Saela Technologies Inc.
Term Of Service
Effective Date: 1 November 2025
Saela Technologies Inc.,
Registered Office: [insert], Delaware, USA
Email: contact@saelasync.com
These Terms of Service (“Terms”) governs the contractual relationship between:
- Saela Technologies Inc., a Delaware C-Corporation, a Delaware, USA (hereinafter referred to as “Saela”, “we”, “our”, and “us”),
and
- each individual, user or visitor (collectively “you” or “your”) accessing the website, Saela’s mobile application, namely, ‘Saela Sync’ (the “App”) and the AI-powered features, tools, functionalities, content, and services made available through the App, including symptom tracking, wellness recommendations, and informational insights based on user-provided data or our website (collectively the “Services”).
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 is conditioned upon your acceptance of and compliance with these Terms.
1. ACCEPTANCE OF TERMS
By accessing the Services, you agree to be bound by these Terms and accept to comply with all applicable laws and regulations. Should you disagree with being bound by these Terms, in whole or in part, you shall (i) not be permitted/authorized to use the Services; and (ii) not use or access the Services. Your continued use of the 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, capable of forming a binding contract, and that you consent to receive all communications electronically, including notices, agreements, disclosures, and updates.
2. MODIFICATION OF TERMS
Saela may update or modify these Terms at any time in its discretion. Material changes will be communicated via electronic communication which may include in-app notices, pop-up alerts, or emails 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 Services and request, in writing, account deletion. Your continued access to the App and your continued use of the Services (defined below) following the notice of any changes to these Terms shall be subject to the newly modified Terms.
3. THE APP AND SERVICES
3.1 Inputs and Accuracy. You represent and warrant that you are solely responsible for the accuracy of all information you input, data, content, and information that you put into the App (“User Data”), 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 third party services such as Apple HealthKit and/or Google Fit.
3.2 License Grant. Subject to these Terms and your timely payment of the applicable Subscription Plan fees as defined below, 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.
3.3 Access and Suspension. Saela may, in its sole discretion, discontinue, restrict, or suspend your access to the Services if Saela believes that you will or have violated any of the Terms herein, or are using the Services in a manner that is unlawful, abusive, harmful, or inconsistent with their intended purpose.
3.4 Third Party Services. The Services may enable you to access, link to, or interact with third-party websites, applications, services, content, devices, or resources (“Third-Party Services”). Saela does not control and is not responsible for any Third-Party Services, including their availability, accuracy, content, data practices, or terms and policies. Your access to and use of Third-Party Services is solely at your own risk and subject to the applicable third party’s terms, conditions, and privacy policies. You are solely responsible for complying with all such third-party terms and for any acts or omissions that occur in connection with your use of Third-Party Services.
3.5 App Store Terms. If you download the App from the Apple App Store or Google Play Store, you acknowledge that: (i) the Terms of this agreement 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, in its sole discretion, refund the purchase price (if any); and (vi) Apple/Google are not responsible for addressing any claims relating to the Services or your use of the App.
3.6 Updates. Saela may, but is not obligated to 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 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.
3.8 De-identified and Aggregated Data. Saela may create de-identified and/or aggregated data from User Data and may use and disclose such data for analytics, Service improvement, and benchmarking, provided such information does not identify you or any individual.
3.9 Artificial Intelligence. The Services use artificial intelligence (“AI”) and machine learning to analyze User Data and provide adaptive insights. The AI operates solely based on data you provide or authorize through integrations (e.g., Apple HealthKit or Google Fit). The AI-generated outputs are provided for general informational and wellness purposes only and do not constitute medical advice, medical determinations, diagnoses, treatment recommendations, or legal effects, nor do they replace professional medical judgment. Saela does not guarantee the accuracy, completeness, reliability, or usefulness of any AI-generated outputs and makes no representations or warranties regarding outcomes, results, or improvements associated with use of the App or Services. AI-generated output may be incomplete, inaccurate, or inappropriate for your individual circumstances. You acknowledge and agree that your use of, and reliance on, any AI-generated output is at your own risk.
