Terms of Service

Waimz™ is a brand and product owned and operated by Humainz, Inc.

1. WHO WE ARE AND ACCEPTANCE OF THESE TERMS

Waimz™ is a brand and product owned and operated by Humainz, Inc., a Delaware corporation with its registered address at 1111B S Governors Ave STE 34716, Dover, DE 19904, USA ("Humainz," the "Company," "we," "us," or "our").

These Terms of Service (the "Terms") govern your access to and use of the Waimz™ mobile applications, the waimz.com website, and any related features, content, communities, places, events and services we offer (together, the "Services"). "You" means the individual using the Services.

By creating an account, joining our waitlist, or otherwise accessing or using the Services, you agree to these Terms and to the following policies, which are incorporated into these Terms by reference: our Privacy Policy, Community Guidelines, Safety Tips, Cookie Policy and Data Retention Policy, and any additional terms presented to you when you make a purchase. If you do not agree, do not use the Services.

IMPORTANT: SECTION 20 CONTAINS A BINDING INDIVIDUAL ARBITRATION AGREEMENT, A CLASS ACTION WAIVER AND A JURY TRIAL WAIVER THAT APPLY TO U.S. AND CANADIAN RESIDENTS, SUBJECT TO YOUR RIGHT TO OPT OUT WITHIN 30 DAYS. SECTION 4 EXPLAINS THAT YOU ARE RESPONSIBLE FOR YOUR OWN SAFETY AND YOUR INTERACTIONS WITH OTHER USERS.

2. ELIGIBILITY AND AGE REQUIREMENTS

Waimz™ is strictly for adults. You may not create an account or use the Services unless all of the following are true, and by using the Services you represent and warrant that:

• You are an individual at least 18 years old (or the age of majority where you live, if higher);
• You are legally able to enter into a binding contract with Humainz, Inc.;
• You are not located in a country subject to a U.S. Government embargo or designated by the U.S. Government as a "terrorist supporting" country, and you are not on any U.S. Government list of prohibited or restricted parties;
• You are not prohibited by law from using the Services;
• You have not committed, been convicted of, or pled no contest to a felony or indictable offense (or crime of similar severity), a sex crime, or any crime involving violence or a threat of violence;
• You are not required to register as a sex offender with any state, federal, local or foreign registry;
• You do not have another active Waimz™ account; and
• You have not previously been removed from the Services by us, unless you have our express written permission to create a new account.

Age assurance. We collect your date of birth at sign-up and may use automated tools, human review and third-party age-assurance or verification providers to help confirm that users are adults. These measures are imperfect. We do not independently verify all information users provide. If you believe a user is under 18, do not engage with them and report them immediately in the app or at childsafety@humainz.com.

If at any time you stop meeting these requirements, your authorization to use the Services is automatically revoked, you must delete your account, and we may remove your access without notice.

3. YOUR ACCOUNT

You agree to provide accurate information and keep it up to date, keep your login credentials secure, use your account only for yourself, and not sell, transfer or share your account. You are responsible for all activity on your account. Notify us immediately at support@humainz.com if you believe your account has been compromised.

4. YOUR SAFETY IS A SHARED RESPONSIBILITY

We build Waimz™ to help LGBTQ+ adults connect safely, and we give you tools such as selfie verification, block and report, hide distance and discreet app mode. We also moderate the platform using a combination of automated tools and human review. But no app can vet every person, read every intention, or control what happens when people meet. Your choices are an essential part of your safety.

4.1 You are responsible for your interactions.

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS AND COMMUNICATIONS WITH OTHER USERS AND WITH ANY PERSON YOU MEET THROUGH THE SERVICES, WHETHER ONLINE OR IN PERSON, ON OR OFF THE SERVICES, INCLUDING AT ANY PLACE, VENUE, MEETUP OR EVENT. HUMAINZ IS NOT RESPONSIBLE FOR THE CONDUCT OF ANY USER OR THIRD PARTY, ON OR OFF THE SERVICES.

4.2 No criminal background or identity checks.

YOU UNDERSTAND THAT HUMAINZ DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS, SEX-OFFENDER SCREENINGS OR IDENTITY VERIFICATION ON ITS USERS, AND DOES NOT INQUIRE INTO THE BACKGROUND OF ITS USERS. HUMAINZ MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT, IDENTITY, AGE, HEALTH, SEXUAL HEALTH STATUS, PHYSICAL CONDITION, INTENTIONS, LEGITIMACY OR VERACITY OF ANY USER. We reserve the right, but have no obligation, to conduct criminal background checks or other screenings (such as sex-offender registry searches) at any time using available public records, and you authorize us to do so.

