Terms of Use

1. General

The following Terms of Use (Terms) apply to all services (Services) provided by Rezonating Apps LLC, located at https://www.rezonating.app (Site) and our mobile device application (App).

These Terms are legally binding and govern your usage of our Services, accordingly you are advised to read them carefully.

1.1. Definitions

The terms Uncover, us, we or our refers to Rezonating Apps LLC.

The terms you, your or yourself refer to the user of the Services.

The term Device refers to the device which is used to access the Services including but not limited to computers, smart phones, tablets, headphones, wearable smart devices, speakers and lights.

The term Intellectual Property Rights means any and all intellectual property rights existing in any part of the world under applicable law, including without limitation patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all applications, renewals, extensions and restorations of such rights, now or hereafter in effect worldwide.

The term Content refers to any and all Uncover and third-party editorial content, information, text, images, photos, videos, artwork, illustrations, graphic (art and electronic) images, audio, music, sounds, postings, messages, recommendations, comments, software, files, feedback, bug reports, or other protected materials and authored works of any kind that are utilised in the provision of the Services.

The term App Distributor refers to an app store or distribution platform (for example, Apple’s App Store) where the App is made available.

1.2. Agreement to our Terms

By accessing and using our Services, whether on a free or Subscription basis, you acknowledge that you have read, understood and agree to comply with and be legally bound by these Terms.

If you do not agree to be legally bound by these Terms, you are not permitted to access or use the Services.

1.3. Privacy Policy

Please also refer to our Privacy Policy located at https://www.rezonating.app/privacy-policy for information on how we collect and use your personal information. By accessing and using our Services you acknowledge that you have read, understood and agree to be bound by our Privacy Policy.

If you do not accept our Privacy Policy, you are not permitted to access or use the Services.

1.4. Changes to our Terms

We reserve the right, in our sole discretion, to update or change these Terms at any time.

If we do so, we will notify you of any updates or changes by posting the updated Terms on our Site and updating the “Last Updated” date to indicate when the changes are effective. If we make any substantive changes to these Terms, we will notify you by email or by a notification through the App, on the Site and/or by asking you to review the changes to the updated Terms the next time you access the Services.

You are advised to read the updated Terms carefully. Your continued use of the Services after the time the changes are communicated will indicate your acceptance and agreement to abide by the updated Terms. If you do not agree to be bound by the updated Terms, you are not permitted to access or use the Services and must stop doing so immediately.

Due to the nature of our Services we reserve the right to change or discontinue part or all of the Services at any time and at our sole discretion, without notice.

2. Conditions of Use

2.1. Eligibility

To purchase the Services, you must be the greater of either: (i) 18 years of age, or (ii) the age of majority in your province, territory or country; and have the legal capacity to form a binding contract with Uncover.

If you are under the age of 18, or the applicable age of majority in your province, territory or country, or do not have the legal capacity to form a binding contract with Uncover, you may utilise the Services only with the involvement and consent of a parent or legal guardian, through their account and subject to their acceptance of these Terms as well as responsibility and liability for your access and use of the Services and Content in compliance with these Terms.

2.2. Restricted Usage

If you choose to access or use the Site, App, Services or Content in any jurisdiction, you are responsible for compliance with the applicable local laws relating to the use of or otherwise connected with the Site, App, Services and Content in that jurisdiction. To the extent that the Site, App, Services and Content would infringe the laws of the jurisdiction from which you are accessing them, you are prohibited from accessing or using the same. This provision shall apply notwithstanding any other provision of the Terms.

You agree not to use the Services for any purposes related to scientific research, analysis or evaluation of the Services without the express prior written consent of Uncover.

You are strongly advised not to use the Services while operating heavy machinery, driving, flying or performing any activity or task that, with due regard to the safety of yourself and others, requires your attention and concentration.

2.3. Changes to the Provision of Services and Content

Uncover reserves the right at any time to change, modify or discontinue the Services and Content, in whole or in part, with or without notice to you. You acknowledge and agree that Uncover will not be responsible or liable, directly or indirectly, to you or any other person for any loss, damage or injury of any kind incurred as a result of, or in connection with, any changes, modifications or discontinuance to the Services and/or Content.

2.4. Future Functionality

You acknowledge and agree that your use and access of the Services are in no way contingent

on the delivery of any future functionality or features; or dependent on any oral or written comments made by Uncover.