4. REGISTRATION, PASSWORD AND SECURITY
4.1 User Account. 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”). 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.
4.2 Accuracy of User Data. You represent and warrant that you shall be responsible for providing true, accurate, current and complete information about yourself as prompted by Saela’s registration process on the App, and (ii) maintaining and promptly updating the information provided during registration. All User Data shall be accurate, current, and complete at all times.
4.3 Login Credentials. You may indicate, during the registration process, to Saela your User Account details including your 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. 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.
5. SUBSCRIPTION PLANS, SUBSCRIPTION FEES, PAYMENT METHOD AND TAXES
5.1 Subscription Plans. Saela currently offers free and paid premium subscription plans on the App, which enable you to use the Services (“Subscription Plan(s)”). Each Subscription Plan includes the features of the Subscription Plan that you will have access to, any additional terms and conditions, and 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. Saela will process your payment via a Third Party Service.. When you purchase a Subscription Plan, you shall provide Saela with your full name, email address, and credit or debit card details. 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 the applicable Third Party Service 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 Invoicing and Billing. You will be billed on a recurring and periodic basis (“Billing Cycle”). Billing Cycles may be set on a monthly or annual basis, based on the applicable Subscription Plan. You shall be responsible for providing us with true, current, complete and accurate billing and contact information. 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. You agree to notify Saela of any billing queries and errors within thirty (30) days after receipt of your invoice. If you do not notify Saela within that time, you waive the right to dispute such billing issue.
5.4 Payment and Cancellation. You represent and 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. If Saela does not receive timely payment from your verified payment method, 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 immediately suspend or terminate your User Account and access to the App and Services without any notice to you.
5.5 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.
5.6 Pricing. Saela may modify subscription fees or introduce new pricing structures from time to time upon reasonable notice. Any changes to subscription fees will apply only to future subscription periods and will not affect the fees applicable to your then-current subscription term.
5.7 Subscription Changes. 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 its associated Services, upon notice to you in accordance with the Terms herein.
5.8 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. Applicable tax amounts (if any) are not included in the fees set forth in this Agreement. If Saela is under a legal obligation to pay or collect Taxes for which you are responsible under this Section 5.8, 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
You may not use the App or Services 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.
When accessing the App, you shall be prohibited from:
(i) 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.
(ii) using any device, software or the like to interfere or attempt to interfere with the proper functioning of the App;
(iii) taking any action that imposes an unreasonable or disproportionately large data load on the App’s infrastructure;
(iv) copying, reproducing, altering, modifying, creating derivative works, or publicly displaying any content from the App without Saela’s prior written consent;
(v) accessing, tampering with, or use non-public areas of the App and/or Services;
(vi) 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;
(vii) 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;
(viii) 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;
(ix) attempting to access any area of the App to which access is not authorized;
(x) using any robot, spider, other automatic device or manual process to monitor or copy any part of the App;
(xi) 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;
(xii) using manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any page of the App;
(xiii) 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;
(xiv) 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;
(xv) 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;
(xvi) 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;
(xvii) 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
(xviii) 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
THE APP AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAELA DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND QUIET ENJOYMENT.
THE APP AND SERVICES ARE PROVIDED FOR GENERAL INFORMATIONAL AND WELLNESS PURPOSES ONLY AND DO NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. THE APP AND ANY INSIGHTS, RECOMMENDATIONS, OR ANALYSES GENERATED THROUGH THE APP ARE NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE OR CARE. YOU SHOULD ALWAYS SEEK THE ADVICE OF A QUALIFIED HEALTHCARE PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION AND NEVER DISREGARD, DELAY, OR MODIFY MEDICAL TREATMENT BASED ON INFORMATION OBTAINED THROUGH THE APP. SAELA DISCLAIMS ALL LIABILITY FOR ANY DECISIONS, ACTIONS, OR OUTCOMES RESULTING FROM YOUR RELIANCE ON THE APP OR SERVICES.
