Saela Technologies Inc.
Term Of Service

Effective Date: 1 November 2025

These Terms of Service (“Terms”) governs the contractual relationship between:

  • Saela Technologies Inc., a Delaware C-Corporation, having its registered office at [insert address] Delaware, USA (hereinafter referred to as “Saela”, “we”, “our”, and “us”),

and

  • each individual, user or visitor (collectively “you” or “your”) (i) accessing Saela’s mobile application, namely, ‘Saela Sync’ or our website [insert URL], (collectively the “App”), and/or (ii) using the Services (as defined under Section 3.1 of these Terms) via the App.

You and Saela shall also hereinafter be referred to together as the “Parties” and individually as a “Party”.

Please read these Terms carefully before using the App. Your access to the App and your use of the Services (as defined below) is conditioned upon your acceptance of and compliance with these Terms.

1. ACCEPTANCE OF TERMS

By accessing the App and by using the Services (as defined below) you agree to be bound by these Terms and accept to comply with all applicable laws and regulations. Should you disagree to be bound by these Terms, in whole or in part, you shall (i) not be permitted/authorized to use the Services (defined below), and (ii) refrain from accessing/using the App. Your continued use of the App and Services shall be deemed to constitute your acceptance of these Terms.

By accepting these Terms, you represent that you are at least eighteen (18) years of age (or the age of majority in your jurisdiction), capable of forming a binding contract, and that you consent to receive all communications electronically, including notices, agreements, disclosures, and updates, which satisfy any legal requirement that such communications be in writing.

2. MODIFICATION OF TERMS

Saela may update or modify these Terms at any time in its discretion. Material changes will be communicated via in-app notice, pop-up alert, or email to the address associated with your User Account. Your continued use of the App following such notice constitutes your acceptance of the updated Terms. If you do not agree, you must discontinue use of the App and request account deletion. Your continued access to the App and your continued use of the Services (defined below) following the posting of any changes to these Terms shall be subject to the newly modified Terms.

THE APP AND SERVICES

3.1. Saela provides you, through our App, with an artificial intelligence (AI)-powered menstrual cycle tool that provides symptom tracking, wellness recommendations, and insights based on your personal data/inputs (the “Service(s)”).

3.2. You acknowledge and agree that you are solely responsible for the accuracy of all information you input into the App, including but not limited to menstrual and reproductive health data. Saela shall not be liable for any errors, omissions, or inaccuracies resulting from your input of information, whether entered manually or integrated with Apple HealthKit and/or Google Fit.

3.3. You may connect to the Service using any Internet browser supported by the App. You acknowledge that you shall solely be responsible for obtaining access to the Internet and the mobile phone/tools necessary to use the Services on the App.

3.4. License Grant. Subject to these Terms and your timely payment of the applicable Subscription Plan (defined below) fees, Saela grants you a limited, non-exclusive, non-transferable, revocable license to download, install, and use the App on your personal mobile device solely for your personal, non-commercial use. You may not reproduce, distribute, publicly display, modify, reverse engineer, decompile, disassemble, or create derivative works from any portion of the App except as expressly permitted by applicable law. All rights not expressly granted herein are reserved by Saela and its licensors. Saela may update, modify, or discontinue the App or any portion thereof at any time, without liability to you. Your license terminates automatically if you violate these Terms, attempt unauthorized access or modification of the App, or engage in conduct that could harm Saela or its users. Upon termination, you must uninstall and delete all copies of the App.

3.5. App Store Terms. If you download the App from the Apple App Store or Google Play Store, you acknowledge that: (i) these Terms are between you and Saela only; (ii) Apple/Google are third-party beneficiaries and may enforce these Terms against you; (iii) your use of the App must comply with the applicable app store’s terms; (iv) Apple/Google have no obligation to furnish any maintenance and support services; (v) in the event of any failure of the App to conform to any applicable warranty, you may notify Apple/Google, and Apple/Google may refund the purchase price (if any); and (vi) Apple/Google are not responsible for addressing any claims relating to the App or your use of the App.

3.6. Updates. Saela may provide updates, patches, or new releases (collectively, “Updates”). Some Updates may be required to continue using the Services. You consent to receive and install Updates automatically.

