Terms of Service

By using Looki products or services (Include CAPI app), you agree to these terms.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS.

These terms of service cover all products and services offered by Looki Tech Limited (the “Services”), and they apply to all users who use products and services offered by Looki Tech Limited. “Company,” "CAPI" “we,” “our,” or “us” refers to Looki Tech Limited and our subsidiaries. The “Site” refers to "https://CAPI.dev.looki.ai/". The Services include the Site and our mobile application, CAPI, as well as any related technologies.

By using the Services, you agree to these terms and the other policies we post, including the policies listed below. Please read them carefully and contact us if you have any questions. We collect and use your information in accordance with those policies.

1. Account

When using our Product and Services, you must provide accurate information in good faith and agree to keep your information updated if it changes. To use our Services, you must be at least 13 years old. You are responsible for all activity that occurs under your account, as well as maintaining the security of your account credentials. If you believe your account has been compromised, please contact us immediately at contact@looki.ai.

2. Subscriptions

2.1 Paid Subscriptions

Certain features of the Services are accessible only through a paid subscription. When you purchase a subscription:

• You will be billed in advance on a recurring basis (e.g., daily, weekly, monthly, or annually), depending on the subscription plan you choose.
• Your subscription will automatically renew at the end of each billing period under the same terms unless you cancel it or we cancel it.

2.2 Subscription Cancellation

• You can cancel your subscription renewal at any time through your account settings or by contacting us directly.
• If you purchased your subscription via an in-app purchase, you must cancel the renewal through the respective application store (e.g., Apple App Store or Google Play Store).
• Please note that subscription fees paid for the current billing period are non-refundable; however, you will retain access to subscription-only features until the end of your current billing cycle.

2.3 Billing Information

When purchasing a subscription, you agree to provide accurate and complete billing information, including but not limited to:

• Your full name, address, state, zip code, phone number, and valid payment method details.
• You must promptly update your account or payment information with us or the payment processor ("Payment Processor") if there are changes, such as a new billing address or credit card expiration date.

2.4 Payment Terms

• You agree to pay the fees specified in your subscription plan according to the terms of that plan and these Terms of Service.
• If your subscription includes automatic renewal, you authorize us (via the Payment Processor) to charge your payment method on a recurring basis until you cancel your subscription.

2.5 Disputes and Taxes

• If you believe there is an error in any charge, you must notify us within sixty (60) days of the charge date to dispute it.
• You are responsible for all taxes associated with your subscription, excluding taxes based on our net income.

3. Payments and Third-Party Processors

CAPI does not directly process payments for any Services.

To facilitate payments via bank account, credit card, or debit card, we use third-party payment processors, such as Stripe for payments made through our Site and Apple or Google for payments made through their respective app stores (collectively, “Payment Processors”).

These payment services are governed by the terms, privacy policies, and agreements of the respective Payment Processors (collectively, the “Payment Processor Agreements”). By using the payment functions of the Service, you agree to be bound by the applicable Payment Processor Agreement, which may be modified by the Payment Processor from time to time.

You also authorize the Payment Processor to store and continue billing your specified payment method, even after the payment method has expired, to prevent interruptions in your subscription. For more details about how payments are processed, please contact the applicable Payment Processor directly.

CAPI assumes no liability or responsibility for payments processed through Payment Processors or any issues arising from them.

3.1 Billing and Payment Failures

If automatic billing fails for any reason for payments made through our Site, we will send you an electronic invoice. This invoice will include details of the payment due, and you will be required to make the payment manually within the specified deadline indicated on the invoice. For subscriptions made through an Application Store, all billing is managed by the respective Application Store and is subject to its terms and conditions.

3.2 Subscription Fee Changes

We may, at our sole discretion and at any time, modify the subscription fees for our Services. Any changes to subscription fees will become effective at the end of the current subscription period.

We will provide reasonable prior notice of any subscription fee changes to give you an opportunity to cancel your subscription before the change takes effect. By continuing to use the Services after the new subscription fee comes into effect, you agree to pay the updated subscription fee.

3.3 Refund Policy

Except where required by law, subscription fees are non-refundable. Refund requests for subscriptions may be considered on a case-by-case basis and granted at our sole discretion.

