Terms of Use

1. Privacy

For information about how we collect, use, share or otherwise process information about you, please see our Privacy Policy.

2. Eligibility

You must be at least 18 years of age to use our Services. If you use our Services on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.

You may not use the Services if you are located in, or a citizen or resident of any state, country, territory or other jurisdiction that is embargoed by the United States or where your use of the Services would be illegal or otherwise violate any applicable law. You represent and warrant that you are not on any U.S. restricted party list, that you’re not a citizen or resident of any such jurisdiction, and that you will not use any Services while located in any such jurisdiction. You also may not use the Services if you are located in, or a citizen or resident of, any other jurisdiction where we have determined, at our discretion, to prohibit use of the Services. We may implement controls to restrict access to the Services from any such jurisdiction. You will comply with this paragraph even if our methods to prevent use of the Services are not effective or can be bypassed.

3. User Accounts and Account Security

You will need to register for an account to access some or all of our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You agree to provide current, complete and accurate purchase and account information for all purchases made through our Services. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed. If you register for an account and sign in through a third-party authentication provider, you acknowledge that your sign in to use the Services is subject to the third-party authentication provider’s terms and conditions and privacy policies.

You may only maintain one active account. Creating multiple accounts may result in the suspension or termination of all associated accounts without notice.

You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. If you permit others to use your account credentials, you are responsible for the activities of such users that occur in connection with your account. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal claim, including trademark rights, in those usernames.

4. AI Services and Limitations

Our Services include services or features that use artificial intelligence models and technology (“AI Services”), such as Imperfect Coach. As part of our Services, you may input or otherwise submit text, images, audio, video, files, or other data or content to an AI Service (collectively, “User Data”) and the AI Service may generate and return any text, images, audio, video, files, other data or content, recommendations, or actions based on your User Data (“Output”).

We do not make any warranty as to the Services (including the AI Services), Output, the results that may be obtained from the use of the Services or the accuracy of any information obtained through the Services, including with respect to the factual accuracy of any Output or suitability, quality, security, legality, and reliability for your intended use cases. Use of any material or data obtained through the use of any Services is at your sole risk. No information or advice, whether oral or written, that you obtain from us through the Services creates any such warranty.

You acknowledge that the Services and Output are intended to support and not substitute your decision-making. You are responsible for evaluating whether Outputs are appropriate for your use case before using or sharing Outputs. You acknowledge that factual assertions in Outputs should not be relied upon without independently checking their accuracy, as they may be false, incomplete, misleading or not reflective of recent events or information.

5. Your User Data

User Data may include user-provided personal profile information, fitness information, wellness goals, habits, diet preferences, and conversation inputs, as well as wellness metrics and related data automatically collected from connected devices and third-party sources where you choose to connect such devices or services and provide your consent to such collection and use. You authorize and instruct us to access, collect, and process User Data from connected devices and third-party services that you choose to link to the Services. You agree and instruct that we may process User Data and any other input or materials you provide to provide the Services. As between you and us, and except for the license you grant below, you retain all rights in your User Data. You represent and warrant that you have all rights, licenses, and permissions needed to provide User Data to our Services and for us to perform the Services.

You grant us, our subsidiaries, and affiliates a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully paid, and sublicensable right and license to process, reproduce, distribute, and otherwise use and display the User Data and perform all acts with respect to the User Data as may be necessary or useful for us (a) to perform the Services, (b) to use, share, and otherwise process the User Data in accordance with our Privacy Policy, (c) to maintain, provide, and develop the Services and otherwise develop, innovate, and improve our technologies and offerings (including to train, re-train, fine-tune, validate, update, improve, and otherwise innovate our artificial intelligence and machine learning models and algorithms), and (d) to generate or develop deidentified data from the User Data and any derivatives that do not directly or indirectly identify you or any individual (the “Deidentified Data”). As between the parties, we solely own all right, title and interest in and to any Deidentified Data and any data, information and material created by us with such Deidentified Data. Deidentified Data may be made publicly available and may be used for any legal purpose, so long as the Deidentified Data does not directly or indirectly identify you or any individual.