4.3 What verification means.

A verification badge means only that a user completed our selfie or liveness check, which compares a live image with that user's profile photos at a point in time. It is not a background check, does not confirm a person's legal name, age, intentions or history, and is not an endorsement. Always use your own judgment, whether or not someone is verified.

4.4 Health information.

Any health-related information a user chooses to share (for example about HIV status, PrEP use, testing or vaccination) is self-reported and is not verified by us. Nothing on Waimz™ is medical advice. Talk to a qualified healthcare provider about your sexual health.

4.5 Your location, your laws, your decisions.

Same-sex relationships, LGBTQ+ identities or gender expression are restricted or criminalized in some countries and regions, and in some places law enforcement or others have used social and dating apps to identify, entrap or harm LGBTQ+ people. You are responsible for understanding the laws and risks where you are and where you travel, and for deciding whether and how to use the Services there. Humainz is not responsible for any legal or other consequences of your use of the Services in any location. Consider using discreet mode or hide distance.

4.6 Location and distance information.

Distances and proximity features (including Radar) are approximate and may be inaccurate. Other users, including users who change their location or misuse the Services, may be able to use distance information to estimate your location and possibly identify you. You can hide your distance at any time. Do not rely on location or distance features for your safety.

4.7 Moving off Waimz™.

Once you move a conversation to another app, phone number or in person, we cannot see it or act on it. Be cautious about sharing personal information such as your full name, address, workplace, financial details or intimate images.

4.8 Assumption of risk.

You understand that meeting new people, communicating online, and attending places, venues, meetups and events involve inherent risks, including risks of physical harm, sexual harm, emotional distress, health risks, fraud, financial loss, harassment, disclosure of your sexual orientation or gender identity, and legal consequences. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU KNOWINGLY AND VOLUNTARILY ASSUME ALL SUCH RISKS.

4.9 Safety Tips.

You agree to read and follow our Safety Tips (waimz.com/legal/safety). Following them does not guarantee your safety, but it helps.

4.10 Not an emergency service.

Waimz™ is not an emergency service and cannot dispatch help. If you are in danger, contact your local emergency services immediately. Report unlawful conduct to law enforcement and to us.

5. PLACES, SCENES, COMMUNITIES AND MEETUPS

5.1 Places and venues.

Information about places, venues and scenes (including names, addresses, hours, descriptions, photos, categories and "LGBTQ+-friendly" or similar labels) may come from the venues themselves, public sources, partners, users or automated tools. It may be incomplete, inaccurate or out of date. A listing or label is not an endorsement and is not a guarantee of safety, welcoming treatment, accessibility, legality, quality or opening hours. Humainz does not own, operate, inspect, supervise or control any venue, and is not responsible for the acts or omissions of any venue, its staff, other patrons or any third party.

5.2 Meetups and events.

Meetups and events shown on Waimz™ are organized by users, communities, venues or other third parties, not by Humainz, unless we clearly state otherwise. Organizers and community moderators are not our employees or agents. We do not screen attendees, supervise events or guarantee that an event will take place as described. You attend at your own risk and must follow the venue's rules and all applicable laws, including laws relating to alcohol and controlled substances. "Interested" counts and attendee previews are approximate.

5.3 Communities.

Communities are spaces created and moderated by members. Community moderators act on their own behalf. We may remove communities, posts or members that violate these Terms or our Community Guidelines, but we are not obligated to monitor communities and are not responsible for what members post or do.

5.4 If you organize.

If you create a community, meetup or event, you are solely responsible for it, including its accuracy, venue choice, compliance with law, and the conduct you permit. You must not misrepresent an event, charge attendees through Waimz™ without our written permission, or use events to solicit commercial sexual services.

6. AI FEATURES AND RECOMMENDATIONS

Waimz™ uses automated systems, including artificial intelligence and machine learning, to rank and recommend people, communities, places and content, and to display match percentages and similar indicators. These outputs are automated estimates based on information you and others provide and on activity signals. They may be inaccurate or incomplete. A match percentage, ranking or recommendation is not a statement about anyone's character, safety, intentions or compatibility, and you should not rely on it for any decision. Our Privacy Policy describes the main factors we use and the choices you have.

