Please read carefully: These Terms of Service (these “Terms”) constitute a legally binding agreement between you (“you” or “your”) and Faceverse, with contact at contact@appentain.com (collectively with its successors in interest and permitted assigns, “Faceverse,” “we,” “us” or “our”). 

These Terms govern your access and use of our iOS application (the “App”), and our related content, products, and services (collectively, and together with the App, the “Service”). 

THESE TERMS CONTAIN VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, DISCLAIMERS OF WARRANTIES, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. THESE TERMS ALSO CONTAIN PROVISIONS REGARDING THE AUTOMATIC RENEWING OF YOUR SUBSCRIPTION. THESE TERMS REQUIRE THE USE OF ARBITRATION TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. PLEASE READ THEM CAREFULLY. 

THESE TERMS CONTAIN A BINDING, INDIVIDUAL ARBITRATION REQUIREMENT AND CLASS-ACTION WAIVER, WHICH MEANS YOU AND FACEVERSE AGREE TO RESOLVE MOST DISPUTES IN BINDING, INDIVIDUAL ARBITRATION AND NOT BY MEANS OF A CLASS ARBITRATION, A CLASS ACTION, ANY OTHER KIND OF REPRESENTATIVE PROCEEDING, OR A JURY TRIAL. (SEE SECTION 19 (DISPUTE RESOLUTION; BINDING INDIVIDUAL ARBITRATION).) YOU MAY OPT OUT OF THE ARBITRATION REQUIREMENT WITHIN 30 DAYS OF ACCEPTING THESE TERMS; INSTRUCTIONS FOR OPTING OUT ARE IN SECTION 19 (DISPUTE RESOLUTION; BINDING INDIVIDUAL ARBITRATION) BELOW. 

By downloading, installing, or using the Service in any manner, you agree to these Terms and you agree to comply with and be bound by any applicable specific, supplemental, or third-party licenses or terms when using the Service. 

IF YOU DO NOT AGREE TO ALL TERMS AND CONDITIONS IN THESE TERMS, DO NOT ACCESS AND IMMEDIATELY STOP USING THE SERVICE, CANCEL ANY ACCOUNT, AND IMMEDIATELY UNINSTALL AND DELETE ANY COPIES OF ANY APPS OR SOFTWARE INCLUDED IN THE SERVICE IN YOUR POSSESSION. 

1. Changes to the Terms and the Service 

We may update these Terms from time to time, in our sole discretion (for example, when we remove or release new features, technologies, or services, to comply with legal, regulatory, or contractual requirements, or in response to exceptional or unforeseen circumstances). In such cases, we will take reasonable measures to inform you, in accordance with the significance of the changes performed, for example, by revising the date at the top of the updated Terms, via email, or as a pop-up or push notification within the Service. It is your responsibility to review the Terms regularly and to check the Service for updates to these Terms regularly. Unless otherwise noted, the updated Terms will be effective as of the time at which we post the updated Terms in the Service. By continuing to access or use our Service after updates become effective, you agree to be bound by the updated Terms. If you do not agree to the updated Terms, you must immediately stop using our Service, uninstall and delete any copies of any Apps or any software included in the Service in your possession, and cancel your subscription and any account. 

We may also update, change, suspend, or discontinue the Service (or any part, content, or feature) at any time, without notice and without liability to you or anyone else (for example, to offer or test new or different features, technologies, or services, to repair, improve, or further develop the Service, to comply with legal, regulatory, or contractual requirements, or in response to exceptional or unforeseen circumstances). 

Some services and features may not be available in all countries, in all languages, or in all operating systems. 

2. Privacy 

Please refer to the applicable privacy policy for information on how we process your personal data, treat your information, and protect your privacy when you use the Service. 

3. Eligibility 

OUR SERVICE IS NOT AVAILABLE TO INDIVIDUALS UNDER THE AGE OF 16. If you are over the age of 16 but under the legal age of majority in your state of residence, your parent or guardian must review and agree to be bound by these Terms on your behalf and must supervise your use of the Service. 