3.7. User Inputs. You retain your rights in the information you input into the App. You grant Saela a worldwide, non-exclusive, royalty-free license to host, store, reproduce, and use such data solely to provide, maintain, secure, and improve the Services.

3.8. Feedback. If you provide feedback, suggestions, or ideas regarding the Services (“Feedback”), you grant Saela a perpetual, irrevocable, worldwide, royalty-free right to use, reproduce, disclose, sublicense, and commercialize the Feedback without restriction or attribution.

3.9. De-identified and Aggregated Data. Saela may create de-identified and/or aggregated data from Personal Information (as defined under our Privacy Policy) and may use and disclose such data for analytics, Service improvement, and benchmarking, provided such information does not identify you or any individual.

3.10. Artificial Intelligence. The App uses artificial intelligence (“AI”) and machine learning to analyze user inputs and provide adaptive insights. The AI operates based on data you provide or authorize through integrations (e.g., Apple HealthKit or Google Fit). The insights generated do not constitute medical determinations or legal effects, and no automated decision-making that affects your legal rights occurs. Saela’s AI systems do not make individualized health diagnoses or replace professional medical judgment, and all insights provided are generated for informational and wellness purposes only.

4. REGISTRATION, PASSWORD AND SECURITY

4.1. To be able to use the Services on the App, you must create an account using your email address, one-time password (OTP), or third-party login credentials including Apple, Google, or device biometrics (“User Account”).

4.2. Each User Account is personal, non-transferable and may only be registered and used by one (1) single individual. You may not access any third-party’s account or authorize any third-party to access your User Account and use the Services on your behalf. You acknowledge and agree that Saela may, in its sole discretion, deny you access to its App and/or Services for any reason or no reason at all.

4.3. You agree to (i) provide true, accurate, current and complete information about yourself as prompted by Saela’s registration process on the App, and (ii) maintain and promptly update the information provided during registration to keep it true, accurate, current, and complete at all times. If you provide any information to Saela that is untrue, inaccurate, outdated, or incomplete, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, we may close your User Account on the App and deny you the ability to access and use the Services. You agree to hold Saela harmless and bear full responsibility for all damages accrued by Saela in the event of any violation of the obligations provided under this Section 4.3.

4.4. You may indicate, during the registration process, to Saela your User Account’s username (which shall be your registered email address) and your choice of password to be used as login credentials to access your User Account (“Login Credentials”). You shall be solely responsible for (i) maintaining the confidentiality of your Login Credentials; and (ii) any and all activities which occur under your User Account. You agree to notify Saela immediately of any unauthorized use of your User Account or any other breach of security. Saela shall not be liable for any loss that you may incur as a result of any third-party using your Login Credentials and/or accessing/using your User Account either with or without your knowledge. However, you may be held liable for losses incurred by Saela due to any third-party using your Login Credentials and/or User Account. You acknowledge and agree that you may not (a) use the User Account of another user registered on the App, and further acknowledge that User Accounts are for use by one user only, and (b) impersonate any individual or entity, or falsely state or otherwise misrepresent any affiliation with an individual or entity when accessing the App and when using the Services.

4.5. Saela reserves the right to verify any information provided and suspend or close User Accounts if fraudulent, incomplete, or suspicious activity is detected. Saela may also temporarily suspend access to protect system integrity.

SUBSCRIPTION PLANS, SUBSCRIPTION FEES, PAYMENT METHOD AND TAXES

5.1. Subscription Plans. Saela currently offers you with both free and paid premium subscription plans on the App, which enables you to use the Services (“Subscription Plan(s)”). Each Subscription Plan includes the features of the Subscription Plan that you will have access to as well as the applicable fee. The features of the Subscription Plans are further detailed on the App.

5.2. Subscription Fees. A valid payment method, including but not limited to credit card, debit card, Apple Pay or Google Pay account is required to process the payment for your selected paid Subscription Plan.  Payments and refunds for all subscription purchases are processed exclusively through the Apple App Store or Google Play Store in accordance with their applicable terms and refund policies. Saela does not directly process payments or issue refunds. Users must request cancellations or refunds via their respective app-store account settings. By submitting such payment information, you automatically authorize Saela and our third-party payment processors to charge the Subscription Plan fees to your credit card, debit card, Apple Pay or Google Pay account in full for (i) the applicable Subscription Plan fee, (ii) any other charges as agreed between the Parties, and (iii) any and all applicable taxes.