7. PROHIBITED CONDUCT

You agree that you will not:

• Misrepresent your identity, age, or affiliation with any person or entity, or create a fake, impersonating or duplicate account;
• Communicate with, solicit, or attempt to meet anyone you know or suspect is under 18;
• Harass, bully, stalk, intimidate, threaten, extort (including "sextortion"), assault, defame, harm or otherwise mistreat any person, on or off the Services, including conduct targeting a person's sexual orientation, gender identity or expression;
• "Out" any person, or disclose another person's sexual orientation, gender identity, HIV or health status, location, photos, messages or other personal information without their explicit consent;
• Use distance, location or any other information from the Services to track, locate, identify or follow any person;
• Request, solicit or accept money, gifts, loans, cryptocurrency, gift cards or other items of value from another user, or promote investment or "get rich" schemes;
• Use the Services for fraud, romance scams, pyramid schemes or similar practices;
• Offer, request or advertise commercial sexual services, escorting, or "sugar" arrangements in exchange for money or goods, or use the Services for human trafficking or any unlawful sexual activity;
• Post or share Prohibited Content (Section 8);
• Use the Services for political campaign financing or to influence any election, other than sharing your own personal views;
• Use another user's account or share your account;
• Use any robot, crawler, scraper or other automated means to access, collect or index the Services or any user data, including to train or improve any artificial intelligence or machine learning system;
• Copy, modify, distribute or create derivative works from any content on the Services without our or the owner's permission;
• Reverse engineer, decompile, frame, mirror, probe or test the vulnerability of the Services, or interfere with or disrupt the Services or their networks;
• Upload viruses or malicious code;
• Develop or use third-party applications that interact with the Services or the Waimz™ API without our written consent;
• Express or imply that your statements are endorsed by Waimz™ or Humainz, Inc.;
• Submit false, misleading or manifestly unfounded reports, or abuse our reporting or appeal tools;
• Create a new account after we suspend or terminate your account, unless we expressly permit it; or
• Encourage, promote or help anyone to do any of the above.

Your license to use the Services is automatically revoked if you do any of the above.

8. PROHIBITED CONTENT

You may not upload, post, send or share content that:

• Could reasonably be deemed offensive, or that harasses, abuses, or causes psychological distress;
• Is pornographic or depicts sexual acts (real or simulated, clothed or unclothed);
• Contains nudity in any public space on Waimz™ (including profiles, photos, bios, display names, community posts and places), such as exposed genitals, anuses or female nipples;
• Contains nude or sexually explicit imagery anywhere on Waimz™, including in private messages;
• Is unsolicited sexual content sent to someone who has not consented to receive it ("cyberflashing");
• Sexualizes, or appears to sexualize, any minor in any way (a zero-tolerance violation reported to the authorities);
• Depicts or facilitates non-consensual sexual activity, or shares intimate images of anyone without their consent;
• Is violent, graphic or contains gore;
• Is abusive, threatening or discriminatory, or promotes hatred or bigotry, including hatred targeting sexual orientation or gender identity;
• Encourages or facilitates illegal activity or activity that may result in harm, including self-harm, eating disorders or violent extremism;
• Is defamatory, libelous or knowingly false;
• Relates to unauthorized commercial activity, spam, or solicitation;
• Displays personal contact, banking or payment information (yours or anyone else's) in public fields;
• Contains malicious code;
• Infringes any third party's rights, including intellectual property and privacy rights;
• Includes the image or likeness of another person without their consent, or any image of a minor;
• Is inconsistent with the intended use of the Services; or
• May harm the reputation of Waimz™ or Humainz, Inc.

Sharing Prohibited Content may result in immediate removal of the content and suspension or termination of your account.

9. CONTENT

9.1 Your content.

"Your Content" means anything you add to the Services, including text, photos, videos, links and messages. You are solely responsible for Your Content and represent that you have all rights needed to share it. Your Content stays yours, but you grant Humainz a worldwide, non-exclusive, royalty-free, sublicensable and transferable license to host, store, use, reproduce, adapt, display, perform and distribute Your Content for the purposes of operating, providing, promoting, securing and improving the Services, consistent with our Privacy Policy. This license ends when Your Content is deleted from our systems, except as described in our Data Retention Policy.