If your subscription was purchased through an in-app purchase, the refund policy of the respective Application Store will apply. To request a refund, you must contact the Application Store directly. If you need assistance, you can reach out to us at contact@looki.ai.

3.4 Free Trials

We may, at our sole discretion, offer free trial subscriptions for a limited time. You may be required to provide billing information when signing up for a free trial. If you do provide billing information, you will not be charged until the free trial period ends.

On the last day of the free trial, unless you cancel your subscription, you will automatically be charged the applicable subscription fees for the plan you selected. We reserve the right, at any time and without notice, to:

• Modify the terms and conditions of the free trial offer, or
• Cancel the free trial offer entirely.

3.5 In-App Purchases

In-app purchases are managed through the respective Application Store and are subject to its terms and conditions, as well as your device’s settings. In-app purchases cannot be redeemed for cash, other consideration, or transferred.

If an in-app purchase is not successfully downloaded or does not function correctly after being downloaded, we will investigate the issue upon becoming aware of it or being notified by you. We will take reasonable steps to either replace the in-app purchase or provide a patch to resolve the issue. If we cannot resolve the issue within a reasonable timeframe or without significant inconvenience to you, we will authorize the Application Store to refund you up to the cost of the in-app purchase. You also have the option to request a refund directly through the Application Store.

4. Application Stores

We make the CAPI app available for download through third-party Application Stores, including but not limited to the Apple App Store and the Google Play Store. If you obtain the app through an Application Store, you may be required to agree to additional terms and policies set by the Application Store.

These Terms of Service are between you and CAPI, not the Application Store. The Application Store is not responsible for the app, its content, maintenance, support, or any claims related to the app (e.g., liability, legal compliance, or intellectual property claims).

If you use any third-party products or services in connection with the CAPI app, you agree to comply with all applicable terms and conditions of those third-party products or services.

4.1 Apple-Enabled Software

With respect to Mobile Apps made available for use on Apple-branded products (the “Apple-Enabled Software”), the following terms and conditions apply in addition to the other terms outlined in these Terms of Service:

• We and you acknowledge that these Terms of Service are concluded between us and you only, and not with Apple Inc. (“Apple”). As between CAPI and Apple, we, not Apple, are solely responsible for the Apple-Enabled Software and its content.
• You may not use the Apple-Enabled Software in any way that violates or conflicts with the Usage Rules outlined in the Apple Media Services Terms and Conditions.
• Your license to use the Apple-Enabled Software is limited to a non-transferable license to use it on an iOS device that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions. The Apple-Enabled Software may also be accessed and used by other accounts associated with the purchaser through Apple’s Family Sharing or volume purchasing programs.
• Apple has no obligation to provide maintenance or support services for the Apple-Enabled Software.
• Apple is not responsible for any product warranties—whether express or implied by law. If the Apple-Enabled Software fails to conform to an applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any. To the maximum extent permitted by law, Apple has no other warranty obligations for the Apple-Enabled Software. All other claims, losses, liabilities, damages, costs, or expenses related to a warranty failure are our sole responsibility, to the extent such liability cannot be disclaimed under applicable law.
• We and you acknowledge that we, not Apple, are responsible for addressing any claims by you or any third party related to the Apple-Enabled Software or your possession and/or use of it, including but not limited to:
  • Product liability claims;
  • Claims that the Apple-enabled Software fails to meet any applicable legal or regulatory requirements; and
  • Claims under consumer protection, privacy, or similar laws.
• In the event of a third-party claim that the Apple-Enabled Software or your possession and use of it infringes a third party’s intellectual property rights, we, not Apple, will be solely responsible for investigating, defending, settling, and resolving the claim.
• You represent and warrant that:
  • You are not located in a country that is subject to the U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist-supporting” country; and
  • You are not listed in any U.S. Government list of prohibited or restricted parties.
• If you have any questions, complaints, or claims regarding the Apple-Enabled Software, please contact us at contact@looki.ai.
• You agree to comply with any applicable third-party terms of agreement when using the Apple-Enabled Software, such as those set out in your wireless data service agreement.
• We and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software. Upon your acceptance of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you as a third-party beneficiary.