YOU MAY NOT ACCESS OR USE THE SITES OR ORDER, ACCESS OR USE THE SERVICE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT OF LEGAL AGE TO FORM A BINDING CONTRACT WITH US OR YOUR PARENT OR LEGAL GUARDIAN HAS NOT AGREED TO THESE TERMS AND YOUR USE OF OR ACCESS TO THE SERVICE, OR (C) ARE PROHIBITED BY APPLICABLE LAW FROM ACCESSING OR USING THE SERVICE. 

4. End User License 

Subject to your compliance with these Terms and your payment of the applicable subscription fees, we hereby grant you, for your personal and non-commercial purposes, a limited, revocable, non-transferable, non-sublicensable, non-exclusive license to use the Service and to download and install a copy of the applicable App provided to you by us or on our behalf on a permitted device that you own or control. 

Except as expressly permitted by these Terms and the terms applicable to the mobile application store where we make the applicable App available (each, an “App Marketplace”), you cannot: (a) rent, lease, lend, sell, distribute, sublicense, or otherwise transfer or make available the Service; or (b) copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, alter, mimic, adapt, translate, or create derivative works of the Service, any updates, content, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open source components included with the Service). 

5. Purchases, Subscriptions, Promotional Codes, and Auto Renewals 

We may offer free trials at our sole discretion. Upon installation or expiration of a free trial offer (if applicable), or a redeemed Virtual Item or Promotional Code, you will be charged the applicable subscription fees (if any) for your use of the Service. Upon expiration of the initial term of your subscription, whether such subscription is weekly, monthly, quarterly, yearly, or otherwise, your subscription will automatically renew at the then-current subscription fee for recurring subscription periods of the same duration unless and until you affirmatively cancel your subscription. If you have purchased your subscription through an App, you can cancel your subscription or automatic renewals any time in your account settings with the App Marketplace according to the policies of each App Marketplace. If you have purchased your subscription through the Site, you can manage and cancel your subscription and any automatic renewals at any time following the instructions in your subscription purchase or renewal confirmation emails, or by following the instructions in the applicable support page of the Service. Uninstalling an App will not result in the cancellation of your subscription. If you have begun a subscription period and you then decide to cancel your subscription during such period, you will not receive a refund for the fees you already paid for such subscription period, and you will continue to be able to use the Service for which you subscribed until the end of such subscription period. We may change the applicable subscription fees at any time at our sole discretion. Changes to the subscription fees will not apply retroactively. 

The Service may enable you to purchase a limited, personal, non-transferable, non-sublicensable, revocable license to use virtual items or in-app consumables (collectively, the “Virtual Items”), which could include virtual cards, tokens, or other units that can be redeemed for additional features, enhancements, functionalities, content, or services within the Service. You are only allowed to purchase Virtual Items through the Service and you may only redeem or use Virtual Items through the Service in which the Virtual Items are purchased. We may manage, regulate, change, or remove Virtual Items at any time at our sole discretion. All consumable in-app purchases made through the Service and all Virtual Items (and all redemptions of Virtual Items) are final and non-refundable. You acknowledge that you will not receive any refund or compensation for unused Virtual Items when your access to the Service or your account (if any) is suspended or terminated for any reason. We may provide you with gift cards or promotional codes that can be redeemed for additional features, enhancements, functionalities, content, services, or Virtual Items within a specified Service and for a limited period of time, subject to eligibility requirements (the “Promotional Codes”). Promotional Codes have no cash value, are personal, non-transferable, non-sublicensable, and we are under no obligation to provide any compensation in connection with a Promotional Code. The Service may require that you create or log in to your account to use Promotional Codes. 

The validity of these Terms and the validity of any purchase associated with the Service will be considered independently from each other, meaning that the termination of such associated purchase will not affect the validity of these Terms, and the termination of these Terms may not affect the validity of such associated purchase. 