In addition, you acknowledge and agree that we may monitor, collect, use, and store anonymous and aggregate statistics regarding your use of the Services (collectively, “Analytic Data”).

6. Data Input

You are solely responsible for your User Data. It is your responsibility to provide accurate, correct, complete, and up-to-date information and User Data regarding your own health and personal information when using the Services. Inaccurate or incomplete information or User Data may affect the quality and suitability of the Output.

Additionally, you agree not to input, provide, or submit the following types of User Data in connection with your use of AI Services:

• Social Security numbers or government-issued identification numbers;
• Financial account numbers, credit card numbers, or banking information;
• Passwords or authentication credentials for third-party services; or
• Other highly sensitive personal information not necessary for the wellness coaching Services.

We are not responsible for any consequences arising from your decision to input prohibited data types into the Services. You should not include identifying information (such as your full legal name) in conversations with AI Services.

7. Output

You are solely responsible for the Output and your use of them. You understand that, due to the nature of the Services and artificial intelligence generally, Output may not be unique and other customers may receive similar or identical output from the Services.

As between the parties, to the extent permitted by applicable law, we will own all right, title, and interest (including all intellectual property rights) in any Output. You assign to us all of your rights, if any, in any Output that arises solely from the creation of it by your use of the Services. We grant you a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, and fully paid right and license to use your Output for your personal use only.

We may use and otherwise exploit all Output in the same way and under the same terms as for the User Data. Without limiting the foregoing, we may use Output to train, re-train, fine-tune, validate, update, improve, and otherwise innovate our products and services (including artificial intelligence and machine learning models and algorithms).

8. Pricing, Availability, and Modifications

All descriptions of Services pricing are subject to change at any time without notice, at our sole discretion. We reserve the right to refuse any subscription you place with us. We reserve the right, but are not obligated, to limit the sales of our Services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis.

We do not guarantee that information contained on Services will be correct, complete, and accurate. We reserve the right to update information on the Services and/or to make corrections, without notice. If the listed price of the Services is incorrect, we have the right to cancel any incorrectly priced subscriptions or charge the corrected price.

9. Prohibited Conduct and Content

You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct, while using our Services. In addition, you will not:

• Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
• Use or attempt to use another user’s account without authorization from that user and us;
• Sell, resell or commercially use our Services;
• Use the Services to create a competing service (even if you only use that other service internally);
• Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;
• Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services;
• Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner;
• Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;
• Attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of our Services that you are not authorized to access;
• Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services;
• Develop or use any applications that interact with our Services without our prior written consent;
• Use the Services to train, fine-tune, or create a data set for training or fine-tuning any artificial intelligence or machine learning tool or service;
• Bypass or ignore instructions contained in our robots.txt file; or
• Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.

Enforcement of this Section 9 is solely at our discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section 9 does not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

10. Ownership; Limited License

Our Services, Deidentified Data, Analytic Data, and Output, including the text, graphics, images, photographs, videos, illustrations and other content contained in them, are owned by us or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to our Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for your own personal, noncommercial use. Any use of our Services other than as specifically authorized in these Terms, without our prior written permission, is strictly prohibited, will terminate this license and violate our intellectual property rights.

11. Trademarks

Imperfect™, Imperfect Coach™, our logos, our product or service names, our slogans and the look and feel of our Services are our trademarks and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on our Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.

12. Feedback

You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about us or our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in our sole discretion. In addition, you waive any so-called “moral rights” or rights of privacy or publicity in the Feedback. You understand that we may treat Feedback as nonconfidential.

13. Third-Party Services and Content

The Services integrate and contain other software, information, data, tools, materials, services and rights—including pre-built, pre-trained AI models—made available by a third party (“Third-Party Services”). These Third-Party Services are subject to their own terms and conditions (“Third-Party Terms”), and the applicable flow-through provisions from the Third-Party Terms apply to your use of the Services. We are not responsible for the performance, availability, output, or content generated by Third-Party Services AI models or for errors, inaccuracies, or omissions in User Data acquired from Third-Party Services.