4.2 Google-Sourced Software

The following terms apply to any Mobile App you download from the Google Play Store (“Google-Sourced Software”):

• You acknowledge that these Terms of Service are solely between you and CAPI, and not with Google LLC (“Google”).
• Your use of the Google-Sourced Software must comply with Google’s then-current Google Play Terms of Service.
• Google solely provides the Google Play Store, where you obtained the Google-Sourced Software, and plays no role in the development or maintenance of the software.
• We, and not Google, are solely responsible for the Google-Sourced Software, including its content, maintenance, and any issues that may arise from your use of it.
• Google has no obligations or liability to you concerning the Google-Sourced Software or these Terms of Service.
• You acknowledge and agree that Google is a third-party beneficiary to these Terms of Service as they relate to the Google-Sourced Software. Upon your acceptance of these Terms of Service, Google will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you as a third-party beneficiary.

4.3 Account Deletion

You can request deletion of your personal data at any time by contacting us. We may suspend or terminate your use of the Services at our discretion.

You can permanently delete any personal information associated with your use of the Services that we store by contacting us at contact@looki.ai. Upon receiving your request, we will process the deletion of your data in accordance with applicable privacy laws and our Privacy Policy.

We reserve the right to terminate or suspend your access to the Services at any time, at our sole discretion, for any reason, including but not limited to violations of these Terms of Service. Additionally, we may remove any content, descriptions, posts, or benefits related to the Services at our discretion.

You agree that you will not bring any claims against us for suspending or terminating another person’s use of the Services. If you attempt to bring such a claim, you will be responsible for covering any damages caused, including attorneys’ fees and related costs.

These Terms of Service will remain in effect even after you have stopped using the Services or your account has been deleted.

5. Mobile Services and Software

5.1 Mobile Services

The Service includes certain features available through mobile devices, including:

• The ability to upload content to the Service via a mobile device;
• The ability to browse the Service and the Site from a mobile device; and
• The ability to access certain features and content through Mobile Apps (collectively, the “Mobile Services”).
• When you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply. Additionally, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.

5.2 Mobile App License

Subject to these Terms of Service, we grant you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to:

• Install the Mobile App on one mobile device that you own or control; and
• Use the Mobile App for your personal, non-commercial use solely to access and use the Service.

For clarity, this license does not prohibit you from installing the Mobile App on another device, provided you agree to these Terms of Service on each device. Each instance of these Terms of Service you agree to upon downloading the Mobile App grants you the aforementioned rights for the use and installation of the Mobile App on one device.

5.3 Ownership and Restrictions

The technology and software underlying the Service, including the Mobile Apps, are the property of CAPI, our affiliates, or our licensors (collectively, the “Software”). By using the Service or Mobile App, you agree not to:

• Copy, modify, create derivative works of, reverse engineer, disassemble, decompile, or attempt to discover the source code of the Software;
• Sell, assign, sublicense, or transfer any rights in the Software; or
• Violate any intellectual property rights associated with the Service.

Any rights not expressly granted to you in these Terms are reserved by us and our licensors.

6. Intellectual Property Rights

You need our permission to use our copyrights or trademarks. We are not responsible for third-party content. You are responsible for any content you share, and if you share content in public spaces or when contacting us, we can use and display that content. Content you write in the app, like reflections or goals, stays private on your device unless you choose to share it. We may analyze your service usage and store or disclose shared content under certain circumstances, in line with our privacy policy. We respect copyrights and expect you to do the same.

6.1 Service Content

The Services may include content, features, or materials (“Service Content”) protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws. Except as explicitly authorized by us, you agree not to:

• Modify, copy, distribute, frame, scrape, rent, lease, loan, sell, or create derivative works based on the Services or Service Content, in whole or in part.

This restriction does not apply to your own User Content (defined below) that you upload or make available through the Services in accordance with these Terms of Service. Any unauthorized use of the Services or Service Content is strictly prohibited.

6.2 Trademarks

Our name, logos, and branding are trademarks and service marks (collectively, the “Company Trademarks”). Other company, product, or service names and logos displayed on the Services may be the trademarks or service marks of their respective owners, who may or may not be affiliated with us or endorse our Services.