6. Prohibited Uses 

You agree that you will not, and will not permit any person accessing the Service using your account or device to do any of the following: 

• Use the Service in any manner not permitted by these Terms; 

• Use the Service for any purposes prohibited by applicable laws or regulations, or in any manner that violates or infringes upon the rights of others; 

• Import, submit, upload, publish, post, communicate, or transmit to others in any way whatsoever, any unlawful, fraudulent, deceptive, harmful, defamatory, inaccurate, abusive, offensive, threatening, hateful, violent, harassing, discriminatory, or racist content, or any content that infringes or violates another person’s rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity); 

• Copy (except as expressly permitted by these Terms) or modify the Service; 

• Frame, mirror, display, or incorporate the Service or any portion into any other program, site, service, or product; 

• Use the Service in a manner that interferes with, degrades, or disrupts the integrity or performance of any of our networks, technologies, products, or services; 

• Use any data mining or similar automated or manual data extraction, gathering, or scraping methods in connection with the Service; 

• Circumvent, bypass, defeat, modify, tamper with, or disable any content protection system, digital rights management, security feature, or functionality in the Service; or 

• Allow others to do any of the foregoing. 

7. Our Intellectual Property Rights 

We or our licensors retain and exclusively own all rights, title, and interest in and to the Service and its content (including software, artwork, photos, videos, music, sounds, text, information, and other materials posted, provided, or otherwise made available through the Service, but excluding any User-Generated Content), including all intellectual property rights, whether registered or not, which include, but are not limited to, copyrights, patents, patent disclosures, and inventions (whether patentable or not), trademarks, service marks, trade secrets, know-how, and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works, and all other rights in and to the Service. 

We reserve all rights not expressly granted to you under these Terms. 

8. User-Generated Content 

The Service or one or more Promotions (as defined below) may provide features that allow you to upload, store, receive, create, modify, share, or publish textual, visual, audio, or other content (collectively, the “User-Generated Content”). We do not claim any ownership rights to User-Generated Content. 

In order to allow us to operate, provide you with, and improve the Service and our technologies (and to develop new ones), we must obtain from you certain rights related to User-Generated Content that is covered by intellectual property rights. You hereby grant us a license to use User-Generated Content for the purposes of operating, developing, and improving the Service or new technologies or services, except that we will only use your User-Generated Content to improve the performance of machine learning models with your prior consent, all in accordance with the applicable privacy policy (please refer to section 2 (Privacy) for the applicable privacy policy). You will not be entitled to compensation for any use of User-Generated Content by us under these Terms. 

You are solely responsible for the User-Generated Content, and you represent and warrant that such content will not infringe upon or violate the rights of any person, that it complies with these Terms and any applicable law, and that you have all the rights and authorizations necessary to grant the license in the paragraph above and to upload, store, receive, create, modify, share, or publish the User-Generated Content on or through the Service and, when applicable, in connection with the Promotion. 

We welcome feedback, comments, and suggestions for improvements to the Service (“Feedback”). If you provide any Feedback, we may use it without restriction or compensation to you. 

9. Generative AI Features 

The Service may enable you to use certain features that implement one or more generative artificial intelligence models or tools (the “Generative AI Features”). The Generative AI Features may allow you to insert or upload as input text, images, video, audio, or other content (“Input”). Based on the Input, you may generate and receive as output content such as text, images, video, or audio (“Output”). Your Input and Output are considered User-Generated Content under these Terms and, as between you and us, your Input and Output are yours. 

Without limiting section 6 (Prohibited Uses), when using Generative AI Features, you will not, and will not permit any person accessing the Service using your account to do any of the following: 

• Upload, generate, or distribute content that facilitates the exploitation or abuse of children, including all child sexual abuse materials and any portrayal of children that could result in their sexual exploitation; 

• Upload, generate, or distribute content that contains or promotes sexually explicit content or profanity, including pornography, or any content or services intended to be sexually gratifying; 

• Perform or facilitate dangerous, illegal, or malicious activities, including (a) facilitation or promotion of illegal activities or violations of law, (b) abuse, harm, interference, or disruption of services (such as spam, phishing, or malware), (c) attempts to override or circumvent safety filters or intentionally drive the Generative AI Features to act in a manner that contravenes these Terms or other applicable policies, (d) generation or distribution of content that may harm or discriminate against individuals or a group, or promote any of the foregoing, and (e) generation or distribution of content intended to misinform, misrepresent, mislead, exploit, or harm others; 

• Upload, generate, or distribute content that encourages the illegal or inappropriate use of alcohol, tobacco, drugs, or the use of explosives, firearms, ammunition, or certain firearms accessories; 

• Upload, generate, or distribute content that promotes violence or incite hatred against individuals or groups based on race or ethnic origin, religion, disability, age, nationality, veteran status, sexual orientation, gender, gender identity, caste, immigration status, or any other characteristic that is associated with systemic discrimination or marginalization; or 

• Upload, generate, or distribute content that depicts gratuitous violence or other dangerous activities. 