SAELA DOES NOT WARRANT THAT THE APP OR SERVICES WILL BE ACCURATE, COMPLETE, RELIABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE APP, SERVICES, OR ANY SERVERS USED TO PROVIDE THEM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. INFORMATION MADE AVAILABLE THROUGH THE APP MAY CONTAIN ERRORS, INACCURACIES, OR TYPOGRAPHICAL ERRORS AND MAY BE UPDATED OR CHANGED AT ANY TIME WITHOUT NOTICE.
YOUR USE OF THE APP AND SERVICES IS AT YOUR SOLE RISK. SAELA SHALL NOT BE RESPONSIBLE FOR ANY INTERRUPTION, DELAY, OUTAGE, LOSS OF DATA, OR FAILURE OF PERFORMANCE RESULTING FROM CAUSES BEYOND ITS REASONABLE CONTROL.
8. INTELLECTUAL PROPERTY RIGHTS
8.1 Saela’s IP Rights. Saela retains all intellectual property rights in the Services and any improvements, modifications or derivative works thereof. 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. All rights not expressly granted herein are reserved by Saela. Saela reserves the right to enforce its intellectual property rights to the fullest extent of the law, including seeking injunctive relief.
8.2 User IP Rights. You retain all intellectual property rights in the User Data and any other personal information that you share with Saela through the Services. You hereby grant Saela a worldwide, non-exclusive, royalty-free license to host, store, reproduce, and use your User Data solely to provide, maintain, secure, and improve the Services.
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; (ii) your use or misuse of the App and Service(s); and/or (iii) your infringement of misappropriation, or violation of the intellectual property rights or other rights of any 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 Stripe), 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 Waiver. TO THE EXTENT PERMITTED BY LAW, 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, LOSS OF USER DATA, UNAUTHROIZED ACCESS TO USER DATA INTERRUPTION, 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 Liability Cap. TO THE EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, SAELA’SITS AFFILIATES (IF ANY), ITS LICENSORS AND ITS VENDORS AS WELL AS THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS 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).
10.3 Time Limit. 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, and Stripe. 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 in accordance with the Privacy Policy.
13. DATA SECURITY AND AI MODEL SAFEGUARDS
13.1 Data Security. Saela uses commercially reasonable efforts to implement and maintain strict administrative, technical, and physical safeguards to protect the confidentiality, integrity, and security of your data. 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 data protection laws. 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.
13.2 AI Model Safeguards. Saela’s AI and machine learning systems are designed with privacy and data security mechanisms. 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.
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. 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. TERM AND TERMINATION OF SUBSCRIPTION PLAN
14.1 Term. These Terms remain in effect until terminated as set forth herein.
14.2 Termination. You may terminate these Terms at any time by discontinuing use of the App and Services and deleting your User Account. Saela may suspend or terminate your access to the App or Services at any time, with or without notice, if you breach the Terms herein. Saela may also terminate the App or Services generally at any time for any reason.
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 forty-eight 48 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 written notice of any price changes. Your continued use after the effective date of such price change constitutes acceptance. If you do not agree to a price change, you must cancel before it takes effect.
14.4 Effect of Termination. Upon termination, (i) your right to access and use the App and Services will immediately cease; (ii) any licenses granted to you under these Terms will terminate; (iii) Sections that by their nature should survive termination (including intellectual property, disclaimers, limitation of liability, indemnification, governing law, and dispute resolution) will survive; and (iv) Saela may delete or anonymize your account information and User Data in accordance with its Privacy Policy and applicable law, unless retention is required or permitted by law.
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 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 (each a “Force Majeure Event”), provided the affected Party uses reasonable efforts to mitigate the impact. Payment obligations are not excused by a Force Majeure Event.
17.2 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).
17.3 No Waiver. Except as otherwise provided in the Terms, 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.
17.4 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. 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. Subject to the foregoing, these Terms will be binding upon and will ensure to the benefit of the parties and their respective successors and assigns. Any assignment in violation of the foregoing shall be null and void.
17.5 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.
17.6 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.
17.7 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.