You can find a list of applicable Third-Party Terms here:

• Anthropic (AI coaching) — Usage Policy.
• Google (Gemini API) — APIs Terms of Service, Gemini API Additional Terms of Service, and Generative AI Prohibited Use Policy.
• OpenAI (voice transcription) — Usage Policies.
• MapTiler (maps) — General Terms and Conditions.

Additionally, we may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through our Services (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. We do not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk.

14. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless us and our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “Imperfect Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of our Services, including your use of any Output; (b) your User Data or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with our Services. You agree to cooperate with Imperfect Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys’ fees). You also agree that the Imperfect Parties will have control of the defense or settlement, at our sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and us or the other Imperfect Parties.

15. Disclaimers

Your use of our Services is at your sole risk. Except as otherwise provided in a writing by us, our Services and any content therein are provided “AS IS” and “AS AVAILABLE” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not represent or warrant that the quality of any Services, information, or other material you purchase or obtain will meet your expectations. We do not warrant that the use of our Services will guarantee any results.

In addition, we do not represent or warrant that our Services are accurate, complete, reliable, current or error-free or that any errors in the Services will be corrected. While we attempt to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of our Services.

Some jurisdictions do not allow the disclaimer of implied warranties, so the above disclaimers of warranties may not apply to you.

16. Health Disclaimers

We are not a medical provider. The Services and Output are not intended to provide any medical advice, opinion, diagnosis, treatment or guarantee, or substitute for an individual patient assessment based on a licensed health care provider’s evaluation of you. You should not rely upon the Services or Output when making medical or other important healthcare decisions. If medical advice or intervention is necessary, we recommend that you contact a healthcare professional. All Services and Output are provided for informational purposes only.

We do not provide clinical services. We are not functioning in any clinical or licensed medical or psychological capacity. The Services and Output are not a substitute for the knowledge, expertise, skill, and judgment of licensed healthcare providers in patient care. The Services and Output are in no way intended to serve as a diagnostic service or platform, to provide certainty with respect to a diagnosis, to recommend a particular product or therapy or to otherwise substitute for the clinical judgment of a qualified healthcare professional. We are not responsible for any injury, death or damage resulting from the use, misuse or interpretation of information obtained through the Services. Furthermore, we do not assume any responsibility for the actions of any healthcare provider that may result in liability or damages due to malpractice, failure to warn, negligence, or any other basis. If you are a consumer who chooses to access the information made available through the Services and Output, you should not rely on that information as professional medical advice or use the Services and Output as a replacement for any relationship with your physician or other licensed healthcare professional.

Accordingly, it is extremely important that you consult your physician or licensed healthcare provider—and not us—in connection with your medical or health conditions. Your use of any Services does not create a doctor-patient, professional-client, or similar relationship between you and us. If you have any questions about your health, including any medical condition or treatment, please contact your physician or healthcare provider or, if you have a medical emergency, seek immediate medical help or call emergency services at 911 (or your legal medical emergency number).

17. Limitation of Liability

To the fullest extent permitted by applicable law, we and the other Imperfect Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if we or the other Imperfect Parties have been advised of the possibility of such damages.

The total liability of us and the other Imperfect Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the greater of (a) the amount you’ve paid to use such Services, or (b) $100.

The limitations set forth in this Section 17 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of us or the other Imperfect Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

18. General Release

To the fullest extent permitted by applicable law, you release us and the other Imperfect Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “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.”

19. Transfer and Processing Data

In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

20. Dispute Resolution; Binding Arbitration

Please read the following section carefully because it requires you to arbitrate certain disputes and claims with us and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration agreement. In addition, arbitration precludes you from suing in court or having a jury trial.

No Representative Actions. You and Imperfect agree that any dispute arising out of or related to these Terms or our Services is personal to you and Imperfect and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

Arbitration of Disputes. Except for small claims disputes in which you or Imperfect seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Imperfect seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Imperfect waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, for any dispute or claim that you have against us or relating in any way to our Services, you agree to first contact us and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to us by email at info@imperfect.co or by certified mail addressed to 1325 Howard Ave #265, Burlingame, CA 94010, United States. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Imperfect cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in San Mateo County, California or may be conducted telephonically or via video conference for disputes alleging damages less than $10,000, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (“JAMS Rules”). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.

