Aurél

These Terms of Service ("Terms") govern your access to and use of the websites, mobile and web applications, and other products and services that link to or reference these Terms (collectively, the "Services") provided by VSP Services LLC, doing business as Aurél ("Aurél," "we," "us," or "our"). These Terms are a binding legal agreement between you, or the entity you represent ("you" or "your"), and Aurél.

You must agree to these Terms to use the Services. You agree to these Terms by either (a) using the Services in any way, including by accessing our website or application, or (b) clicking or tapping to indicate your acceptance. If you do not agree to these Terms, do not use the Services.

We may revise these Terms from time to time. When we do, we will post the revised Terms and update the "Last updated" date above. If a change materially affects your use of the Services, we will make reasonable efforts to notify you by email at the address associated with your account. Your continued use of the Services after revised Terms become effective constitutes your acceptance of them.

PLEASE READ SECTION 18 (DISPUTE RESOLUTION AND ARBITRATION) CAREFULLY. IT CONTAINS A BINDING ARBITRATION AGREEMENT AND A CLASS-ACTION WAIVER THAT REQUIRE MOST DISPUTES BETWEEN YOU AND AUREL TO BE RESOLVED INDIVIDUALLY THROUGH FINAL AND BINDING ARBITRATION RATHER THAN IN COURT. SECTION 18 ALSO EXPLAINS HOW YOU CAN OPT OUT OF ARBITRATION.

By accessing or using the Services, you confirm that:

01Accessing the Services

The Services are controlled and operated from the United States. We make no representation that the Services are appropriate or available for use in other locations. If you access the Services from outside the United States, you do so at your own risk and are responsible for complying with all applicable local laws. We may limit the availability of the Services, in whole or in part, to any person, geographic area, or jurisdiction at any time.

We grant you permission to access and use the Services subject to these Terms. It is a condition of your use that all information you provide is accurate, current, and complete. Your use of the Services is at your own risk. You are responsible for obtaining and maintaining the devices, connectivity, and accounts needed to access the Services, and for any third-party fees you incur in doing so.

We may modify, suspend, or discontinue the Services, or restrict your access to them, at any time, for any reason, and without notice or liability.

02Account Registration and Security

Some features of the Services require you to register an account. When you register, you agree to provide accurate and complete information and to keep it up to date, including a valid email address and an accurate digital asset wallet address for payments.

You are responsible for all activity that occurs under your account. You must keep your account credentials confidential and must not share them or allow anyone else to use your account. Notify us immediately at support@useaurel.app if you believe your credentials have been compromised or your account has been used without authorization. We are not liable for any loss arising from unauthorized use of your account, and you may be liable for losses incurred by us or others as a result.

You may not create or use an account for anyone other than yourself, create more than one account, or provide registration information that is not your own. We may require information to verify your identity and to protect the integrity and security of the Services and our community.

We may suspend, disable, or terminate your account at any time, with or without notice, if we believe you have violated these Terms or for any other reason. If your account is terminated, you may lose access to your account and to any Submitted Content associated with it. Where we terminate your account because of your breach of these Terms, we may withhold payouts that are pending and attributable to the conduct giving rise to the termination. Compensation already earned and not in dispute will remain payable in accordance with Section 6.

03Eligibility

The Services are intended only for individuals who are at least 18 years of age. You may not use the Services, submit any content, or receive any compensation if you are under 18. Because the Services involve the recording, processing, and sale of voice recordings, we do not permit use by minors under any circumstances, and you must not submit any recording that includes the voice of a minor.

You may submit only recordings you are entitled to submit. If anyone other than you can be heard in a recording, that person must have given their prior, informed consent before recording and must independently meet these eligibility requirements; you may not include the voice of anyone who has not consented, and you must never include the voice of anyone under 18.

By using the Services, you represent and warrant that you meet the eligibility requirements in these Terms. We may refuse, suspend, or terminate access to anyone, at any time, in our sole discretion.