9.2 Others can see and share.

Content you share may be viewed, screenshotted, saved or shared by other users, and we cannot control what they do with it. Don't share anything you wouldn't want others to see.

9.3 Member content.

Content posted by other users belongs to them and is their responsibility. It may be inaccurate, offensive or misleading. Humainz does not endorse, verify or take responsibility for it.

9.4 Moderation.

We use automated tools, human review and user reports to enforce these Terms. These methods are imperfect. We may review, restrict, remove or refuse any content at any time in our sole discretion, but we have no obligation to monitor or remove any particular content, and our moderation efforts do not make us responsible for any content or conduct.

9.5 Our content and feedback.

All other content, software, trademarks and materials in the Services are owned by Humainz, Inc. or its licensors. If you send us feedback or suggestions, we may use them without obligation to you.

10. REPORTING, ENFORCEMENT AND APPEALS

You can report users and content in the app or by emailing support@humainz.com; child-safety concerns go to childsafety@humainz.com. We may investigate and take action, including warnings, content removal, feature restrictions, suspension or permanent bans, based on conduct on or off the Services. We may preserve information and share it with law enforcement where we believe in good faith it is required by law or necessary to protect any person. Child sexual abuse material is reported to the National Center for Missing & Exploited Children (NCMEC) and relevant authorities. We may not share details about actions taken against other accounts where doing so could impair anyone's safety or privacy. If you believe we made a mistake about your content or account, you can appeal through the app or by emailing support@humainz.com.

11. FREE FEATURES, PREMIUM SUBSCRIPTIONS AND FREE TRIALS

11.1 Free features.

Core features of Waimz™ are free. Free accounts may be subject to usage limits (for example, a monthly limit on starting new connections), which are described in the app and may change over time.

11.1A Location and home location.

Location access is required to use the Services, because discovery features such as Radar, Discover and nearby places depend on it. Your home location is set from your device location. Only Premium members may change their home location using Travel mode. You must not use any tool, setting or technique to falsify or spoof your location.

11.2 Premium.

We offer optional paid subscriptions ("Premium"). The features, price, billing period and renewal terms are shown to you before you purchase. Prices may vary by region and may not include taxes. We may change Premium features or prices; price changes apply from your next renewal period after notice.

11.3 AUTOMATIC RENEWAL.

PREMIUM SUBSCRIPTIONS RENEW AUTOMATICALLY AT THE END OF EACH BILLING PERIOD AT THE THEN-CURRENT PRICE, AND YOUR PAYMENT METHOD WILL BE CHARGED, UNTIL YOU CANCEL. TO AVOID BEING CHARGED FOR THE NEXT PERIOD, CANCEL AT LEAST 24 HOURS BEFORE THE END OF THE CURRENT PERIOD.

11.4 Free trials.

If you start a free trial or introductory offer, it will automatically convert into a paid subscription at the price shown when you signed up unless you cancel at least 24 hours before the trial ends. Trials may be limited to one per person and are not available to users who previously received a trial.

11.5 How to cancel.

Subscriptions purchased through the Apple App Store or Google Play are billed and managed by Apple or Google. You must cancel through your Apple ID or Google Play account settings. DELETING YOUR WAIMZ ACCOUNT OR THE APP DOES NOT CANCEL YOUR SUBSCRIPTION. After you cancel, you keep Premium until the end of the paid period.

11.6 Refunds.

Except as required by applicable law or as stated in Sections 12 and 21, payments are non-refundable and there are no refunds or credits for partially used periods. Refunds for app store purchases are handled by Apple or Google under their policies. If you initiate a chargeback, we may suspend or terminate your account.