10. Promotions, Contests, and Sweepstakes 

Promotions, contests, and sweepstakes that you enter on the Service or in connection with the Service (each, a “Promotion”) may be subject to official rules or conditions that are supplemental to these Terms, and which may provide eligibility requirements, entry instructions, deadlines, prize information, and restrictions. If you wish to participate in a Promotion, please refer to the applicable official rules or conditions. If a Promotion’s official rules or conditions conflict with these Terms, the provisions contained in the official rules or conditions govern and control the relevant Promotion. Your entry into a Promotion constitutes User-Generated Content and is subject to all provisions of these Terms that govern your submission and our use of your User-Generated Content, and we may also use such User-Generated Content for advertising, marketing, and promotional purposes. 

11. Third-Party Services, Materials, and Advertising 

The Service may enable access to third-party services, software, and websites (collectively, “Third-Party Services”). The Service may also display, include or make available content, information, and materials from third parties, including User-Generated Content (collectively, “Third-Party Materials”) or provide links to certain Third-Party Services or Third-Party Materials. 

You understand that by using the Service, you may encounter content, including Third-Party Services and Third-Party Materials, that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language, and that the results of any search may automatically and unintentionally generate links or references to objectionable material. By using the Service, you further acknowledge and agree that we are not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect of such Third-Party Services or Third-Party Materials. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any Third-Party Services or Third-Party Materials. Such Third-Party Services and Third-Party Materials are provided solely as a convenience to you. You agree to use the Service and any Third-Party Services or Third-Party Materials at your sole risk, and you acknowledge that we will not have any liability to you for content that may be found to be offensive, indecent, or objectionable. 

In addition, Third-Party Services and Third-Party Materials that may be accessed from, displayed on, or linked from your device may not be available in all languages, in all countries, or in all operating systems. We make no representation that such Third-Party Services and Third-Party Materials are appropriate or available for use in any particular location. To the extent you choose to access or use such Third-Party Services or Third-Party Materials, you do so at your own initiative and are responsible for compliance with any applicable laws. 

We, and our content providers and licensors, reserve the right to change, suspend, remove, limit, or disable access to any Third-Party Services or Third-Party Materials at any time without notice. We will not be liable for the limitation, removal of, or disabling of access to any such services or materials. 

You acknowledge and agree to comply with applicable third-party terms and conditions related to the use of the Service, Third-Party Services, and Third-Party Materials. 

The Service may contain advertisements. In consideration for your access and use of the Service, you agree that we, our affiliates, and our third-party partners may place advertising on the Service. 

12. Disclaimer of Warranties 

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE (EXPRESSLY INCLUDING ALL CONTENT AND FEATURES MADE AVAILABLE VIA THE SERVICE), IS PROVIDED "AS IS" AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICE, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF COURSE OF DEALING, OF TRADE USAGE OR PRACTICE, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NON-INFRINGEMENT. WE DO NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICE, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE SERVICE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICE WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT ERRORS OR DEFECTS IN THE SERVICE WILL BE CORRECTED, OR THAT THE SERVICE IS FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR OUR AUTHORIZED REPRESENTATIVES WILL CREATE A WARRANTY. SHOULD THE SERVICE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION, AND YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS OR CORRUPTION OF DATA THAT RESULTS FROM THE USE OF AND ACCESS TO THE SERVICE. 

SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. 