04Prohibited Uses

You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to, and not to assist, encourage, or enable any other person to:

  • Use the Services for any unlawful purpose or in violation of any applicable law or regulation;
  • Submit any content that you do not have the full right and authority to submit, or that infringes or misappropriates any patent, copyright, trademark, trade secret, right of publicity, right of privacy, or other right of any person;
  • Record or submit the voice of any person other than yourself without that person's prior, informed consent, or record anyone in violation of any applicable recording-consent or wiretap law;
  • Submit any recording that includes the voice of a minor (anyone under 18 years of age);
  • Submit content that was read from a script, rehearsed, recycled from a podcast, video, call, or earlier session, or generated in whole or in part by text-to-speech, voice cloning, or other artificial intelligence, or that is otherwise not a genuine, live, unaltered recording captured through the Services;
  • Submit content that is defamatory, obscene, harassing, hateful, or otherwise objectionable, or that contains sensitive personal information unrelated to the Services;
  • Misrepresent your identity, age, language, accent, or affiliation, impersonate any person, or create an account for anyone other than yourself;
  • Create or maintain more than one account, use multiple accounts or devices to simulate a second speaker, or sell, rent, transfer, or share your account;
  • Manipulate compensation, leaderboards, progress goals, or referral or Founding Speaker rewards, including by padding recording length, submitting repetitive or near-duplicate sessions, or coordinating accounts to farm rewards;
  • Reverse engineer, decompile, disassemble, or attempt to derive the source code of any part of the Services, except to the extent this restriction is prohibited by applicable law;
  • Use the Services, or any output of the Services, to develop or train any competing product, dataset, or machine-learning system, or for benchmarking or competitive analysis, except as expressly permitted by Aurél;
  • Use any robot, spider, scraper, or other automated means to access the Services, or collect, harvest, or mine information about other users;
  • Introduce any virus, malware, or other harmful code, or attempt to gain unauthorized access to, interfere with, damage, or disrupt the Services or any related systems or networks;
  • Circumvent, disable, or interfere with security features or usage limits, or bypass any measure used to control or restrict access to the Services;
  • Remove, obscure, or alter any proprietary notice on the Services;
  • Take any action that imposes, or may impose, an unreasonable or disproportionate load on our infrastructure, or conduct any denial-of-service attack; or
  • Use the Services in any manner intended to defraud, deceive, or mislead Aurél or any other person.

These restrictions apply only to the extent permitted by applicable law. We may investigate and take appropriate action against anyone who, in our sole discretion, violates this Section or any other part of these Terms, including removing content, suspending or terminating accounts, and reporting conduct to law enforcement.

05Submitted Content and Ownership Transfer

Your Submitted Content

"Submitted Content" means any audio recordings, and any other recordings, audio, or content, that you submit, upload, or transmit to or through the Services, together with any associated metadata (such as language, topic, and duration, as described in our Privacy Policy). You are solely responsible for your Submitted Content and for ensuring that you have all rights and consents necessary to submit it. You, and not Aurél, assume all risks associated with your Submitted Content.

Recording Other People

Most recordings capture only your own voice. If anyone else's voice is captured in a recording, you must obtain their prior, informed consent before recording begins — including consent to the collection, use, sale, and licensing of their voice as described in these Terms and our Privacy Policy. You must not record any person who has declined or revoked consent, and you must never record anyone under 18. You are responsible for ensuring your recordings comply with all applicable recording-consent, wiretap, and privacy laws.

Transfer of Ownership

When you submit Submitted Content and it is accepted by Aurél, you irrevocably sell, assign, and transfer to Aurél all right, title, and interest in and to your contribution to that Submitted Content — including your recorded voice and speech and all intellectual property and other proprietary rights in it — to the maximum extent such rights are assignable. Upon acceptance, Aurél is the owner of that Submitted Content and of any dataset or other work that incorporates it, subject to any rights that are not assignable under applicable law. This transfer is made in consideration of the compensation described in Section 6.