5.3. You will be billed on a recurring and periodic basis (“Billing Cycle”). Billing Cycles may be set on a monthly and annual basis. You shall be responsible for providing us with true, current, complete and accurate billing and contact information.

5.4. You warrant that you are authorized to use your chosen credit card, debit card, Apple Pay or Google Pay account as a payment method. Saela does not receive or store your complete payment card information. All subscription fees, billing terms, and renewal options are governed by the terms and policies of your app store provider. You are responsible for managing your subscription, including cancellation, through your app store account settings. Saela is not liable for any fees, transaction errors, or billing disputes handled by third-party payment processors.

5.5. You acknowledge and agree that the fees for your selected paid Subscription Plan shall be (i) quoted and payable in United States dollars; (ii) non-refundable (except as required by law or by the app store’s refund policies); and (iii) payable on time and in full.

5.6. If Saela does not receive payment from your verified payment method on the due date, you shall immediately pay all amounts due to Saela upon request. Should Saela be unable to collect all such outstanding amounts, Saela may in its sole discretion close and cancel your User Account and access to the Services without any notice to you.

5.7. Chargebacks. You agree not to file chargebacks without first providing us a reasonable opportunity to resolve your concern. We may suspend or terminate access for suspected fraudulent or abusive chargebacks.

5.8. Saela may in its sole discretion and at any time, modify the Subscription Plan fees or introduce new pricing structures with reasonable notice. However, any modifications to the Subscription Plan fee (i) will not affect the fee you agreed to pay, on the commencement date of your current Subscription Plan, to Saela for the Services, and therefore (ii) shall remain unchanged for the duration of your current Subscription Plan.

5.9. You agree to notify Saela of any billing queries and errors within thirty (30) days after receipt of your invoice. Should you not notify Saela of any billing queries and/or errors, such absence of notification on your part shall be deemed to constitute your waiver of your right to dispute such queries and errors at a later date.

5.10. By purchasing a paid Subscription Plan, you acknowledge that your subscription will automatically renew unless you cancel at least twenty-four (24) hours before the end of the current billing period. Renewal charges will be billed automatically to your chosen payment method. All payments are final and non-refundable, except as required by law or platform policy.

5.11. Saela does not guarantee that the Subscription Plans and Services offered on the App will be offered indefinitely and reserves the right to change the Subscription Plan fees and Services, and to alter the features and options associated with any particular Subscription Plan or Services.

5.12. Saela reserves the right to suspend or terminate your access for non-payment, chargeback, or suspected payment fraud, without liability.

5.13. Taxes. Unless stated otherwise on the App, or under these Terms, all fees due for your use of and access to the App, shall be exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, whether disputed or not, including any value-added, sales, use or withholding taxes, assessable by any jurisdiction (“Taxes”). You shall be responsible for the payment of any and all Taxes (except for those based on Saela’s income) associated with the purchase of the Services on the App. You hereby indemnify and hold Saela harmless from the payment of any Taxes and costs associated with the collection or withholding thereof, including penalties and interest. If Saela is under a legal obligation to pay or collect Taxes for which you are responsible under this Section 5.11, the applicable amount shall be invoiced to and paid by you unless you provide Saela with a valid tax exemption certificate from the applicable taxing authority.

6. ACCEPTABLE USE OF THE APP

6.1. You may not use the App to transmit, distribute, store or destroy any material or information (i) in violation of any applicable law or regulation, (ii) in a manner that infringes upon Saela’s Intellectual Property Rights (as defined below) or upon any third-party’s intellectual property rights, and/or (iii) in a manner that violates the privacy or other personal rights of third parties.