12. SPECIAL STATE TERMS (U.S.)

For subscribers residing in Arizona, California, Colorado, Connecticut, Illinois, Iowa, Minnesota, New York, North Carolina, Ohio, Rhode Island, Wisconsin, and any other state whose law requires it:

• Your Right to Cancel. You, the buyer, may cancel your subscription, without any penalty or obligation, at any time prior to midnight of the third business day following the date you subscribed. To cancel, mail or deliver a signed and dated notice stating that you, the buyer, are canceling this agreement, or words of similar effect, together with the email address or phone number associated with your account, to: Humainz, Inc., Attn: Cancellations, 1111B S Governors Ave STE 34716, Dover, DE 19904, USA, or email legal@humainz.com. If you subscribed through Apple or Google, you must also request the refund from Apple or Google.
• In the event that you die before the end of your subscription period, your estate shall be entitled to a refund of that portion of any payment made for the subscription which is allocable to the period after your death.
• In the event that you become disabled (such that you are unable to use the Services) before the end of your subscription period, you shall be entitled to a refund of that portion of any payment made for the subscription which is allocable to the period after your disability, by providing notice as described above.
• New York residents: the Services do not guarantee any number of "referrals"; you may view as many profiles as the Services make available. Upon written notice delivered to the address above, you may place your subscription on hold for up to one year. You may review the New York Dating Service Consumer Bill of Rights (N.Y. Gen. Bus. Law § 394-c).
• Illinois, New York, North Carolina and Ohio residents: if you move to a location where we do not provide the Services, contact us at the address above and we will work with you to provide alternative services or a refund.

13. LICENSE TO USE THE SERVICES

Subject to your compliance with these Terms, Humainz grants you a personal, worldwide, royalty-free, non-assignable, non-exclusive, revocable and non-sublicensable license to access and use the Services for their intended personal, non-commercial purpose. Some components may be subject to open source licenses. Humainz® is a registered trademark of Humainz, Inc. in the United States (U.S. Reg. No. 8,406,748). Waimz™ is a trademark of Humainz, Inc. You may not use them without our written permission.

14. THIRD-PARTY SERVICES AND LINKS

The Services may contain links to, or integrations with, third-party websites, apps, venues and services (for example, app stores, payment providers, maps, social media). We do not control and are not responsible for third parties, their content, products, services or privacy practices. Your dealings with them are solely between you and them.

15. COPYRIGHT (DMCA)

We respect intellectual property rights. If you believe content on the Services infringes your copyright, send a notice to our Copyright Agent including: (1) your physical or electronic signature; (2) identification of the copyrighted work; (3) identification of the infringing material and information reasonably sufficient to locate it; (4) your contact information; (5) a statement that you have a good-faith belief that the use is not authorized by the copyright owner, its agent or the law; and (6) a statement, under penalty of perjury, that the information is accurate and that you are authorized to act on behalf of the owner. Copyright Agent: Humainz, Inc., Attn: Copyright Agent, 1111B S Governors Ave STE 34716, Dover, DE 19904, USA; email: legal@humainz.com. We terminate the accounts of repeat infringers in appropriate circumstances.

16. DISCLAIMERS

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," AND TO THE FULLEST EXTENT PERMITTED BY LAW, HUMAINZ DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT AND NON-INFRINGEMENT. HUMAINZ DOES NOT WARRANT THAT (A) THE SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE; (B) ANY CONTENT, LOCATION, DISTANCE, PLACE, EVENT, MATCH PERCENTAGE OR RECOMMENDATION WILL BE ACCURATE, COMPLETE OR RELIABLE; (C) ANY SAFETY, VERIFICATION OR MODERATION FEATURE WILL PREVENT HARM OR DETECT ALL MISCONDUCT; OR (D) ANY USER IS WHO THEY CLAIM TO BE. HUMAINZ MAKES NO GUARANTEE AS TO THE NUMBER OF ACTIVE USERS AT ANY TIME, USERS' ABILITY OR DESIRE TO COMMUNICATE WITH OR MEET YOU, OR THE COMPATIBILITY, CONDUCT OR SAFETY OF ANY USER, VENUE OR EVENT. HUMAINZ DOES NOT GUARANTEE YOUR SAFETY. ANY MATERIAL YOU ACCESS THROUGH THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK.

17. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL HUMAINZ, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, DATA, USE, GOODWILL OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (I) YOUR ACCESS TO, USE OF, OR INABILITY TO USE THE SERVICES; (II) THE CONDUCT OR CONTENT OF ANY USER OR THIRD PARTY, ON OR OFF THE SERVICES, INCLUDING AT ANY PLACE, VENUE, MEETUP OR EVENT; (III) ANY MEETING OR INTERACTION WITH ANY PERSON YOU MET THROUGH THE SERVICES; (IV) OUR DISPLAY OR YOUR DISCLOSURE OF LOCATION OR DISTANCE INFORMATION; OR (V) ANY UNAUTHORIZED ACCESS TO OR USE OR ALTERATION OF YOUR CONTENT OR DATA, EVEN IF HUMAINZ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY LAW, HUMAINZ'S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID HUMAINZ FOR THE SERVICES IN THE THREE (3) MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS (US $100). THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY ON WHICH A CLAIM IS BASED AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THESE LIMITATIONS MAY NOT APPLY TO YOU. NOTHING IN THESE TERMS LIMITS LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW, INCLUDING, WHERE APPLICABLE, LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE, OR FOR FRAUD.

18. RELEASE

To the fullest extent permitted by law, if you have a dispute with one or more other users, venues, organizers or other third parties arising from or related to the Services, you release Humainz, Inc. and its affiliates, officers, directors, employees and agents from all claims, demands and damages of every kind, known and unknown, arising out of or in any way connected with such disputes. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: "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." You waive any similar provision under the laws of any other jurisdiction, to the extent permitted.

19. INDEMNITY

To the fullest extent permitted by law, you agree to defend, indemnify and hold harmless Humainz, Inc. and its affiliates, officers, directors, employees and agents from and against all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your access to or use of the Services; (b) Your Content; (c) your conduct toward other users or any person, on or off the Services; (d) any community, meetup or event you organize; (e) your misuse of any location or personal information; (f) your violation of these Terms or our policies; or (g) your violation of any law or the rights of any third party. We may assume the exclusive defense of any matter at your expense, and you agree to cooperate with our defense.

20. DISPUTE RESOLUTION AND ARBITRATION (U.S. AND CANADIAN RESIDENTS)

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS. If you reside outside the U.S. and Canada, see Section 21.

20.1 Informal resolution first.

Before starting arbitration or a small-claims action, you and we each agree to try to resolve any dispute informally. You must send a written notice to disputes@humainz.com and to Humainz, Inc., Attn: Legal, 1111B S Governors Ave STE 34716, Dover, DE 19904, USA, including your name, the email or phone number associated with your account, a description of the dispute and the relief you seek, signed by you personally. We will send any notice to you at the email address on your account. If the dispute is not resolved within 60 days after the notice is received, either party may proceed. Completing this process is a condition to starting arbitration. Statutes of limitations and filing deadlines are tolled while the process is under way.

20.2 Agreement to arbitrate.

Except as described below, you and Humainz agree that any dispute, claim or controversy arising out of or relating to these Terms, the Services or your relationship with us ("Dispute") will be resolved exclusively by final and binding individual arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect, as modified by this Section. The Federal Arbitration Act governs this Section. The arbitrator decides all issues, including the scope and enforceability of this Section, except that a court decides disputes about the class action waiver, the small-claims election and the mass-arbitration procedures. Unless otherwise agreed, hearings will be conducted by video or telephone, or in person in the county where you live. Fees are governed by the AAA Consumer Rules; if we start arbitration against you, we will pay all AAA fees.

20.3 Exceptions.

Either party may (a) bring an individual claim in small claims court if it qualifies; (b) seek injunctive relief in court for infringement or misuse of intellectual property; and (c) to the extent a court determines that the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2021 applies to your claim, bring that claim in court.

20.4 CLASS ACTION AND JURY TRIAL WAIVER.

YOU AND HUMAINZ EACH WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO BRING OR PARTICIPATE IN ANY CLASS, COLLECTIVE, CONSOLIDATED OR REPRESENTATIVE ACTION OR ARBITRATION. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY'S INDIVIDUAL CLAIM. If a court finally decides that this waiver is unenforceable as to a particular claim or remedy (such as public injunctive relief), that claim or remedy will be severed and decided by a court, stayed until the individual arbitration is complete, and the rest of this Section will remain in effect.

20.5 Mass arbitration.

If 25 or more similar demands for arbitration are filed against Humainz by or with the assistance of the same or coordinated counsel or organizations within a 90-day period, the demands will be administered in batches of up to 100, with one arbitrator per batch, a single set of fees per side per batch, and one award per batch addressing each claimant individually, to the extent permitted by the AAA's rules. Statutes of limitations are tolled for demands awaiting a batch.

20.6 Time limit.

To the extent permitted by law, any claim must be brought within one (1) year after it arises, or it is permanently barred.