13. Indemnification 

You will defend, indemnify, and hold us, our affiliates, parent companies, officers, agents, employees, partners, licensors, contractors, permitted successors, and permitted assigns (each of the foregoing, an “Indemnitee”) harmless from all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including, but not limited to, professional fees and reasonable attorneys’ fees incurred by one or more Indemnitees, to the extent directly or indirectly arising out of or resulting from: (a) your User-Generated Content; (b) any breach of these Terms by you or any person accessing the Service using your account or device; (c) your access or use of the Service; (d) your violation of any applicable law or regulation; (e) your violation of the rights of any third party, including, but not limited to, privacy, intellectual property, or proprietary rights with respect to your use of the Service, performance of your obligations under these Terms, or exercise of rights granted to you under these Terms; and (f) any and all claims for property damage, personal injury, or bodily injury or death, to the extent caused by your breach of these Terms. You agree that we will have the right to control the defense, negotiation, and settlement of any claim subject to indemnification by you and that you will fully cooperate with us in the defense, negotiation, or settlement of any such claim, and that we will have the right to select counsel handling such defense, negotiation, or settlement in our sole discretion. 

14. Limitation of Liability 

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, WE (AND OUR AFFILIATES, PARENT COMPANIES, OFFICERS, AGENTS, EMPLOYEES, PARTNERS, LICENSORS, CONTRACTORS, PERMITTED SUCCESSORS, AND PERMITTED ASSIGNS) WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, MORAL, EXEMPLARY, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICE, OR ANY USER-GENERATED CONTENT, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE), OR WHETHER SUCH DAMAGE WAS FORESEEABLE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW) EXCEED THE AMOUNT OF FIFTY DOLLARS ($50). 

THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE-STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN TYPES OF DAMAGES, IN WHICH CASE SOME OF THE LIMITATIONS ABOVE MAY NOT APPLY TO YOU. THE ABOVE LIMITATIONS OR EXCLUSIONS DO NOT AFFECT YOUR STATUTORY CONSUMER RIGHTS IN YOUR APPLICABLE JURISDICTION. 

15. Service or Account Suspension 

We may suspend or terminate your access to your account (if any) and any portion or all of the Service for any reason, including if, in our sole judgment, we determine: (a) there is a threat or attack on any of our services or systems, or any data stored thereon; (b) your use of the Service disrupts or poses a security risk to us or any of our customers or vendors; (c) you are using the Service for purposes of engaging in, or your account is being used to engage in, fraudulent or illegal activities; (d) our provision of the Service to you is prohibited by applicable law or regulation; (e) you fail to comply with one or more provisions of these Terms, or we suspect that you are in violation of, or reasonably likely to be in violation of, one or more provisions of these Terms; or (f) any of our licensors or vendors restricts, suspends, or terminates our access to one or more Third-Party Services or Third-Party Materials that are required for the provision of or access to the Service. We will use reasonable efforts to provide notice of any suspension of the Service to you and to provide updates regarding the resumption of access to the Service following any suspension. We will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences resulting from a Service suspension. 

16. Termination 

These Terms are effective until you perform each of the following: (i) stop using our Service, (ii) uninstall and delete any copies in your possession, (iii) cancel any account, and (iv) cancel all active subscriptions. You may stop using the Service at any time. Please refer to section 5 (Purchases, Subscriptions, Promotional Codes, and Auto Renewals) for information on how you can cancel your subscription or any automatic renewals. 

We may terminate these Terms at any time and for any reason by providing you with notice. Your rights under these Terms will terminate automatically if you fail to comply with any of its provisions. 

Upon expiration, termination, or cancellation of these Terms for any reason, (a) you must cease all use of the Service and uninstall and delete all copies of all Apps or software included with the Service in your possession, and (b) all rights and obligations of both parties to these Terms, including all licenses granted under these Terms, will immediately terminate. The provisions of these Terms that are by their nature intended to survive termination or expiration of these Terms will so survive. 

17. Account 

If the Service allows you or requires you to provide registration information and create an account, these Terms also govern your account. You state that you will provide only true, current, and accurate information when you create your account or provide us with the required information, and that you meet the eligibility requirements under these Terms. You agree to update your registration information to keep it accurate and current. 

We may ask you to confirm your registration information (such as your email address) to continue using the Service. If you choose not to do so, your access to the Service may be restricted or terminated. 

