Terms & Conditions

YELO TERMS AND CONDITIONS

This Terms and Conditions agreement (this "Agreement") is a binding agreement between you ("You" or "Your" or "Yourself") and Yelo Inc., a Delaware corporation ("Provider"). This Agreement governs Your use of and access to the YELOsphere application (including all related documentation, content, and services, the "Application") provided by YELO Software. You acknowledge that the Application is licensed, not sold, to You.

By clicking the "Agree" button and/or downloading, installing, and/or using the Application, You:

• Acknowledge that You have read, understood, and agreed to the terms of this Agreement;
• Represent that You are 18 years of age or older/of legal age to enter into a binding agreement; and
• Accept this Agreement and agree that You are legally bound by its terms.

Provider only grants use and access of the Application, its products, content, and/or services to those who have accepted its terms. If You do not agree to these terms, do not install, download, and/or use the Application.

1. License Grant

Subject to the terms and provisions of this Agreement, Provider grants You a limited, non-exclusive, and non-transferable license to:

• Download, install, and use the Application for Your personal, non-commercial use on a single mobile device owned or otherwise controlled by You ("Mobile Device") strictly in accordance with the Application's documentation; and
• Use on such Mobile Device the content and services made available in or otherwise accessible through the Application, strictly in accordance with this Agreement.

2. Use Restrictions

In using the Application, You expressly agree not to:

• Trick, defraud, or otherwise interfere with security-related features of the Application, including but not limited to user passwords or third-party accounts.
• Disparage, tarnish, or otherwise harm, in Provider's opinion, Provider or the Application.
• Engage in unauthorized framing of or linking to the Application.
• Engage in any automated use of the Application or its systems, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
• Delete the copyright or other proprietary rights notice from any content displayed on the Application.
• Attempt to impersonate another user or use the username of another user.
• Interfere with, disrupt, or create an undue burden on the Application or the networks or services connected thereto.
• Except as permitted by applicable law, decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code of the Application.
• Make any unauthorized use of the Application, including collecting user data or creating accounts under false pretenses.
• Use the Application as part of any effort to compete with Provider or for any commercial enterprise without Provider's written consent.
• Copy, modify, translate, or create derivative works of the Application.
• Rent, lease, lend, sell, sublicense, assign, distribute, publish, or otherwise make available the Application to any third party.
• Remove, disable, or circumvent any copy-protection, rights-management, or security features.

3. Intellectual Property

All materials, products, and services provided or generated on the Application are the property of Provider, its affiliates, directors, officers, members, employees, agents, suppliers, or licensors (collectively "Provider's Agents"), including all copyrights, trade secrets, trademarks, patents, and other intellectual property.

You agree not to reproduce or redistribute any of Provider's intellectual property in any way, including electronic, digital, or new trademark registrations, unless otherwise authorized.

You grant Provider a royalty-free and non-exclusive license to display, use, copy, transmit, and broadcast any content You upload or publish.

For issues regarding intellectual property claims, You should promptly contact Provider to resolve such issues.

4. Reservation of Rights

You acknowledge and agree that the Application is provided under license, and not sold, to You. You do not acquire any ownership interest in the Application, or any other rights thereto other than to use it in accordance with this Agreement.

Provider, Provider's Agents, and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including all copyrights, trademarks, and other intellectual property rights, except as expressly granted to You herein.

5. Collection and Use of Your Information

When You download, install, or use the Application, Provider may use automatic means (including cookies and web beacons) to collect information about Your device and Application usage.

You may also be required to provide certain information about Yourself as a condition for access or functionality. You are responsible for ensuring the accuracy and security of this information.

All information collected by Provider shall be subject to Provider's Privacy Policy available at: https://yelosphere.com/privacy-policy

By downloading, installing, or using the Application, You consent to all actions taken by Provider regarding Your information in compliance with that policy.

6. Content and Services

The Application may provide You with access to Provider's website at https://yelosphere.com and related products, services, and features ("Content and Services").