You and Imperfect agree that these Terms affect interstate commerce and that the enforceability of this Section 20 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

The arbitrator, Imperfect, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

You and Imperfect agree that for any arbitration you initiate, you will pay the filing fee and we will pay the remaining JAMS fees and costs. For any arbitration initiated by Imperfect, we will pay all JAMS fees and costs. You and Imperfect agree that the state or federal courts of the State of California and the United States sitting in San Mateo County, California have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 20 by sending an email to info@imperfect.co. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 21.

If any portion of this Section 20 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision will be severed from these Terms; (b) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 20 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 20; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 20 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 20 will be enforceable.

21. Governing Law and Venue

Any dispute arising from these Terms or your use of our Services will be governed by and construed and enforced in accordance with the laws of the State of Delaware, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of Delaware and the United States, respectively, sitting in New Castle County, Delaware.

22. Modifying and Terminating Our Services

We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time. We may terminate your use of our Services for your breach of these Terms, fraudulent activity, or any behavior that threatens the safety or integrity of our platform or other users.

You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.

23. Severability

If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.

24. Electronic Communications

When you use the Services, or send e-mails, messages and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically. You agree that (a) all agreements and consents can be signed electronically and (b) all notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such notices and other communications be in writing. Imperfect may contact you by telephone, mail or email to verify your information. Imperfect may request further information from you in connection with your use of the Services and you agree to promptly provide such further information.

25. Consent to Receive Calls and Text Messages

By providing your phone number, you agree to be contacted by or on behalf of Imperfect at the phone number you have provided, including calls and text messages made by an autodialer or pre-recorded/artificial voice, containing promotional messages and other information relating to the Services. Message and data rates may apply. Frequency may vary. To stop receiving text messages text a reply to us with the word STOP. We may confirm your opt out by text message. If you subscribe to multiple types of text messages from us, we may unsubscribe you from the particular Service that most recently sent you a message or respond to your STOP message by texting you a request to identify certain Services you wish to stop. Please note, that by withdrawing your consent, certain Services may no longer be available to you. Keep in mind that if you stop receiving text messages from us, you may not receive important or helpful information about the Services.

You consent to receive communications from us as set forth in this Section 25.

26. Contact Us

If you have any inquiries regarding the Terms or our Services, including technical support, you may contact us as follows:

Mailing Address:
Imperfect Wellness, Inc.
1325 Howard Ave #265
Burlingame, CA 94010
United States of America

Email: info@imperfect.co

27. Additional Terms Applicable to Mobile Device Apps

Our Services may include the ability to download, install, and use our mobile application (an “App”). This Section 27 applies to all Apps included in the Services.

Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-sublicensable and non-transferable license to download, install, and use the App for your personal, non-commercial use on a single device owned or otherwise controlled by you (“Mobile Device”) strictly in accordance with the App’s documentation and these Terms. You may not distribute or make the App available over a network where it could be used by multiple devices at the same time or by third parties. You may not transfer, redistribute or sublicense the App and, if you sell your Mobile Device to a third party, you must remove the App from the Mobile Device before doing so. You may not copy, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the App or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with the App).

You agree that we may collect and use technical data and related information—including but not limited to technical information about your device, system and application software, and peripherals—that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to the App. We may use this information to improve and innovate our products and services and to provide them to you and others.

We may from time to time in our sole discretion develop and provide App updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Mobile Device settings, when your Mobile Device is connected to the internet either: (a) the App will automatically download and install all available Updates; or (b) you may receive notice of or be prompted to download and install available Updates. You must promptly download and install all Updates. The App may not properly operate if you fail to do so. All Updates are part of the App and are subject to these Terms.

The App and related documentation are “Commercial Items”, as that term is defined at 48 C.F.R. § 2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. § 12.212 or 48 C.F.R. § 227.7202, as applicable. Consistent with 48 C.F.R. § 12.212 or 48 C.F.R. § 227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished rights are reserved under the copyright laws of the United States.