Nothing in these Terms or the Services grants you any license or right to use any Company Trademarks without our prior written permission for each specific use. All goodwill generated from the use of our trademarks will exclusively benefit us.

6.3 Third-Party Material

We are not responsible for any third-party content or materials (including content shared by users). This includes any errors, omissions, or any loss or damage caused by the use of such content.

We do not pre-screen content shared via the Services, but we reserve the right (though not the obligation) to remove or refuse any content at our sole discretion. This includes content that violates these Terms of Service or is deemed objectionable.

You agree that you are solely responsible for evaluating and assuming all risks associated with the use of any content, including its accuracy, completeness, or usefulness.

6.4 User Content

You are solely responsible for all text, videos, images, information, data, code, software, music, sounds, photographs, graphics, messages, and other materials (“content”) that you make available to us. This includes but is not limited to uploading, posting, publishing, or displaying content via the Services, emailing us, posting in communities managed by us, or otherwise sharing content with other users of the Services (collectively referred to as “User Content”).

By providing User Content, you represent and warrant that:

• You own all rights, title, and interest in and to the User Content, including all copyrights, rights of publicity, and other proprietary rights.
• Your User Content does not violate any applicable laws or infringe upon the rights of any third party.

6.5 License to Use User Content

By making User Content available, you grant us, our affiliates, successors, assigns, and sub-licensees a non-exclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable, perpetual, and irrevocable license to:

• Copy, display, upload, perform, distribute, store, modify, and otherwise use your User Content in connection with operating the Services.
• Promote, advertise, or market the Services in any form, medium, or technology now known or later developed.

This license allows us to use your User Content for the above purposes without requiring further approval or compensation.

6.6 Responsibility and Risks

You assume all risks associated with your User Content, including any risks related to transmission, sharing, or public display. You are solely responsible for ensuring the accuracy, quality, legality, and appropriateness of your User Content.

If you create content on our Mobile Apps, such as reflections, custom goals, or custom journeys, this content is stored locally on your device to protect your privacy and security. This content is not uploaded to our Services. However, if you choose to share this content (e.g., via screenshots in communities managed by us), it is considered User Content and is subject to these Terms.

6.7 Submissions

Any questions, comments, suggestions, ideas, feedback, reviews, or other information you provide to us about the Services (“Submissions”) are considered non-confidential. By providing Submissions, you agree that:

• We may use and disseminate Submissions for any purpose, commercial or otherwise, without acknowledgment, attribution, or compensation to you.
• You waive any claims against us related to the use of your Submissions.

6.8 Usage Data

You authorize us and our third-party service providers to derive statistical and usage data based on your interaction with the Services (“Usage Data”). This data may be used for any purpose, in accordance with applicable laws.

6.9 Preservation and Disclosure of User Content

You acknowledge and agree that we may preserve or disclose User Content if required to do so by law or if we, in good faith, believe it is reasonably necessary to:

• Comply with legal processes, applicable laws, or government requests;
• Enforce these Terms of Service;
• Respond to claims that any User Content violates the rights of third parties; or
• Protect the rights, property, or personal safety of our company, users, or the public.

You also understand that the technical processing and transmission of the Services, including your User Content, may involve:

• Transmissions across various networks; and
• Modifications to conform and adapt to the technical requirements of connecting networks or devices.

6.10 Copyright Complaints

We respect the intellectual property rights of others and require our users to do the same. If you believe your work has been copied or used in a way that constitutes copyright infringement, or if you believe your intellectual property rights have been violated, you should notify us in accordance with the procedure described below. We will process and investigate all notices of alleged infringement and take appropriate action under the Digital Millennium Copyright Act (DMCA) and other applicable intellectual property laws.

7. Third-Party Services and Websites

We may provide links or access to Third-Party Services, but we do not control or take responsibility for them. We encourage you to review their privacy policies and terms before using them, and review our Privacy Policy to understand how we handle information we may receive from them.

The Services may include links or provide access to services, websites, technologies, or resources made available by third parties (collectively, the “Third-Party Services”). Your use of these Third-Party Services may be subject to additional terms, privacy policies, or agreements with those third parties. You may also need to authenticate or create a separate account to access these services through their respective platforms.