Scope of the Transfer; Backup License

As owner of accepted Submitted Content, Aurél may host, store, reproduce, modify, adapt, create derivative works from, transcribe, annotate, analyze, label, structure, publicly display and perform, distribute, license, sublicense, sell, and otherwise use and commercialize that Submitted Content, in whole or in part, for any purpose and without further consent from or payment to you except as set out in Section 6. This includes developing, training, evaluating, and improving artificial intelligence and machine-learning models — including speech recognition, speaker, speech-translation, and conversational AI systems — and selling or licensing datasets that incorporate your Submitted Content to third parties.

To the extent any assignment or transfer in this Section is for any reason ineffective or unenforceable, you grant Aurél, as a backup and to the maximum extent permitted by law, a worldwide, perpetual, irrevocable, exclusive, transferable, and sublicensable license to do all of the foregoing with respect to your contribution. Your right to receive compensation for accepted Submitted Content is described in Section 6.

Voice, Name, and Likeness

In consideration of the compensation described in Section 6, you grant Aurél, our affiliates, and our customers, partners, and prospective customers and partners a worldwide, perpetual, irrevocable, non-exclusive, transferable, and sublicensable right to use, for the purposes described in these Terms (including artificial intelligence and machine-learning purposes): (a) your voice, speech, name, and persona; (b) audio recordings of you; (c) any voiceprint or other biometric identifiers and biometric information derived from your Submitted Content, to the extent permitted by applicable law; and (d) the rights of publicity and privacy associated with the foregoing.

Moral Rights

To the maximum extent permitted by law, you waive, and agree not to assert against Aurél or anyone acting under its authority, any moral rights, rights of attribution, or similar rights in your Submitted Content. We are not obligated to credit you, to keep your Submitted Content confidential except as stated in our Privacy Policy, or to use or commercialize your Submitted Content.

Your Representations and Warranties

You represent and warrant that, for all Submitted Content:

  • You are at least 18 years old, and any other person whose voice is captured is at least 18 years old;
  • Any other person whose voice is captured has given their prior, informed consent to being recorded and to the rights granted to Aurél under these Terms, and no person captured has declined or revoked that consent;
  • The Submitted Content is a genuine, live, and unaltered recording, and has not been read from a script, recycled, edited, manipulated, synthetically generated, voice-cloned, or created in whole or in part by artificial intelligence;
  • The Submitted Content does not include the voice of any person under 18 years of age;
  • You own or hold all rights, consents, licenses, and permissions necessary to grant the rights in these Terms with respect to your own contribution, and the Submitted Content does not and will not infringe or violate any intellectual property, publicity, privacy, contractual, or other right of any person;
  • The Submitted Content, and any personal data it contains, was collected and created lawfully and in compliance with all applicable recording-consent, wiretap, and privacy laws; and
  • The Submitted Content does not violate these Terms and is not unlawful, defamatory, obscene, or otherwise objectionable.

No Obligation to Use

Aurél is under no obligation to review, accept, use, license, or commercialize any Submitted Content. We may reject, remove, or stop using or licensing any Submitted Content at any time, in our sole discretion, including where a recording fails our quality, language, or integrity review.

Revoked or Invalid Consent

If any transfer, assignment, consent, license, waiver, or right you make or grant under this Section — or any consent given by a person whose voice you recorded — is revoked, withdrawn, or held invalid or unenforceable with respect to any Submitted Content, you must promptly notify us and must repay any compensation you received in connection with that Submitted Content. We may offset such amounts against any payments otherwise owed to you, and you remain liable for any balance. You will indemnify the Indemnified Parties (as defined in Section 16) for any losses arising from such revocation or invalidity, including any claim brought by a person you recorded.