6.2. When accessing the App, you shall be prohibited from:

  • using any automated system or process (including crawlers, bots, or AI models) to extract, scrape, or replicate any portion of the App, its insights, or underlying algorithms. You may not use information derived from the App to train, test, or enhance any external machine learning or artificial intelligence system.
  • using any device, software or the like to interfere or attempt to interfere with the proper functioning of the App;
  • taking any action that imposes an unreasonable or disproportionately large data load on the App’s infrastructure;
  • copying, reproducing, altering, modifying, creating derivative works, or publicly displaying any content from the App without Saela’s prior written consent;
  • accessing, tampering with, or use non-public areas of the App and/or Services;
  • probing, scanning, or testing the vulnerability of any of Saela’s system or network or breach or circumvent any of Saela’s security or authentication measures;
  • accessing, searching or attempting to access or search the App, by any means other than through Saela’s currently available, published interfaces that are provided by Saela, unless you have been specifically allowed to do so in a separate agreement with Saela;
  • reverse-assembling, reverse-engineering, decompiling or otherwise attempting to discover any source code relating to the App or any tool therein, except to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
  • attempting to access any area of the App to which access is not authorized;
  • using any robot, spider, other automatic device or manual process to monitor or copy any part of the App;
  • conducting any systematic or automated data collection activities on or in relation to the App, including but not limited to data scraping, mining, extraction, harvesting, framing and article spinning, without Saela’s prior written consent;
  • using manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any page of the App;
  • disrupting or interfering with the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the App;
  • uploading, posting, emailing, transmitting, or otherwise offering any source that may contain a software virus or other computer code, any files and/or programs which have been designed to interfere, destroy and/or limit the operation of any computer software, hardware, or telecommunication equipment;
  • forging any TCP/IP packet header or any part of the header information in any email or posting, or in any way using the App to send altered, deceptive or false source-identifying information;
  • intentionally or unintentionally violating any local, state, federal, national or international law, in addition to any rules of any nation, and any regulations having the force of law;
  • impersonating any other person or entity, selling your profile, providing false or misleading identification, payment or address information, or invading the privacy, or violating the personal or proprietary right, of any person or entity; and/or
  • collecting or storing of any personal information relating to any other user in connection with the prohibited conduct and/or activities which have been set forth in the aforementioned paragraphs.

7. DISCLAIMER OF WARRANTIES

7.1. Unless otherwise provided under these Terms, the App and Services shall be provided by Saela to you "as is," and “as available” with all faults, defects, bugs, and errors.

7.2. Health and Wellness Disclaimer. The App and its Services are designed for wellness and informational purposes only. Saela does not provide medical advice, diagnosis, or treatment. The App and its insights are not a substitute for professional medical consultation. The data, recommendations, and analyses generated by the App are based on user input, optional integrations, and proprietary algorithms. They are intended solely to help users better understand wellness patterns. You should always seek advice from a qualified healthcare provider before making decisions based on information obtained from the App. Never disregard, delay, or modify medical treatment because of something you read or interpret in the App. Saela disclaims all liability for decisions, interpretations, or outcomes resulting from reliance on any information or recommendations provided through the App.

7.3. Saela hereby disclaims all warranties and conditions with regard to your use of the App and Services, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title, non-infringement, quiet enjoyment or integration. Such exclusions of implied warranties apply within the extent permitted by law.

7.4. Saela and/or its group affiliates (if any), licensors and vendors make no representations about the suitability, accuracy, reliability or completeness of the information contained on the App and Services for any purpose. Saela and/or its group affiliates (if any) hereby disclaim all warranties and conditions with regard to the information contained on the App and Services, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.

7.5. You acknowledge that the information and related graphics published on the App and/or Services could include technical inaccuracies or typographical errors and changes.

7.6. Neither Saela nor its group affiliates (if any), licensors and vendors make any representation, warranty or guarantee that the information that may be available on the App and Services is free of infection from any viruses or other code or computer programming routines that contain contaminating or destructive elements or that are intended to damage, surreptitiously intercept or expropriate your computer system, data or personal information.

7.7. Saela provides you with the Services via the App in good faith and as such makes no warranty that (i) the Services will meet your requirements or expectations, (ii) your access to or use of the App  and Services will be uninterrupted, timely, secure or error free, (iii) any defects on the App and/or Services will be corrected, or (iv) the App and Services or any server through which you access the App and Services are free from viruses or other harmful components.

7.8. Saela does not guarantee uninterrupted or error-free operation of the App and shall not be responsible for any delay, malfunction, or outage beyond its reasonable control. Your use of the App is at your sole risk.