Your access to and use of such Content and Services are governed by the Website's Terms of Service located at https://yelosphere.com/terms-and-conditions, which are incorporated herein by reference. Any violation of such Terms of Service will also be deemed a violation of this Agreement.

7. Geographic Restrictions

The Content and Services are based in the state of Delaware, United States, and provided for access and use only by persons located in the United States. If You access the Application from outside the United States, You are responsible for compliance with local laws.

8. Updates

Provider may, from time to time and in its sole discretion, develop and provide updates, which may include upgrades, patches, and new features. Updates may modify or delete certain functionality. Provider has no obligation to provide any updates or continue support for specific features.

You agree to promptly install all available updates and acknowledge that the Application may not function properly without them. All updates are deemed part of the Application and are subject to this Agreement.

9. Third-Party Materials

The Application may display, include, or make available third-party content, data, or links to other websites or services ("Third-Party Materials"). You acknowledge that Provider is not responsible for such materials, including their accuracy, completeness, legality, or quality.

Accessing or using Third-Party Materials is at Your own risk and subject to those third parties' terms and conditions.

10. User Accounts and Security

If You suspect any issue regarding the security of Your account, You must inform Provider immediately. Failure to do so may delay resolution of the issue.

Provider reserves all rights to terminate accounts, edit or remove content, and cancel orders at any time, at its sole discretion.

11. Term and Termination

This Agreement commences when You install or accept it and continues until terminated by either party.

You may terminate this Agreement by deleting the Application and all copies thereof from Your Mobile Device. Provider may terminate this Agreement at any time without notice if it ceases to support the Application or if You breach any provision of this Agreement.

Upon termination, all rights granted to You will automatically terminate, and You must cease use of the Application and delete all copies. Termination will not limit any of Provider's rights or remedies at law or in equity.

12. Applicable Law

By using the Application, You agree that this Agreement is governed by the laws of the State of Delaware, without regard to its conflict of law principles. Any legal proceedings shall be brought exclusively in the courts of Delaware, and You waive any objection to such jurisdiction or venue.

13. Dispute Resolution

Any dispute related in any way to Your access or use of the Application shall be limited to the parties individually. To the full extent permitted by law:

• No action shall be joined with any other proceeding.
• There is no right or authority for any dispute to be filed on a class-action basis.
• There is no right to bring any dispute in a representative capacity on behalf of the public or other users.

14. Indemnification

You agree to indemnify, defend, and hold harmless Provider and Provider's Agents from any claims or demands arising from Your use or misuse of the Application. Provider reserves the right to select its own legal counsel.

Provider shall not be responsible for any loss, damage, delay, or failure to act caused by circumstances beyond its reasonable control. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

15. Limitation on Liability

Provider shall not be liable for any damages resulting from Your use or misuse of the Application. In no event will Provider or its Agents be liable for any direct, indirect, incidental, consequential, special, or punitive damages, including lost profits, revenue, or data, even if advised of such damages.

16. Disclaimer

The Application and its services are provided on an "AS-IS" and "AS-AVAILABLE" basis. You agree that Your use of the Application is at Your sole risk.

Provider disclaims all warranties, express or implied, including those of merchantability, fitness for a particular purpose, and non-infringement. Provider makes no representation or warranty about:

• Accuracy or completeness of content;
• Personal injury or property damage resulting from access or use;
• Unauthorized access to or use of secure servers;
• Interruptions or transmission failures;
• Bugs, viruses, or other harmful components; or
• Errors or omissions in content.

Provider does not endorse or guarantee any product or service offered by a third party through the Application or linked sites.

17. Waiver

No failure or delay by Provider in exercising any right shall operate as a waiver thereof. If there is a conflict between this Agreement and any other applicable terms, this Agreement shall govern.

18. Miscellaneous

Nothing in this Agreement creates a joint venture, partnership, employment, or agency relationship between You and Provider. The provisions herein shall not be construed against Provider as the drafting party.

The paragraph headings are for convenience only and have no legal effect. It is recommended that You print a copy of this Agreement for Your records.

19. Contact Information

For questions, complaints, or further information regarding this Application, please contact: yelosphere@yelosoftware.com