06Compensation and Digital Assets

Compensation Generally

In consideration of the transfer of ownership and the rights described in Section 5, Aurél will pay you compensation for Submitted Content that we review and accept. Compensation for a recording is based on its accepted length and the rate that applies to its category (such as the language) and other criteria, and may include additional bonuses as described below. Current rates, the recordings and languages eligible for compensation, length requirements, and other eligibility criteria are described on our website or within the App and may change from time to time.

Accepted Minutes Only

Compensation is earned only for recording time that passes our review. We may review each recording for audio quality, natural and unscripted speech, language and accent, and integrity (including checks that the recording is live, unscripted, and not AI-generated, recycled, or synthetic). Time that does not pass review — including recordings that are rejected for the reasons described on the website or App or in our content policies — does not earn compensation. We do not pay on raw recorded length.

Language Demand and Bonuses

Rates may vary by language and may reflect how much recorded data we currently need in a given language. From time to time we may offer additional, limited bonuses or programs — for example, recognition or a bonus for being among the first contributors to record in a particular language ("Founding Speaker"), or a referral bonus when a person you invite has their first recording accepted. The eligibility criteria, amounts, quantity limits, and participant caps for any such program are stated at the time of the offer and may be modified or withdrawn at any time, except with respect to compensation you have already earned. Any amounts, multipliers, or goals shown in the Services are subject to the eligibility and review rules in this Section.

Payment in Digital Assets

Compensation is paid in USD Coin (USDC) on the Base network, transferred to the digital asset wallet address you designate. You are solely responsible for providing and maintaining an accurate, compatible, and secure wallet address. Blockchain transactions are final and irreversible once broadcast to the network. Aurél is not responsible or liable for any loss, delay, or error resulting from an inaccurate or incompatible wallet address, your loss of access to your wallet, user error, network conditions, or the acts or omissions of any third-party wallet, exchange, or service provider.

Thresholds, Batching, and Fees

We may set minimum payout thresholds, hold and batch payments, and establish payment schedules. We may deduct applicable network, processing, or transaction fees from amounts payable to you. We may withhold or delay payment of any amount we reasonably believe to be associated with fraud, manipulation, a breach of these Terms, or a dispute, pending our review.

Taxes

You are solely responsible for determining and paying any taxes that apply to compensation you receive. We may require you to provide tax documentation before issuing payment, and we may withhold and report amounts as required by applicable law.

Changes to Compensation

We may change rates, bonuses, supported languages, supported digital assets, networks, and payment methods on a going-forward basis. Changes will not reduce compensation you have already earned. We may, in our discretion, add support for additional digital assets, wallet technologies (such as email-based or custodial wallets), or fiat payment methods in the future.

07Privacy and Voice Recordings

Our Privacy Policy describes how we collect, use, store, share, and disclose information about you, and is incorporated into these Terms by reference. If you do not agree with our Privacy Policy, do not use the Services.

The Services necessarily involve the recording and processing of your voice and speech, the recordings you submit, and related metadata, and may involve the derivation of a voiceprint or other biometric information from your recordings. By submitting Submitted Content and using the Services, you acknowledge and expressly consent to Aurél's collection, storage, use, processing, sale, licensing, and disclosure of this information for the purposes described in these Terms and our Privacy Policy, including disclosure to and further use by our customers, partners, and prospective customers and partners.

You understand that once Submitted Content, or data derived from it, has been licensed to or incorporated into the models, products, or datasets of a third party, it cannot be retrieved, recalled, or deleted from that third party, and that artificial intelligence models trained using it generally cannot be made to "untrain." You may request deletion of your account and your Submitted Content from Aurél's active systems as described in our Privacy Policy, subject to legal and contractual limits and to the rights already granted under these Terms.

08Copyright and Takedown Requests

We respect intellectual property rights and expect users to do the same. We may, in appropriate circumstances and in our discretion, suspend or terminate the accounts of users who infringe the intellectual property rights of others.