When you choose a username or otherwise create a nickname, you agree not to use any name that is unlawful, fraudulent, deceptive, harmful, defamatory, inaccurate, abusive, offensive, threatening, hateful, violent, harassing, discriminatory, or racist, or any name that infringes or violates another person’s rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity). You agree not to impersonate any person or misrepresent your identity or affiliation with any person. You further agree not to purchase, sell, rent, or give away your account. 

You will not share your account or your registration information, and you will not let anyone else access your account. In the event you become aware of or reasonably suspect any breach of security, including any loss, theft, or unauthorized disclosure of your registration information, you must immediately notify us and modify your registration information. You are solely responsible for maintaining the confidentiality of your registration information, and you will be responsible for all uses of your registration information, including purchases, whether or not authorized by you. 

To the maximum extent permitted under applicable law, you are responsible for anything that happens through your account. 

18. Governing Law 

These Terms, and any dispute, claim (including non-contractual disputes or claims), or matters arising out of or in connection with these Terms will be governed by, and construed in accordance with, the substantive laws of the State of Florida, U.S., excluding any conflict-of-laws rule or principle that might refer the governance or the construction of these Terms to the law of any other jurisdiction. 

19. Dispute Resolution; Binding Individual Arbitration 

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND FACEVERSE TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH WE CAN SEEK RELIEF FROM EACH OTHER. ARBITRATION PRECLUDES YOU AND FACEVERSE FROM SUING IN COURT OR HAVING A JURY TRIAL. YOU AND FACEVERSE AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. FACEVERSE AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY. 

THE PARTIES ACKNOWLEDGE THAT THE TERMS IN THIS SECTION ARE INTENDED TO REDUCE THE FINANCIAL BURDENS ASSOCIATED WITH RESOLVING THEIR DISPUTES AND ARE NOT INTENDED TO DELAY ADJUDICATION OF ANY PARTY’S CLAIMS. 

a) Claims Subject to this Section. The dispute resolution and binding arbitration terms in this Section 19 apply to all Claims between you and Faceverse. A “Claim” is any dispute, claim, cause of action, or controversy (excluding those exceptions listed below) between you and Faceverse, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory for which either party wishes to seek legal recourse and that arises from or relates to these Terms or our Services, including any related to privacy or data-security or to the formation, validity, enforceability, revocability, performance, breach, or scope of the Terms or arbitration agreement or any portion of it or arising out of or relating to interpretation or application of the Terms or arbitration agreement. 

b) Informal Dispute Resolution Prior to Arbitration. If you have a Claim against Faceverse or if Faceverse has a Claim against you, you and Faceverse must first attempt to resolve the Claim informally in order to try to resolve the Claim faster and reduce costs for both parties. You and Faceverse will make a good-faith effort to negotiate the resolution of any Claim for 45 days, or such longer period as mutually agreed in writing (email suffices) by the parties, (“Informal Resolution Period”) from the day either party receives a written notice of a dispute from the other party (a “Claimant Notice”) in accordance with these Terms. 

You will send any Claimant Notice to Faceverse by certified mail addressed to Faceverse, contact@appentain.com. Faceverse will send any Claimant Notice to you by certified mail or email using the contact information you have provided to Faceverse or via reasonably available means of notice if you have not provided certified mail or email contact information to Faceverse. The Claimant Notice sent by either party must (i) include the sender’s name, address, email address, telephone number, and any relevant purchase information; (ii) describe the nature and basis of the Claim; and (iii) set forth the specific relief sought. 

The Informal Resolution Period is intended to allow the party who has received a Claimant Notice to make a fair, fact-based offer of settlement if it chooses to do so. You or Faceverse cannot initiate arbitration before the end of the Informal Resolution Period. If you or Faceverse file a Claim in court or initiate arbitration without first providing a compliant Claimant Notice and waiting until the conclusion of the Informal Resolution Period, the other party reserves the right to seek relief from a court or arbitrator to enjoin the filing or arbitration and seek damages from the party that has not followed the informal dispute-resolution process to reimburse it for any costs and fees—including arbitration, attorney, and expert fees—incurred as a foreseeable consequence of that breach. 