The App may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You must not, directly or indirectly, export, re-export, or release the App to, or make the App accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You must comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), before exporting, re-exporting, releasing, or otherwise making the App available outside the US.

iOS Terms

The following terms apply to any App that you download, install, access or use on any device that contains the iOS mobile operating system (the “iOS App”) developed by Apple Inc. (“Apple”).

• Acknowledgment. You acknowledge that these Terms are concluded solely between us, and not with Apple, and that Imperfect, not Apple, is solely responsible for the iOS App and the content thereof. In the event of any conflict between these Terms and the Apple Media Services Terms and Conditions as of the date you downloaded the iOS App, the Apple Media Services Terms and Conditions govern. You acknowledge and agree that you have had the opportunity to review the Apple Media Services Terms and Conditions, which can be found at https://www.apple.com/legal/internet-services/itunes/ww/.
• Scope of License. The license granted to you for the iOS App is limited to a non-transferable license to use the iOS App on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth and defined in the Apple Media Services Terms and Conditions, except that the iOS App may be accessed and used by other accounts associated with the purchaser via Apple’s family sharing functionality or volume purchasing.
• Maintenance and Support. You and Imperfect acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iOS App.
• Warranty. You acknowledge that Apple is not responsible for any product warranties, whether express or implied by law, with respect to the iOS App. In the event of any failure of the iOS App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, paid to Apple for the iOS App by you; and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App. The parties acknowledge that to the extent that there are any applicable warranties, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any such applicable warranty would be the sole responsibility of Imperfect. However, you understand and agree that in accordance with these Terms, Imperfect has disclaimed all warranties of any kind with respect to the iOS App, and therefore, there are no warranties applicable to the iOS App.
• Product Claims. You and Imperfect acknowledge that as between Apple and Imperfect, Imperfect, not Apple, is responsible for addressing any claims relating to the iOS App or your possession and/or use of the iOS App, including, but not limited to (a) product liability claims, (b) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection, privacy, or similar legislation, including in connection with the iOS App’s use of the HealthKit and HomeKit frameworks (if any).
• Intellectual Property Rights. The parties acknowledge that, in the event of any third-party claim that the iOS App or your possession and use of the iOS App infringe that third party’s intellectual property rights, Imperfect, and not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim to the extent required under these Terms.
• Legal Compliance. You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
• Developer Name and Address. Any questions, complaints or claims with respect to the iOS App should be directed to info@imperfect.co.
• Third-Party Terms of Agreement. You agree to comply with any applicable third-party terms when using our Services.
• Third-Party Beneficiary. The parties acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

Android Terms

The following terms apply to any App that you download, install, access or use on any device that contains the Android mobile operating system (the “Android App”) developed by Google, Inc. (“Google”):

• You acknowledge that these Terms are between you and Imperfect only, and not with Google.
• Your use of the Android App must comply with Google’s then-current Google Play Terms of Service, located at https://play.google.com/intl/en-US_us/about/play-terms/index.html.
• Google is only a provider of the Google Play Platform where you obtained the Android App (“Google Play”). We, and not Google, are solely responsible for the Android App and our Services and User Data available thereon. Google has no obligation or liability to you with respect to our Android App or these Terms.

You acknowledge and agree that Google is a third-party beneficiary to the Terms as they relate to our Android App.

28. Miscellaneous

These Terms constitute the entire agreement between you and us relating to your access to, purchase, and use of our Services. Notwithstanding any other provisions of these Terms, Sections 1, 3, 4, 7 (except for the license and rights granted), 10 (except for the license and rights granted), 11, 12, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, and this Section 28 survive any expiration or termination of these terms.

Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically. These Terms may not be transferred, assigned or delegated by you, by operation of law or otherwise, without our prior written consent, and any attempted transfer, assignment or delegation without such consent will be void and without effect. We may freely transfer, assign or delegate these Terms or our Services, in whole or in part, without your prior written consent.