2.5. Data Charges

Certain functions of our Services require your Device to have an active internet connection. The connection can be Wi-Fi or provided by your mobile network provider.

If you are accessing or using the Services outside of an area with Wi-Fi, you should remember that your agreed terms with your mobile network provider will apply. As a result, you may be charged by your mobile provider for the cost of data for the duration of the connection while accessing or using the Services, or other third-party charges. In accessing or using the Services, you acknowledge and accept responsibility for any such charges, including roaming data charges if you access or use the Services outside of your designated home region, territory or country without turning off data roaming. If you are not the bill payer for the Device on which you are accessing or using the Services you must receive advance permission from the bill payer before incurring any charges in your access or use of the Services.

2.6. Software Functionality

Although we will do our best to ensure your software is free from critical issues, we can not guarantee that this will always be the experience. In some cases, we may have software issues where we may lose access to your storage or data to your preferred app experience. If this is the case, we recommend to reinstall the app, and email us with your issue, with as much details as possible.

Losing access to your content is always a risk, and we will do our best to ensure that we can prevent.

3. Subscriptions

Full access and use of certain premium Content and features of Uncover’s Services may require a subscription which you can purchase as either a monthly, annual or lifetime subscription (Subscription), and may be charged in advance or periodically.

Your Subscription payment will be charged through your App Distributor, you are advised to read your App Distributor’s applicable terms and conditions regarding payments before purchasing a Subscription.

Upon purchase of a Subscription, you agree not to hold us responsible for any and all additional fees and charges that your App Distributor, bank or other financial service provider may charge due to payment, as well as any applicable taxes.

Our obligation to commence provision of the Services only comes into effect once we have received confirmation of your purchase from your App Distributor. You will only have access to Uncover’s premium Content and features while your Subscription is active and subsisting.

To ensure there is no interruption to your Subscription, we recommend that you keep your payment details up to date with your App Distributor. Uncover will not be held responsible or liable for whatever reason should your Subscription fail to renew as a consequence of outdated or invalid payment information.

In certain instances, your renewal date may change, for example if your payment has not successfully settled or if your paid Subscription began on a day not contained in a given month or year.

3.1. Monthly Subscriptions

Uncover’s monthly Subscription is paid for in advance in monthly instalments and automatically renews each month until you choose to cancel your Subscription through your App Distributor.

If you do not wish your Subscription to renew you must cancel your Subscription at least 24 hours before it renews in order to avoid being charged for the next month’s Subscription fee. If you purchased your Subscription via an App Distributor, you must cancel the renewal of your Subscription through your App Distributor in accordance with their applicable terms and conditions.

Upon cancellation, you will continue to receive access to and use of the Services until the end of your current Subscription period. Refunds or credits cannot be claimed for any unused partial-month Subscription period.

3.2. Annual Subscriptions

Uncover’s annual Subscription is paid for in advance and automatically renewals on an annual basis.

If you do not wish your Subscription to renew you must cancel your annual Subscription at least 24 hours before it renews in order to avoid billing of the renewal Subscription fee. If you purchased your Subscription via an App Distributor, you should cancel the renewal of your Subscription through your App Distributor in accordance with their applicable terms and conditions.

Upon cancellation, you will continue to receive access to and use of the Services until the end of your current Subscription period. Refunds or credits cannot be claimed for any partial unused Subscription period.

3.3. Lifetime Subscriptions

From time to time, Uncover may offer a “Lifetime” Subscription that would provide access and use of the Services for as long as those Services are available. Uncover makes no guarantees, warranties or representations as to the expected lifetime of Uncover’s Services, and in purchasing a Lifetime Subscription, you acknowledge and agree that Uncover’s Services could change or terminate in the future, upon which Uncover’s obligation to provide access to and use of the Services ceases.

Uncover’s Lifetime Subscription is paid by a one-time upfront payment in advance of the provision of the Services. Lifetime Subscriptions may not be assigned to any other person.

If, for whatever reason, you wish to cancel your Lifetime Subscription, you will not be eligible to claim a refund or a recredit in whole or in part for your Lifetime Subscription payment.

3.4. Subscription Changes

Uncover reserves the right to change our Subscription availability, periodicity or adjust pricing for the Services or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. We will notify you in advance of any such change. Changes to Subscription pricing will not apply retroactively and will only apply for Subscription renewals after such changes have been communicated to you.