The statute of limitations and any filing-fee deadlines for a Claim shall be tolled for the duration of the Informal Resolution Period for that Claim so that the parties can engage in this informal dispute-resolution process. 

c) Claims Subject to Binding Arbitration; Exceptions. Except for individual disputes that qualify for small-claims court (provided that the small-claims court does not permit class or similar representative actions or relief) and any disputes exclusively related to the intellectual property or intellectual-property rights of you or Faceverse, including any disputes in which you or Faceverse seek injunctive or other equitable relief for the alleged unlawful use or infringement of your or Faceverse’s intellectual property (“IP Claims”), all Claims, including Claims that are not related to intellectual property but are jointly filed with IP Claims, that are not resolved in accordance with Section 19(b) will be resolved by a neutral arbitrator through final and binding arbitration instead of in a court by a judge or jury. 

d) Binding Individual Arbitration. Subject to the Terms of this section, Claims may only be adjudicated by binding individual arbitration conducted by National Arbitration and Mediation (“NAM”), https://namadr.com, according to the Federal Arbitration Act, 9 U.S.C. § 1, et seq., (“FAA”) and NAM’s Comprehensive Dispute Resolution Rules and Procedures in effect at the time the Claim arose (the “Rules”), as modified by these Terms. If NAM notifies the parties in writing (email suffices) that it is not available to arbitrate any Claim, then that Claim may only be settled by binding individual arbitration conducted by American Arbitration Association (“AAA”), https://www.adr.org. For Claims that must be arbitrated by AAA, if you are a “Consumer,” meaning that you only use the Services for personal, family, or household purposes, the then-current version of the AAA’s Consumer Arbitration Rules apply to Claims between you and Faceverse, as modified by these Terms. For Claims that must be arbitrated by AAA, if you are not a “Consumer,” the then-current version of the AAA’s Commercial Arbitration Rules and Mediation Procedures apply to Claims between you and Faceverse as modified by these Terms. 

These Terms affect interstate commerce, and the enforceability of this Section 19 will be substantively and procedurally governed by the FAA to the extent permitted by law. As limited by the FAA, these Terms, and the Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Claim and to grant any remedy or relief that would otherwise be available in court, including the power to determine the question of arbitrability. 

e) Arbitration Procedure and Location. You or Faceverse may initiate arbitration of any Claim not resolved during the Informal Resolution Period by filing a demand for arbitration with NAM (or with AAA if applicable pursuant to Section 19(d)). 

Instructions for filing a demand for arbitration with NAM are available on the NAM website or by emailing NAM at commercial@namadr.com, and instructions for filing a demand for arbitration with AAA are available on the AAA website or by calling AAA at 800-778-7879. You will send a copy of any demand for arbitration to Faceverse by certified mail addressed to contact@appentain.com. Faceverse will send any demand for arbitration to you by certified mail or email using the contact information you have provided to Faceverse or via reasonably available means of notice if you have not provided certified mail or email contact information to Faceverse. 

The arbitration will be conducted by a single arbitrator in the English language. You and Faceverse both agree that the arbitrator will be bound by these Terms. 

For Claims in which the claimant seeks USD $10,000 or less, the arbitrator will decide the matter solely based on written submissions, without a formal hearing, unless the arbitrator decides that a formal hearing is necessary. For Claims in which the claimant seeks more than USD $10,000, or smaller matters in which the arbitrator determines a hearing to be necessary, hearings shall be conducted by video or telephone, unless the arbitrator determines an in-person hearing is necessary. If an in-person hearing is required and you reside in the United States, the hearing will take place in New York, New York, unless the arbitrator determines that this would pose a hardship for you, in which case the in-person hearing may be conducted in the claimant’s state and county of residence. If you reside outside the United States, the site of any in-person hearing will be determined by the applicable Rules. 

The arbitrator (not a judge or jury) will resolve all Claims in arbitration. Unless you and Faceverse agree otherwise, any decision or award will include a written statement stating the decision of each Claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions. 