If you believe content available through the Services infringes a copyright you own or control, please send a written notice to our designated agent that includes: (a) a physical or electronic signature of the rights owner or a person authorized to act on their behalf; (b) identification of the copyrighted work claimed to be infringed; (c) identification of the material claimed to be infringing and information reasonably sufficient to locate it; (d) your contact information; (e) a statement that you have a good-faith belief that the use is not authorized by the rights owner, its agent, or the law; and (f) a statement, made under penalty of perjury, that the information in the notice is accurate and that you are authorized to act on behalf of the rights owner.

Notices should be sent to our Copyright Agent at support@useaurel.app. If your notice does not substantially comply with these requirements, it may not be effective. We may forward valid notices, including your contact information, to the user responsible for the affected content.

09Intellectual Property

As between you and Aurél, we own all right, title, and interest in and to the Services, including all software, technology, text, graphics, user interfaces, designs, trademarks, logos, and branding, together with all related intellectual property rights and any improvements, enhancements, and derivatives, and any Feedback (as defined in Section 20) (collectively, "Company IP"). These Terms do not grant you any right in the Company IP except the limited right to use the Services in accordance with these Terms. All rights not expressly granted are reserved.

10Confidentiality

"Confidential Information" means non-public information that Aurél discloses to you that is marked confidential, or that you should reasonably understand to be confidential given its nature and the circumstances of disclosure, including our product plans, pricing, business and financial information, and information about the characteristics, features, and performance of the Services.

You may use Confidential Information only as needed to use the Services as permitted by these Terms. You will protect Confidential Information using at least reasonable care and will not disclose it to any third party. Confidential Information does not include information that is or becomes public through no fault of yours, that you lawfully possessed without a duty of confidentiality, or that you independently developed without using Confidential Information. If you are legally compelled to disclose Confidential Information, you will, where permitted, give us prior notice so that we may seek protection.

11Third-Party Services

The Services may interoperate with third-party products, services, websites, or applications, including digital asset wallets and blockchain networks ("Third-Party Services"). If you use a Third-Party Service with the Services, you may need to obtain access from its provider and grant permissions, and you instruct us to allow the exchange of information necessary for that integration. Your use of Third-Party Services is solely between you and the provider and is governed by the provider's terms. We do not control, endorse, warrant, or assume responsibility for Third-Party Services, and we are not liable for any act, omission, content, or loss arising from them.

12No Guarantee of Service

We may modify, update, suspend, interrupt, or discontinue the Services, in whole or in part, at any time and without notice or liability. We do not warrant that the Services will be available, uninterrupted, secure, or error-free, and we are not liable if the Services are unavailable at any time or for any period. We make no representations about the compatibility of the Services with any particular device.

13Beta Offerings

We may offer features or Services identified as beta, preview, early access, evaluation, or similar ("Beta Offerings"). Beta Offerings are provided for evaluation, may be incomplete or contain errors, and may be changed or discontinued at any time without notice or liability. Information about Beta Offerings is our Confidential Information. To the maximum extent permitted by law, Beta Offerings are provided "as is" without warranty or indemnity of any kind, and our total liability arising from any Beta Offering will not exceed one hundred U.S. dollars ($100).

14Disclaimer of Warranties; Blockchain Risks

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. AUREL DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, BE AVAILABLE OR UNINTERRUPTED, OR BE ACCURATE, SECURE, OR ERROR-FREE, AND NO ADVICE OR INFORMATION OBTAINED FROM US WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

YOU UNDERSTAND THAT DIGITAL ASSETS AND BLOCKCHAIN NETWORKS INVOLVE SIGNIFICANT RISK. AUREL DOES NOT CONTROL, AND IS NOT RESPONSIBLE OR LIABLE FOR, THE OPERATION, SECURITY, AVAILABILITY, OR GOVERNANCE OF ANY BLOCKCHAIN NETWORK, INCLUDING THE BASE NETWORK; DELAYED, FAILED, OR INCORRECT TRANSACTIONS; CHANGES TO NETWORK PROTOCOLS OR RULES; FORKS; FLUCTUATIONS IN THE VALUE OR AVAILABILITY OF ANY DIGITAL ASSET; ADVANCES IN CRYPTOGRAPHY; OR HACKS, EXPLOITS, OR ATTACKS ON ANY BLOCKCHAIN, WALLET, OR THIRD-PARTY SERVICE. YOU ARE SOLELY RESPONSIBLE FOR SECURING YOUR WALLET AND CREDENTIALS.