7.9. Downtime. You acknowledge that the App and/or Services may be temporarily unavailable due to scheduled maintenance or for unscheduled emergency maintenance, conducted either by Saela or our third-party service providers, or due to other causes beyond Saela’s reasonable control. Where reasonably possible, Saela shall use reasonable efforts to provide you with advance written notice as pertains to any scheduled service disruption.

8. INTELLECTUAL PROPERTY RIGHTS

8.1. All text, graphics, logos, images, software content, trademarks, third-party logos and names, data, or information contained in any materials, or documents used by Saela in relation to the App and Services, including, but not limited to, any and all copyrighted works, databases, text, tools, software, technology, algorithms, graphics, icons, designs, logos, hyperlinks, domain names, codes, and agreements (“Materials”), are the sole and exclusive property of or are licensed to Saela and as such all updates and modifications to the App, and Services will vest in us or our licensors. You may not reproduce, distribute or copy the Materials by any means, whether electronically or not, without our prior written permission.

8.2. Any and all intellectual property rights in the Materials, App, and Services, including all patents, rights in inventions, rights in designs, trademarks, trade and business names and all associated goodwill, rights to sue for passing off or for unlawful competition, copyright, moral rights and related rights, rights in databases, topography rights, domain names, rights in information (including know how and trade secrets) and all other similar or equivalent rights existing in the Materials, App and Services, now or in the future in any part of the world, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights for their full term (“Saela’s Intellectual Property Right(s)”), vests solely and exclusively in Saela, its group affiliates (if any), licensors or vendors, as the case may be. All rights not expressly granted by Saela to you are reserved by Saela. Save as expressly set out herein, you shall not acquire any right, title or interest in Saela’s Intellectual Property Rights.

8.3. All rights not expressly granted herein are reserved by Saela. You may not modify, reproduce, or create derivative works based on any part of the App or Services. Saela reserves the right to enforce its intellectual property rights to the fullest extent of the law, including seeking injunctive relief.

9. INDEMNIFICATION

You agree to indemnify and hold Saela harmless from and against any liability, demand, damages, cost, or expense arising from any third-party claim based on: (i) your violation of these Terms or applicable law; (ii) your use or misuse of the App and Service(s); and/or (iii) your infringement of Saela’s Intellectual Property Rights or other rights of a third party. You further agree to indemnify Saela from any claims arising from your misuse of health data, your violation of third-party platform terms (Apple or Google), or your breach of applicable data protection or consumer laws. Saela reserves the right to assume exclusive defense and control of any matter subject to indemnification, in which case you agree to cooperate fully with such defense.

10. LIMITATION OF LIABILITY

10.1. SAELA, ITS AFFILIATES (IF ANY), ITS LICENSORS, VENDORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD-PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO THE APP AND/OR FROM YOUR USE OF THE SERVICES, EVEN IF SAELA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2. While Saela takes precautions against security breaches, no website, mobile application, or internet transmission is completely secure, and as such, Saela and its affiliates (if any), licensors, and vendors shall not be liable for any direct, indirect, punitive, incidental, special, exemplary or consequential damages that may result from unauthorized access, hacking, data loss, or other breaches that may occur on the App, and/or through your use of the Services.

10.3. You acknowledge that there are risks inherent in internet connectivity that could result in the loss of privacy, confidential information and property. Saela specifically disclaims and makes no representation or warranty, oral or in writing, concerning the viability or compliance with applicable laws of the App and Services in a particular country, territory, or region.

10.4. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, SAELA, ITS AFFILIATES (IF ANY), ITS LICENSORS AND ITS VENDORS AS WELL AS THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF ACTION, AND IF FOUND LIABLE, SUCH LIABILITY SHALL AT ALL TIMES BE LIMITED TO THE TOTAL SUBSCRIPTION PLAN FEES (IF ANY) PAID BY YOU TO SAELA IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR IF YOU ARE ON A FREE SUBSCRIPTION PLAN A MAXIMUM OF ONE HUNDRED U.S. DOLLARS ($100.00 USD).