An arbitration award and any judgment confirming it apply only to that specific case; they cannot be used or offered as precedent in any other case except to enforce the award itself. Any arbitration decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial confirmation of any award and an order of enforcement. 

f) Arbitration Fees. Except for circumstances outlined in Sections 19(g) and 19(h), each party will be responsible for arbitration fees in accordance with the applicable Rules and these Terms. 

g) Frivolous or Improper Claims. To the extent permitted by applicable law, a claimant must pay all costs and fees incurred by the defending party—including arbitration, attorney, and expert fees—related to a Claim if an arbitrator determines that (i) the Claim was frivolous or (ii) the Claim was filed for any improper purpose, such as to harass the responding party, cause unnecessary delay, or needlessly increase the cost of dispute resolution. 

h) Offers of Settlement: Either party may, but is not obligated to, make a written settlement offer for a Claim. If an arbitration decision or award is later issued that is less favorable to a party than the latest written offer of settlement that party rejected, that party must pay all arbitration costs and fees incurred by the other party after the written settlement offer was made. 

i) One Year to Assert Claims. TO THE EXTENT PERMITTED BY LAW, ANY CLAIM BY YOU OR FACEVERSE AGAINST THE OTHER MUST BE FILED WITHIN ONE YEAR AFTER SUCH CLAIM ARISES; OTHERWISE, THE CLAIM IS PERMANENTLY BARRED, WHICH MEANS THAT YOU OR FACEVERSE WILL NO LONGER HAVE THE RIGHT TO ASSERT THAT CLAIM. 

j) Confidentiality. If you or Faceverse submits a Claim to arbitration, you and Faceverse agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and other materials that might be exchanged or the subject of discovery in the arbitration. You and Faceverse agree to seek such protection before any such information, documents, testimony, or materials are exchanged or otherwise become the subject of discovery in the arbitration. 

k) Coordinated Filings. If 25 or more Claimant Notices are received by a party or its counsel within 30 days of each other, the claims shall be resolved in staged bellwether proceedings. You and Faceverse agree that the arbitrator may resolve the staged proceedings in any reasonable manner. You and Faceverse agree to negotiate in good faith about how the staged proceedings should be conducted, but if you and Faceverse cannot agree, the arbitrator will make the decision. You and Faceverse agree that any limitations periods and any filing-fee deadlines shall be tolled during any good-faith negotiations about staged proceedings. 

l) Opt-Out. IF YOU DO NOT WISH TO BE BOUND BY THE BINDING INDIVIDUAL ARBITRATION TERMS IN THIS SECTION, YOU MUST NOTIFY FACEVERSE IN WRITING WITHIN 30 DAYS OF THE DATE THAT YOU FIRST ACCEPT THESE TERMS (UNLESS A LONGER PERIOD IS REQUIRED BY APPLICABLE LAW). Your written notification must include your name and address, as well as a clear statement that you do not wish to resolve disputes with Faceverse through arbitration. You must mail your opt-out notice to: contact@appentain.com. If you do not opt out of arbitration within the 30-day period, you and Faceverse will be bound by the terms of this Section 19. If you opt out of these arbitration provisions, Faceverse also will not be bound by them. 

20. Miscellaneous 

a) Entire Agreement. These Terms, together with our Privacy Policy, constitute the entire agreement between you and Faceverse with respect to the subject matter hereof and supersede any prior agreements, oral or written, between you and Faceverse. 

b) Waiver. No failure or delay by Faceverse in exercising any right, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power, or privilege hereunder. 

c) Severability. If any provision of these Terms is held invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. 

d) Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without our prior written consent. We may freely assign these Terms and our rights and obligations hereunder without restriction. 

e) Notices. We may provide notices, whether required by law or for other business purposes, to you by email, regular mail, or posting of such notice on the Service, as determined by us in our sole discretion. 

f) Relationship of the Parties. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Faceverse as a result of these Terms or your use of the Service. 

21. Contact Us 

If you have any questions regarding these Terms, you may contact us at: Email: contact@appentain.com 

 

Note: The terms of this document are subject to change based on ongoing discussions and feedback. The latest version of the Terms of Service will always be available on the Faceverse website and within the Faceverse iOS application.