7.1 Our Role and Responsibility

We do not control or assume responsibility for any Third-Party Services. This includes, but is not limited to:

• The accuracy, availability, reliability, or completeness of information shared by or through Third-Party Services.
• The privacy practices or terms of Third-Party Services.

We encourage you to carefully review the privacy policies and terms of any Third-Party Services before using them.

You are solely responsible for any costs, charges, or obligations incurred while using Third-Party Services. We provide links to or integrations with such services solely for your convenience, and the inclusion of any Third-Party Service does not imply endorsement or recommendation by us.

7.2 Your Interactions with Third Parties

Any interactions, transactions, or dealings you have with third parties through the Services are solely between you and the third party. We are not responsible or liable, directly or indirectly, for:

• Any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any Third-Party Services.
• Any issues arising from your engagement with third parties.

By using the Services, you acknowledge and agree that your use of any Third-Party Services is at your own risk.

8. Medical Disclaimer

The Services do not provide medical advice or professional care, and they are not for emergencies. If you need medical or mental health support, please seek help from qualified professionals. For emergencies, contact 911 in the U.S. or your local emergency services.

8.1 Not for Emergencies

The Services are not intended for emergency situations. If you believe you are experiencing a medical or mental health emergency, please:

• Call 911 in the United States or your country’s emergency services number.
• Go to the nearest emergency room or open clinic.

8.2 No Medical Advice

The Services may provide access to general self-care and wellness information for educational and informational purposes. However, this information:

• Is not medical advice.
• Is not a substitute for professional medical consultation, diagnosis, or treatment.
• Should not be relied upon to make decisions about your health.

Always seek the advice of a licensed physician or qualified healthcare provider for any questions regarding your physical or mental health. If you suspect a medical condition, contact a healthcare professional immediately.

The Services are not intended to create, and do not create, a medical professional-patient relationship. Any information provided through the Services does not constitute medical advice, treatment, or diagnosis of any condition.

8.3 Self-Care and Informational Purposes Only

The content provided through the Services is intended to assist you in your self-care routine and support your wellness journey. However, it is not meant to replace professional medical advice or treatment. Any potentially actionable information provided by the Services is for informational purposes only and should be discussed with your physician or other qualified healthcare providers.

• Do not disregard, avoid, or delay seeking medical advice due to something you read or accessed through the Services.
• Do not use the Services for emergency medical needs.

If you require mental health therapy or medical treatment, contact a licensed healthcare professional.

9. Warranty Disclaimer

We strive to ensure the Services work as intended, but we cannot guarantee that everything will always function perfectly.

The Services are provided “as is” without any warranties of any kind, either express or implied. This includes, but is not limited to, implied warranties of:

• Merchantability,
• Fitness for a particular purpose,
• Non-infringement,
• And any other warranties arising by statute or otherwise.

We expressly disclaim all warranties to the fullest extent permitted by law. This disclaimer also extends to our subsidiaries, affiliates, and third-party service providers.

10. Limit of Liability

If you experience a loss while using the Services, our financial liability is limited to the amount we’ve earned from your use of the Services.

To the extent permitted by law, we are not liable for any incidental, consequential, special, punitive, or indirect damages that arise from:

• These Terms,
• Your access to or use of the Services,
• Or your inability to access or use the Services.

This includes, but is not limited to, damages for loss of profits, data, goodwill, or other intangible losses, even if we have been advised of the possibility of such damages.

If we are found liable for any damages, our total cumulative liability is strictly limited to the amount of money we have earned through your use of the Services.

We are specifically not liable for damages or losses arising from:

• Unfulfilled benefits or expectations,
• Conflicting contractual agreements with other parties,
• Or any other indirect consequences of using the Services.

For the purposes of this section, “we” and “our” include our subsidiaries, affiliates, officers, directors, employees, agents, and third-party service providers.

11. Dispute Resolution By Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

Agreement to Arbitrate.

This Dispute Resolution by Binding Arbitration section is referred to in these Terms of Service as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and the Company, whether arising out of or relating to these Terms of Service (including any alleged breach thereof), the Service, any advertising, or any aspect of the relationship or transactions between us, will be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms of Service, you and the Company are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

Prohibition of Class and Representative Actions and Non-Individualized Relief.