If you do not agree to the change, you should modify or cancel your Subscription through your App Distributor.

3.5. Free Trials

From time to time, Uncover may offer new customers and eligible former customers the opportunity to access certain premium Content and features of Uncover’s Services for free, for a time limited duration. The duration of the free trial period will be specified before sign-up and is intended to allow new customers and certain former customers to try the Services before

deciding to purchase Membership.

Free trial eligibility is determined by Uncover at its sole discretion and we may limit eligibility or duration to prevent free trial abuse.

You will be charged for a Uncover Membership at the end of the free trial period unless you cancel the trial through your App Distributor at least 24 hours before the end of the free trial period.

3.6. Promotional Codes and Discounted Pricing

Any promotional code or discounted pricing offer may not be used in conjunction with any other promotional code, discounted pricing offer or corporate Membership arrangement, past or present.

Introductory offers are only available to new customers of the Services, except where expressly stated otherwise. Previous customers or trial customers of the Products do not qualify as new customers.

Unless otherwise expressly stated, all pricing promotions or discounted pricing will only apply to the initial period of the Membership, and any subsequent renewals will be charged at the non-discounted rate at the time of renewal for the Membership periodicity selected.

3.7. Refunds

If you purchased your Subscription through an App Distributor, Uncover will not provide a refund.

Any refund requests should be made to your App Distributor in accordance with their applicable terms and conditions. Your purchase will be subject to your App Distributor’s terms and conditions, which may not provide for refunds or may restrict refund eligibility. Accordingly, you are strongly advised to read your App Distributor’s relevant terms and conditions before purchasing a Subscription.

4. Licence and Ownership

4.1. Licence

You acknowledge and agree that the Services are made available to you for your own personal and non-commercial purposes only.

You understand that in agreeing to and complying with these Terms and our Privacy Policy, Uncover grants you a non-exclusive, revocable, non-transferable, non-sublicensable and limited licence to view and listen to the Content, and install a copy of the Uncover App on a Device that you own or control.

Uncover reserves all rights in and to the Services and the Content not expressly granted to you under these Terms.

4.2. Intellectual Property Rights

You acknowledge that Uncover exclusively owns all rights, titles and interests in and to the Services and Content, including without limitation, all underlying software and technology, and all associated Intellectual Property Rights in relation to the Services and Content, other than that owned by third parties. By accessing and using the Services, you acknowledge all Content is protected copyright, trademark, design rights or other proprietary rights incorporated in the Services or Content.

4.3. Restrictions

In acknowledgement of Uncover’s ownership of and Intellectual Property Rights in the Services and Content, you agree that you will not:

• Copy, store, archive, reproduce, transmit, modify, alter, reverse-engineer, translate, adapt, emulate, de-compile, disassemble, or attempt to derive the source code of the Services or Content in any way, or create derivative works based on the Services or the Content, in whole or in part, of any nature whatsoever;
• Rent, lease, loan, publish, broadcast, circulate, make available to the public, exploit, sell or distribute the Services or Content in whole or in part;
• Tamper with or manipulate in any way the Services, or circumvent any technology used by Uncover to protect any Content accessible through the Services;
• Circumvent any territorial restrictions applied to the Services and Content;
• Use any data mining, data gathering or data extraction methods;
• Interfere with, disrupt or create an undue burden on the Services of the networks connected to the Services;
• Use the Services in a way that violates these Terms; or
• Assist or permit any third-party to contravene any of the aforementioned prohibited acts.

Uncover will enforce its Intellectual Property Rights to the fullest extent of the law, including but not limited to bringing civil or criminal legal proceedings.

5. Breach of Terms

Any breach of these Terms may result in, among other things, immediate termination or suspension of your rights and licence to access and use Uncover’s Services and Content, as well as the deactivation of your account and cancellation of your Subscription without refund, where applicable.

Uncover reserves the right, in our sole discretion, to bring legal proceedings against you and any third-party, if applicable, if you breach these Terms and/or you are engaged in illegal or fraudulent use of the Services or Content.

6. Warranty Disclaimer

6.1. General Disclaimer

Uncover aims to provide you with the best service and experience possible, however no promise is made that the Services will meet your requirements and we cannot guarantee or warrant that the Content or Services will be fault free.