10.5. Saela acknowledges that in some jurisdiction’s liability limitations may not be accepted, in such cases, Saela’s liability shall be limited to the minimum extent allowed under applicable law.

10.6. No claim or cause of action arising out of or related to these Terms or your use of the App may be brought more than one (1) year after such claim or cause of action arose. This limitation applies to the fullest extent permitted by law.

11. THIRD PARTY INTEGRATIONS

The App may integrate with third-party platforms and Application Programming Interfaces (API), including Apple HealthKit and Google Fit. By enabling such integrations, you authorize Saela to exchange data with these platforms strictly for the purpose of providing or improving the App’s features. Saela is not responsible for the content, functionality, or data handling practices of third-party services. Your use of such integrations is governed by the respective third-party’s terms and privacy policies. You may revoke access through your device or account settings at any time.

12. PRIVACY POLICY

Your use of the App is also governed by Saela’s Privacy Policy, which explains in detail how we collect, use, disclose, retain, and protect your Personal Information and Sensitive Health Data. The Privacy Policy is incorporated by reference into these Terms and forms an integral part of your agreement with Saela.

In the event of any inconsistency between these Terms and the Privacy Policy concerning data handling or user rights, the Privacy Policy shall govern to the extent of that inconsistency. You acknowledge that by using the App, you have read, understood, and agreed to both these Terms and the Privacy Policy. Saela may update its Privacy Policy from time to time to reflect changes in data processing practices, technology, or legal requirements, and such updates will be communicated through in-App notifications or email as required by law.

13. DATA SECURITY AND AI MODEL SAFEGUARDS

Saela implements and maintains strict administrative, technical, and physical safeguards to protect the confidentiality, integrity, and security of your Personal Information and Sensitive Health Data (both defined under our Privacy Policy). These measures include encryption in transit and at rest, data minimization, access controls limited to authorized personnel, continuous monitoring for unauthorized activity, and secure data storage practices that comply with applicable U.S. privacy and consumer protection laws.

Saela’s artificial intelligence (AI) and machine learning systems are designed with privacy and data security by default. These systems may analyze de-identified or aggregated data to generate adaptive wellness insights and improve App performance. Saela does not use identifiable Sensitive Health Data to train public or shared AI models, and no AI system operated by Saela autonomously makes decisions that have legal or similarly significant effects on users.

AI model training and processing occur within controlled environments using secure servers. Any data used for model refinement is anonymized, aggregated, or otherwise de-identified in accordance with industry standards and applicable law. Saela employs technical safeguards to prevent re-identification and prohibits its employees, contractors, and vendors from attempting to reverse-engineer or infer identifiable information from AI-derived datasets.

While Saela takes commercially reasonable measures to secure its systems, you acknowledge that no technology platform can guarantee absolute security. Saela is not liable for any unauthorized access, disclosure, or misuse of information resulting from events beyond its reasonable control, including but not limited to network intrusions, software vulnerabilities, or malicious attacks.

In the event of a security or data incident that materially affects your Personal Information, Saela will promptly investigate the matter, mitigate potential harm, and notify affected users and regulatory authorities as required by applicable law. Notifications may be provided via email, in-app messaging, or other electronic means.

You are responsible for maintaining the confidentiality of your account credentials and device-level security. You must immediately notify Saela at contact@saelasync.com if you believe your account or data has been compromised so that remedial action can be taken to protect your information.

Saela conducts periodic risk assessments and audits of its AI and data systems to ensure ongoing compliance with applicable data protection, consumer, and AI transparency regulations.

14. SUSPENSION, TERMINATION AND CANCELLATION OF SUBSCRIPTION PLAN

14.1. Saela may suspend or temporarily disable access to all or part of the App, User Account, or Services if (i) Saela suspects you of partaking in any illegal activity; (ii) Saela reasonably believes that you have violated these Terms or applicable law; or (iii) applicable law enforcement or other government agencies have requested Saela to suspend or temporarily disable your access to the App and/or Services.

14.2. If Saela breaches any of its obligations under these Terms, you may terminate these Terms and close your User Account. Upon your termination of these Terms and closing of your User Account, Saela may (i) block your access to the App, (ii) block your use of the Services, (iii) disable your User Account, and/or (iv) delete all of your data in your User Account.