You and CAPI agree that any claims brought between us must be resolved on an individual basis. This means that neither you nor CAPI may act as a plaintiff or class member in any class action, consolidated action, or representative proceeding.

Unless you and CAPI explicitly agree otherwise, the arbitrator cannot:

• Consolidate or combine more than one person’s or party’s claims.
• Preside over any type of consolidated, representative, or class proceeding.

The arbitrator may only award relief (including monetary, injunctive, or declaratory relief) to the individual party seeking relief and only to the extent necessary to resolve that party’s individual claim(s). However, you may pursue a claim for and the arbitrator may award public injunctive relief if required by applicable law and to the extent necessary for this provision to remain enforceable.

Pre-Arbitration Dispute Resolution.

The Company is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at the email address set forth in Section 19. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to the Company should be sent to the mailing address listed in Section 19 below (“Notice Address”). The Notice must (a) describe the nature and basis of the claim or dispute and (b) set forth the specific relief sought. If the Company and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or the Company may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by the Company or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or the Company is entitled.

Arbitration Procedures.

Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, https://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, https://www.adr.org/consumer. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.

Seat of Arbitration.

Unless the Company and you agree otherwise, any arbitration hearings will take place in Toronto, Ontario, Canada. If your claim is for $10,000 or less, the Company agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

Costs of Arbitration.

Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. To the extent any Arbitration Fees are not specifically allocated to either the Company or you under the AAA Rules, the Company and you shall split them equally; provided that if you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of such Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of any Arbitration Fees, the Company will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, the Company will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.

Confidentiality.

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

Severability.

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than Section 13.2 above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of Section 13.2 are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms of Service will continue to apply.

12. Changes to These Terms

We may update these Terms or related policies from time to time.

• You can always access the current version of the Terms via the “Terms of Service” link on our website.
• If we make any material changes that could negatively affect your rights, we will notify you before the changes go into effect.
• If you continue to use the Services after such changes, it means you accept the updated Terms or policies.

13. Disclaimer of Warranties

Your use of the CAPI app and its services ("the Service") is entirely at your own risk. The Service is provided on an “as is” and “as available” basis. CAPI expressly disclaims all warranties of any kind, whether express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

CAPI makes no guarantees or promises regarding the following:

• That the Service will meet your specific requirements or expectations.
• That the Service will be uninterrupted, timely, secure, or error-free.
• That the results obtained from using the Service will be accurate, reliable, or suitable for your purposes.
• That the quality of any products, services, information, or other material obtained through the Service will meet your expectations.

By using the Service, you acknowledge and accept that these limitations exist and agree that CAPI is not responsible for any issues arising from them.

14. Limitation of Liability

You expressly understand and agree that CAPI will not be liable for any indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses (even if CAPI has been advised of the possibility of such damages), whether based on contract, tort, negligence, strict liability, or otherwise, arising from:

• The use of or inability to use the Service.
• The cost of procuring substitute goods or services resulting from any goods, data, information, or services purchased or obtained, or messages received, or transactions entered into through or from the Service.
• Unauthorized access to or alteration of your transmissions or data.
• Statements or conduct of any third party on the Service.
• Any other matter relating to the Service.

In no event will CAPI's total liability to you for all damages, losses, or causes of action exceed the amount you have paid to CAPI in the last six (6) months.

15. Notice for California Users

Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted (a) via email at dca@dca.ca.gov; (b) in writing at: Department of Consumer Affairs, Consumer Information Division, 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834; or (c) by telephone at (800) 952-5210 or (800) 326-2297 (TDD). Sacramento-area consumers may call (916) 445-1254 or (916) 928-1227 (TDD). You may contact us at the mailing address set forth in Section 19 below.

16. U.S. Government Restricted Rights

The Service is made available to the U.S. government with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the U.S. government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Access or use of the Service (including the Software) by the U.S. government constitutes acknowledgment of our proprietary rights in the Service (including the Software).

Contact us

If you have any questions about these terms, you can reach us at contact@looki.ai.

Or mail us to:

Suite 1009, 28 Freeland St.,

Toronto ON

M5E 0E3