Welcome! These Terms of Service ("Terms") are an agreement between you and the provider of our services, encompassing our website, mobile applications, and any related features or functionalities (collectively, "Services"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree with these Terms, please do not use the Services.

1. Acceptance of Terms

By using our Services, you affirm that you are at least 18 years old (or the age of majority in your jurisdiction) and capable of forming a binding contract. If you are using the Services on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms. In such cases, "you" refers to both you and the entity you represent.

2. Privacy Policy

Your use of the Services is also governed by our Privacy Policy, which details how we collect, use, and share your information. The Privacy Policy is an integral part of these Terms, and by agreeing to these Terms, you also agree to the terms outlined in the Privacy Policy. Please review it carefully to understand our practices.

3. Changes to Terms or Services

We may modify these Terms or the Services at any time. If we make changes, we will provide notice by updating the "Last Updated" date at the top of these Terms and, if necessary, by other appropriate means such as email notifications or in-app alerts. Continued use of the Services after changes are made means you accept the new Terms. If you do not agree with the updated Terms, you must stop using the Services immediately.

4. Use of Services

Our Services allow you to interact with AI-powered assistants and other features designed to enhance your experience. You must provide accurate, current, and complete information when registering and keep this information up to date. You are responsible for all activities under your account and must keep your password confidential. If you suspect any unauthorized use of your account, you must notify us immediately.

5. User Conduct

You agree not to:

● Violate any applicable law or regulation.

● Infringe on any intellectual property or other proprietary rights.

● Post or transmit harmful, offensive, or inappropriate content.

● Misrepresent your identity or affiliation.

● Use the Services for any unauthorized commercial purpose.

● Engage in any activity that interferes with or disrupts the Services.

Any breach of these conditions may result in the suspension or termination of your access to the Services.

6. User Content

You retain ownership of any content you submit to the Services ("User Content"). However, by submitting User Content, you grant us a non-exclusive, worldwide, royalty-free license to use, copy, modify, and distribute your User Content for the purpose of operating and improving the Services. This license includes the right to sublicense these rights to third parties.

7. Intellectual Property

We retain all rights, titles, and interests in and to the Services, including any improvements or modifications. You are granted a limited, non-exclusive, non-transferable license to use the Services for personal, non-commercial purposes. Any unauthorized use of our intellectual property is strictly prohibited.

8. Feedback

We welcome feedback, suggestions, and ideas ("Feedback"). By providing Feedback, you grant us the right to use it without any restrictions or compensation to you. This includes the right to incorporate your Feedback into our Services and products.

9. Termination

We may suspend or terminate your access to the Services at any time, for any reason, with or without notice. You may also terminate your account by contacting us. Upon termination, all provisions of these Terms that should survive will remain in effect, including but not limited to ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

10. Disclaimers

The Services are provided "as is" without any warranties of any kind. We disclaim all warranties, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Services will meet your requirements or that they will be uninterrupted, timely, secure, or error-free.

11. Limitation of Liability

To the maximum extent permitted by law, we will not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues. Our total liability for any claim related to the Services will not exceed the amount you paid us for the Services. This limitation applies to all claims, whether based on warranty, contract, tort, or any other legal theory.

12. Indemnification

You agree to indemnify and hold us harmless from any claims, damages, losses, liabilities, and expenses arising out of or related to your use of the Services or violation of these Terms. This includes any claims made by third parties due to or arising out of your use of the Services, your User Content, or your violation of these Terms.

13. Legal Capacity

You understand and warrant that:

a. If you are entering into these Terms on behalf of another person, you are duly authorized by such person to enter into these Terms, which will be binding upon both you individually and such other person (and “you” as used in these Terms shall refer to both).

b. You are of legal age to form a binding contract with us.

c. If you are under the legal age, you shall access or use our Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms and is subject to local laws and regulations.

d. You are not a person barred from subscribing to, using, or accessing the Services under the laws of the Hong Kong Special Administrative Region (HKSAR) or other applicable jurisdictions.

14. Medical Disclaimer

Our Services, including any AI-powered assistants, are designed to improve your mood and emotional wellbeing. However, we are not a healthcare or medical device provider, nor should our Services be considered medical care, mental health services, or other professional services. Only your physician or other healthcare providers can provide such services. While certain conversation techniques implemented in our Services may assist in the recovery process for various conditions, we make no claims, representations, or guarantees that the Services provide any therapeutic benefit.