You release Aurél and the Indemnified Parties (as defined in Section 16) from all claims and liabilities arising out of or relating to the use and commercialization of Submitted Content. To the extent permitted by law, you waive any statute or rule that would limit the effect of this release, including California Civil Code Section 1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

15Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AUREL AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR DIGITAL ASSETS, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, ON ANY THEORY OF LIABILITY, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AUREL'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT OF COMPENSATION PAID TO YOU BY AUREL IN THE SIX (6) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). THESE LIMITATIONS ALLOCATE RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL BASIS OF THE BARGAIN. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

16Indemnification

You will indemnify, defend, and hold harmless Aurél, its affiliates, and their respective officers, directors, employees, contractors, agents, licensors, customers, and partners (the "Indemnified Parties") from and against any claims, liabilities, damages, judgments, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your Submitted Content, including any claim by a person whose voice you recorded; (b) your use of the Services; (c) your breach of these Terms or the Privacy Policy; (d) your violation of any law or any right of any third party, including any intellectual property, publicity, privacy, or recording-consent right; or (e) your negligence or willful misconduct. We may assume the exclusive defense and control of any matter subject to indemnification by you, and you will cooperate with us.

17Governing Law

These Terms, and any dispute arising out of or relating to them or the Services, are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. Subject to Section 18, you agree to the exclusive personal jurisdiction of the state and federal courts located in Delaware for any dispute not subject to arbitration.

18Dispute Resolution and Arbitration

Agreement to Arbitrate

You and Aurél agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services, or to any relationship or transaction between us, will be resolved exclusively through final and binding arbitration on an individual basis, rather than in court, except that (a) you may bring an individual claim in small claims court if it qualifies, and (b) either party may seek injunctive or equitable relief in court to protect its intellectual property or Confidential Information. This Arbitration Agreement is governed by the Federal Arbitration Act. By agreeing to arbitrate, you and Aurél each waive the right to a trial by jury and the right to participate in a class action.

Informal Resolution and Notice of Dispute

Before starting an arbitration, the party raising a dispute must first send the other a written Notice of Dispute describing the claim and the relief sought. Notices to Aurél must be sent to support@useaurel.app. If the dispute is not resolved within sixty (60) days after the Notice is received, either party may begin an arbitration.

Class Action Waiver

YOU AND AUREL AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS OR PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING, AND MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO RESOLVE THAT PARTY'S INDIVIDUAL CLAIM.

Jury Trial Waiver

YOU AND AUREL EACH WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHT TO SUE IN COURT AND TO HAVE A TRIAL BEFORE A JUDGE OR JURY. Claims will instead be decided by a neutral arbitrator, whose decision will be final except for the limited right of review under the Federal Arbitration Act.

Arbitration Procedures

The arbitration will be administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, as modified by this Arbitration Agreement. Information about the AAA is available at www.adr.org. The arbitrator will decide all issues, including the scope and enforceability of this Arbitration Agreement. The arbitrator may award the same individual relief that a court could and must issue a written decision explaining the essential findings and conclusions.

Arbitration Costs

Payment of filing, administration, and arbitrator fees will be governed by the AAA Rules. Where required by the AAA Rules or applicable law, or where the arbitrator determines that the costs would otherwise be prohibitive, Aurél will pay or reimburse those fees.

Confidentiality of Arbitration

The arbitration proceeding and any award will be kept confidential by the parties, except as necessary to enforce or challenge an award or as required by law.

