JAMS Rules”). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.

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You and Simyli agree that these Terms affect interstate commerce and that the enforceability of this Section 19 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

The arbitrator, Simyli, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

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You and Simyli agree that for any arbitration you initiate, you will pay the filing fee and we will pay the remaining JAMS fees and costs. For any arbitration initiated by Simyli, we will pay all JAMS fees and costs. You and Simyli agree that the state or federal courts of the State of Delaware and the United States sitting in Kent County, Delaware have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

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Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Simyli will not have the right to assert the claim.

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You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 19 by sending an email to hello@simyli.com. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 20.

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If any portion of this Section 19 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision will be severed from these Terms; (b) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 19 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 19; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 19 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 19 will be enforceable.

 

20. Governing Law and Venue

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Any dispute arising from these Terms and your use of our Services will be governed by and construed and enforced in accordance with the laws of the State of Delaware, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of the State of Delaware and the United States, respectively, sitting in Kent County, Delaware.

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21. Modifying and Terminating our Services

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We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.

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22. Severability

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If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions

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23. Additional Terms Applicable to Mobile Devices

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The following terms apply if you install, access or use our Services on any device that contains the iOS mobile operating system (the “iOS App”) developed by Apple Inc. (“Apple”).

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• Acknowledgment. You acknowledge that these Terms are concluded solely between us, and not with Apple, and Simyli, not Apple, is solely responsible for the iOS App and the content thereof. In the event of any conflict between these Terms and the Apple Media Services Terms and Conditions as of the date you downloaded the iOS App, the Apple Media Services Terms and Conditions govern. You acknowledge and agree that you have had the opportunity to review the Apple Media Services Terms and Conditions.

• Scope of License. The license granted to you for the iOS App is limited to a non-transferable license to use the iOS App on any Apple-branded Products that you own or control and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions, except that iOS App may be accessed and used by other accounts associated with the purchaser via Family Sharing or volume purchasing.

• Maintenance and Support. You and Simyli acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iOS App.

• Warranty. You acknowledge that Apple is not responsible for any product warranties, whether express or implied by law, with respect to the iOS App. In the event of any failure of the iOS App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, paid to Apple for the iOS App by you; and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App. The parties acknowledge that to the extent that there are any applicable warranties, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any such applicable warranty would be the sole responsibility of Simyli. However, you understand and agree that in accordance with these Terms, Simyli has disclaimed all warranties of any kind with respect to the iOS App, and therefore, there are no warranties applicable to the iOS App.

• Product Claims. You and Simyli acknowledge that as between Apple and Simyli, Simyli, not Apple, is responsible for addressing any claims relating to the iOS App or your possession and/or use of the iOS App, including, but not limited to (a) product liability claims, (b) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection, privacy, or similar legislation, including in connection with the iOS App’s use of the HealthKit and HomeKit frameworks (if any).

• Intellectual Property Rights. The parties acknowledge that, in the event of any third-party claim that the iOS App or your possession and use of the iOS App infringe that third party’s intellectual property rights, Simyli, and not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required under these Terms.

• Legal Compliance. You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

• Developer Name and Address. Any questions, complaints or claims with respect to the iOS App should be directed to hello@simyli.com.

• Third-Party Terms of Agreement. You agree to comply with any applicable third-party terms when using our Services.

• Third-Party Beneficiary. The parties acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

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The following terms apply if you install, access or use our Services on any device that contains the Android mobile operating system (the “Android App”) developed by Google, Inc. (“Google”):

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• You acknowledge that these Terms are between you and us only, and not with Google.

• Your use of our Android App must comply with Google’s then-current Android Market Terms of Service.

• Google is only a provider of the Android Market where You obtained the Android App. We, and not Google, are solely responsible for our Android App and our Services and Output available thereon. Google has no obligation or liability to You with respect to our Android App or these Terms.

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You acknowledge and agree that Google is a third-party beneficiary to the Terms as they relate to our Android App.

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24. Miscellaneous

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These Terms constitute the entire agreement between you and us relating to your access to and use of our Services. Notwithstanding any other provisions of these Terms, Sections 1, 3, 6, 7 (except for the license and rights granted), 8, 9, 10 (for amounts due prior to the expiration or termination of these terms), 12, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, and this 24 survive any expiration or termination of these terms.

 

Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity.

 

You agree that communications and transactions between us may be conducted electronically. These Terms may not be transferred, assigned or delegated by you, by operation of law or otherwise, without our prior written consent, and any attempted transfer, assignment or delegation without such consent will be void and without effect. We may freely transfer, assign or delegate these Terms or our Services, in whole or in part, without your prior written consent.

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