15. Emergencies

Our Services are not intended for emergency use. If you think you have a medical or mental health emergency, call emergency services or go to the nearest open clinic or emergency room immediately. If you are considering or committing suicide or feel that you are a danger to yourself or others, you must discontinue use of the Services immediately and seek appropriate help.

16. Membership & Subscriptions

To access and use certain features of our Services, you may be required to create an account and become a member. You agree to provide accurate and current information and maintain the confidentiality of your password and account. You are responsible for any activities that occur under your account. We offer both free and paid subscription plans. The terms of each plan, including billing and renewal details, will be provided at the time of subscription.

17. Mobile Services

Our Services are accessible via mobile devices. Standard charges, data rates, and other fees may apply. You agree that we may communicate with you regarding our Services via SMS, MMS, text message, or other electronic means to your mobile device. It is your responsibility to ensure that your mobile device is compatible with our Services and that you have a sufficient data plan.

18. Third-Party Websites and Services

Our Services may provide links or access to third-party websites or services. We have no control over such sites and resources and are not responsible for their content or availability. You acknowledge and agree that we are not liable for any damage or loss caused by your use of or reliance on any third-party content, goods, or services. Any dealings you have with third parties found while using the Services are between you and the third party.

19. Social Networking Services

You may connect or log in to our Services via third-party social networking services. By doing so, you grant us access to certain information from those services, which will be used in accordance with our Privacy Policy. We are not responsible for the privacy practices or content of any third-party social networking services. The integration of such services is provided for your convenience and does not imply an endorsement.

20. General Practices Regarding Use and Storage

You acknowledge that we may establish general practices and limits concerning the use of the Services, including without limitation the maximum period of time that data or other content will be retained by the Services and the maximum storage space that will be allotted on our servers on your behalf. You agree that we have no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Services. We reserve the right to terminate accounts that are inactive for an extended period.

21. Apple App Store and Google Play Store Legal Information

These Terms apply to your use of all the Services, including the applications available via the Apple App Store and Google Play Store. Both you and we acknowledge that these Terms are concluded between you and us only, and not with Apple or Google. Apple and Google are not responsible for the Application or its content.

22. Legal Capacity

You understand and warrant that:a. If you are entering into these Terms on behalf of another person, you are duly authorized by such person to enter into these Terms, which will be binding upon both you individually and such other person (and “you” as used in these Terms shall refer to both).b. You are of legal age to form a binding contract with us.c. If you are under the legal age, you shall access or use our Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms and is subject to local laws and regulations.d. You are not a person barred from subscribing to, using, or accessing the Services under the laws of the Hong Kong Special Administrative Region (HKSAR) or other applicable jurisdictions.

23. Intellectual Property Rights

You acknowledge and agree that the Services may contain content or features that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws. Except as expressly authorized by us, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Services or the content, in whole or in part.

24. Third-Party Material

Under no circumstances will we be liable for any content or materials of any third parties, including users, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that we do not pre-screen content, but we and our designees will have the right to refuse or remove any content that is available via the Services.

25. User Content Transmitted Through the Services

With respect to the content or other materials you upload through the Services or share with other users or recipients, you represent and warrant that you own all rights, title, and interest in and to such content, including all copyrights and rights of publicity contained therein. By uploading any content, you grant us a nonexclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify, and otherwise use your content in connection with the operation of the Services or the promotion thereof.

26. Copyright Complaints

We respect the intellectual property of others and ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify us in accordance with the procedure set forth in our Copyright Policy.

27. Warranty, Indemnity, and Liability

You agree to release, indemnify, and hold us harmless from any losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind, and injury (including death) arising out of or relating to your use of the Services, any User Content, your connection to the Services, your violation of these Terms, or your violation of any rights of another.

28. Dispute Resolution by Binding Arbitration

Any and all disputes or claims that have arisen or may arise between you and us, whether arising out of or relating to these Terms, the Services, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement.

29. Termination

We may suspend or terminate your account or use of the Services for any reason, including for lack of use or if we believe you have violated these Terms. Such termination may be immediate and without notice.

30. Entire Agreement

These Terms constitute the entire agreement between you and us regarding the use of the Services, superseding any prior agreements between you and us. You may also be subject to additional terms and conditions that may apply when you use affiliate or third-party services.

31. Your Privacy

We respect the privacy of our users. For details, please see our Privacy Policy. By using the Services, you consent to our collection and use of personal data as outlined therein.

32. Contact Information

If you have any questions about these Terms or the Services, please contact us at feedback@talkwaveai.com.

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.