You acknowledge and agree that your use of the Services will be at your own risk. To the fullest extent permitted by law, Uncover excludes and disclaims all warranties, terms, conditions and representations whether express, implied or statutory, in connection with the App, the Site the Content and the Services and your access and use thereof including, but not limited to, warranties and conditions of merchantability, fitness for particular purposes, title, accuracy and non-infringement of third-party proprietary rights.

Uncover does not represent nor warrant that the Content or Services will be error-free, free of viruses or other similar contamination or harmful components, that defects will be corrected, that the Services will be available on an uninterrupted, timely or secure basis or will be compatible with your Device. We make no warranty regarding the quality, accuracy, currency, timeliness, completeness or reliability of the Content or Services. The quality of the Content and the Services may vary from device to device, and may be affected by a variety of factors, such as your location, the bandwidth available and/or speed of your internet connection. You acknowledge and agree that any reliance you place on the Content or Services is strictly at

your own risk.

6.2. No Medical, Financial or Legal Advice

Uncover does not provide medical, financial or legal advice. We do not provide a diagnosis, prescription, or formal advice. Our Content, Services and materials provided on or through the App, Site or Services, including without limitation any Content provided by third-parties, are for general informational purposes only. The Content is not intended to be a substitute for professional medical, financial or legal advice, diagnosis, treatment or consultation. You should always seek the advice of your physician, financial advisor or attorney with any questions you may have regarding a medical, financial or legal condition or matter. Never disregard professional medical, financial or legal advice or delay in seeking it because of something you have read on or through the App, Site or Services.

6.3. Limitation of Liability

You acknowledge and agree that to the fullest extent permitted by law, Uncover, its affiliates, officers, directors, employees, agents, suppliers, licensees, licensors, representatives, partners and successors shall not be liable to you or any other person or entity for any indirect, incidental, special, consequential, punitive or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses (even if Uncover has been advised of the possibility of such damages), arising out of or in connection with the Content, Services or these Terms, or your access to and use thereof, whether based on warranty, contract, tort (including negligence), statute or otherwise, whether or not Uncover has been informed of the possibility of such damage.

To the fullest extent permitted by law, the total liability of Uncover for any claim under these Terms, including for any implied warranties, is limited to the amount you paid to Uncover, if any, for use of the Services.

6.4. Jurisdictional Limitations

Some jurisdictions do not allow the exclusion or limitation of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

7. Indemnity

You agree to indemnify, defend, and hold harmless Uncover and its affiliates, officers, directors, employees, agents, suppliers, licensees, licensors, representatives, partners and successors from and against any and all claims, demands, losses, liabilities, damages, judgments, settlements, fines, penalties, costs and expenses, including without limitation legal and accounting fees, arising out of or in connection with:

• your access and use of the Services;
• your breach of these Terms or any applicable laws or regulations;
• your violation of any third-party rights, including without limitation any Intellectual Property Rights or privacy rights; and
• any Content or information you upload, submit, post, transmit or otherwise make available to or through the Services.

8. Termination

8.1. Termination by You

You may stop using the Services at any time and deactivate your account. If you cancel your Subscription, it will automatically terminate at the end of the then-current Subscription period.

8.2. Termination by Uncover

Uncover reserves the right, in its sole discretion and without prior notice to you, to suspend, disable or terminate your access to the Services or Content, your account, and/or your Subscription, if:

• you breach these Terms;
• we are unable to verify or authenticate any information you provide to us;
• we believe that your conduct may cause harm to Uncover, its affiliates, or other users; or
• for any other reason as determined by Uncover in its sole discretion.

In the event of termination, your access to the Services and Content will immediately cease, and Uncover may immediately deactivate or delete your account and all related information and files associated with it, and/or bar any further access to such files or the Services.

9. Governing Law and Jurisdiction

These Terms and your access to and use of the Services shall be governed by and construed and enforced in accordance with the laws of the State of Delaware, USA, without regard to conflict of laws principles.

You agree that any legal proceedings arising out of or in connection with these Terms or your access to and use of the Services must be brought in a federal or state court located in the State of Delaware, USA, and you hereby consent to the exclusive jurisdiction and venue of such courts.

10. Severability

If any provision of these Terms is held to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

11. Entire Agreement

These Terms constitute the entire agreement between you and Uncover with respect to the subject matter hereof, and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Uncover with respect to the Services.

12. Contact Us

If you have any questions about these Terms or the Services, please contact us at support@rezonating.app.