14.3. Auto-Renewal and Cancellation. Paid Subscription Plans automatically renew at the end of each Billing Cycle for successive periods equal in length to the initial term, unless you cancel at least twenty-four) 24 hours before the end of the then-current Billing Cycle through your account settings or the applicable app store. You may continue to access the Services until the end of your current paid term after cancellation. We will provide advance notice of any price changes in accordance with applicable law; continued use after the effective date of the price change constitutes acceptance. If you do not agree to a price change, you must cancel before it takes effect.

14.4. Upon termination or cancellation, Saela will delete or anonymize your data as described in our Privacy Policy, except where retention is required by law, for dispute resolution, or for legitimate business purposes.

15. DISPUTE RESOLUTION

Any dispute, claim, or controversy (collectively “Dispute(s)”) arising from or relating to these Terms or the App and Services shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Consumer Arbitration Rules. The arbitration shall take place in Delaware (USA), in English, and shall be conducted on an individual basis, no class actions or representative proceedings are permitted. You and Saela agree to waive any right to a jury trial. The arbitrator’s decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.

You and Saela agree that all Disputes will be resolved on an individual basis, and you waive any right to participate in a class action, collective action, or representative proceeding. The arbitrator shall not consolidate claims or preside over any form of representative or class proceeding.

16. GOVERNING LAW AND JURISDICTION

This Agreement shall be construed and enforced in accordance with the laws of the State of Delaware, USA, without regard to conflict-of-law principles. Any arbitration award may be enforced in any court of competent jurisdiction located in Delaware.

The American Arbitration Association located in [insert] County, Delaware, USA shall have exclusive jurisdiction to settle any Disputes which may arise out of or in connection with this Agreement.

17. GENERAL PROVISIONS

17.1. Force Majeure. Neither Party will be liable for any delay or failure to perform due to events beyond its reasonable control, including acts of God, labor disputes, epidemics, pandemics, and public health emergencies, failure of suppliers, utilities or communications, shortages, war, terrorism, or governmental actions, provided the affected Party uses reasonable efforts to mitigate the impact. Payment obligations are not excused.

17.2. Business Transfers. In the event of a merger, acquisition, restructuring, or sale of Saela’s assets, Saela may assign or transfer its rights and obligations under these Terms to a successor or acquirer, provided that such successor continues to comply with the Privacy Policy and these Terms.

17.3. Severability. In the event that any provision of these Terms shall be unenforceable or invalid under any applicable law or be so held by any applicable court decision, such unenforceability or invalidity shall not render the remaining provisions of these Terms unenforceable or invalid, and, in such event, such remaining provisions shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decision(s).

17.4. No Waiver. Save for section 5.9, each Party agrees that any delay or omission on the part of the other Party to exercise any right, power or remedy under these Terms will not automatically operate as a waiver of such right, power or remedy or any other right, power or remedy and no waiver will be effective unless it is in writing and signed by the waiving Party. Furthermore, the waiver or the single or partial exercise of any right, power or remedy by either Party hereunder on one occasion will not be construed as a bar to a waiver of any successive or other right, power or remedy on any other occasion.

17.5. No Assignment. Neither these Terms nor any rights under these Terms may be assigned or otherwise transferred by you, whether voluntarily or by operation of law, without the prior written consent of Saela. Subject to the foregoing, these Terms will be binding upon and will insure to the benefit of the parties and their respective successors and assigns. Any assignment in violation of the foregoing shall be null and void.

17.6. Survival. The provisions relating to intellectual property, warranties, limitation of liability, indemnification, data security, dispute resolution, and any other provisions that by their nature should survive termination shall remain in effect after termination.

17.7. Notices. Except as otherwise provided under these Terms, any notice required or permitted to be given will be effective only if it is in writing and sent by email, certified mail, registered mail, or courier.

17.8. Entire Agreement. These Terms represent the entire agreement between you and Saela relating to the App and Services and supersede any prior agreements or understandings.

18. CONTACT INFORMATION

Should you have any questions concerning these Terms and/or any issues or concerns about the App, and/or Services you may contact us as follows:

Saela Technologies Inc.,
Registered Office: [insert], Delaware, USA
Email: contact@saelasync.com

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