Severability

If any part of this Arbitration Agreement is found unenforceable, that part will be severed and the remainder will continue to apply, except that if the Class Action Waiver is found unenforceable as to a particular claim, that claim will proceed in court and all other claims will remain in arbitration.

One-Year Limitation Period

To the extent permitted by applicable law, any claim arising out of or relating to these Terms or the Services must be brought within one (1) year after the claim arose or the basis for it reasonably should have been discovered; otherwise the claim is permanently barred.

Right to Opt Out

You may opt out of this Arbitration Agreement within thirty (30) days after you first accept these Terms by emailing a written opt-out notice to support@useaurel.app. The notice must include your name, address, and the email address associated with your account, and must be postmarked within the 30-day period. Opting out applies only to this Arbitration Agreement and does not affect any other part of these Terms.

Court Proceedings

Subject to and without waiving this Arbitration Agreement, any claim not subject to arbitration will be brought exclusively in the state or federal courts located in Delaware, and you and Aurél consent to the personal jurisdiction of those courts.

19General Terms

These Terms, together with the Privacy Policy and any policies referenced in them, are the entire agreement between you and Aurél regarding the Services and supersede all prior agreements and understandings. Our failure to enforce any provision is not a waiver of it. If any provision is held invalid or unenforceable, it will be modified to the minimum extent necessary or severed, and the remaining provisions will remain in full effect. You may not assign or transfer these Terms, or any rights or obligations under them, without our prior written consent; we may assign them freely. There are no third-party beneficiaries to these Terms except as expressly stated, including, with respect to Section 22, Apple and Google. Section headings are for convenience only and have no legal effect.

20Feedback

If you send us ideas, suggestions, or other feedback about the Services ("Feedback"), you agree that the Feedback is not confidential, that we may already be considering similar ideas, and that we may use the Feedback for any purpose without restriction or compensation to you. You assign to us all rights in any Feedback and waive any moral rights in it. We may also collect and analyze data about the use and performance of the Services and use that data to operate, improve, and develop our products, and may disclose it in aggregated or de-identified form.

21Publicity

We will not use your name, voice, or likeness in our own marketing or promotional materials except as permitted under these Terms or with your consent. We may describe our community and use of the Services in a general, aggregated, or de-identified manner, and may use aggregated or de-identified information about the use of the Services freely.

22Mobile Applications

General

We may make available applications to access the Services on compatible mobile or other devices ("Apps"). We grant you a limited, non-exclusive, non-transferable, revocable license to use the Apps on devices you own or control, solely in accordance with these Terms. You may not copy, modify, reverse engineer, rent, lease, lend, sell, redistribute, or sublicense the Apps, or circumvent their security or usage controls, except as permitted by applicable law. We may issue and automatically install updates to the Apps, and these Terms govern all updates. Standard carrier data rates may apply.

Apple App Store

If you obtain an App from the Apple App Store, these Terms are between you and Aurél only, not Apple, Inc. ("Apple"), and Apple is not responsible for the App or its content. Apple has no obligation to provide maintenance or support for the App. Your use of the App must comply with the Apple Media Services Terms and Conditions. If the App fails to conform to any applicable warranty, you may notify Apple, and Apple may refund the purchase price, if any; to the maximum extent permitted by law, Apple has no other warranty obligation for the App. Apple is not responsible for addressing any claims relating to the App, including product-liability, legal-compliance, and consumer-protection claims, or any third-party intellectual property claim. Apple and its subsidiaries are third-party beneficiaries of these Terms with respect to the App and may enforce them against you.

Google Play

If you obtain an App from the Google Play Store, these Terms are between you and Aurél only, not Google LLC ("Google"). Your use of the App must comply with the then-current Google Play Terms of Service. Google is only the provider of the store from which you obtained the App, is solely a third-party beneficiary of these Terms with respect to the App, and has no responsibility or liability to you in connection with the App or these Terms.

23Contact Us

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