20.7 30-DAY RIGHT TO OPT OUT.

You may opt out of this agreement to arbitrate by emailing legal@humainz.com within 30 days after you first accept these Terms, with the subject line "Arbitration Opt-Out" and including your name, the email or phone number associated with your account, and a clear statement that you opt out of arbitration. Opting out does not affect any other part of these Terms. If we make a material change to this Section, you may reject the change by emailing us within 30 days after the change is posted.

20.8 Governing law and venue.

These Terms and any Dispute are governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws rules, and by the Federal Arbitration Act. Any Dispute not subject to arbitration (other than small-claims actions) must be brought exclusively in the state or federal courts located in the State of Delaware, and you and we consent to their personal jurisdiction. If this Section 20 is found unenforceable in its entirety, Disputes will be resolved in those courts.

21. SPECIAL TERMS FOR USERS OUTSIDE THE U.S.

21.1 Mandatory consumer law.

If you live in the European Economic Area, the United Kingdom, Switzerland, Australia, Canada or another country with mandatory consumer protection laws, nothing in these Terms limits rights you have under those laws that cannot be waived by contract. Where these Terms conflict with such laws, those laws prevail to the extent of the conflict.

21.2 EEA, UK and Switzerland.

Section 20 (arbitration, class action and jury waivers) does not apply to you. You may bring claims in the courts of your country of residence. You may have a right to withdraw from a subscription within 14 days of purchase; where you ask us to begin providing digital services immediately, you acknowledge that you may lose some or all of that right to the extent permitted by law, and any refund will be handled under applicable law and, for app store purchases, by Apple or Google. Our liability for death or personal injury caused by our negligence, for fraud, and for any other liability that cannot be excluded or limited by law is not limited. Where the EU Digital Services Act applies, you can contact us about content moderation at legal@humainz.com, we will explain significant moderation decisions affecting you, and you may use our internal appeal process and certified out-of-court dispute settlement bodies.

21.3 Australia.

Our liability for failure to comply with a consumer guarantee under the Australian Consumer Law is limited, where permitted, to resupplying the services or paying the cost of having them resupplied.

21.4 Canada.

If any part of Section 20 is unenforceable under the laws of your province, it will not apply to you, and Disputes will be resolved in the courts of your province of residence.

22. TERMINATION

You may stop using the Services and delete your account at any time in the app settings (remember to cancel any subscription separately through your app store). We may suspend or terminate your account or access to any part of the Services at any time, with or without notice, if we believe you have violated these Terms or our policies, created risk or possible legal exposure for us or others, or for any other lawful reason. If we terminate your account for a violation, you are not entitled to a refund except where required by law. Sections that by their nature should survive termination will survive, including Sections 4, 5, 6, 9, 15 through 21, and 26.

23. CHANGES TO THE SERVICES AND THESE TERMS

We may add, change or remove features, or stop offering the Services or parts of them, at any time. We may update these Terms from time to time. If a change is material, we will give reasonable advance notice in the app or by email. By continuing to use the Services after the updated Terms take effect, you agree to them. If you do not agree, you must stop using the Services and delete your account.

24. APP STORE TERMS

If you downloaded the app from the Apple App Store: (a) these Terms are between you and Humainz only, not Apple, and Humainz (not Apple) is solely responsible for the app and its content; (b) your license is limited to use on Apple-branded products you own or control, as permitted by the App Store Usage Rules; (c) Apple has no obligation to provide maintenance or support for the app; (d) if the app fails to conform to any applicable warranty, you may notify Apple and Apple will refund the purchase price (if any), and Apple has no other warranty obligation; (e) Humainz, not Apple, is responsible for addressing any claims relating to the app, including product liability claims, claims that the app fails to conform to legal or regulatory requirements, and consumer protection claims; (f) Humainz, not Apple, is responsible for the investigation, defense, settlement and discharge of any third-party claim that the app infringes intellectual property rights; (g) you represent that you are not located in an embargoed country or on any U.S. Government restricted-party list; (h) you must comply with applicable third-party terms when using the app; and (i) Apple and its subsidiaries are third-party beneficiaries of these Terms and may enforce them against you. Questions or claims about the app should be directed to Humainz, Inc. at the address and emails in Section 27. If you downloaded the app from Google Play, Google Play's terms also apply to your download and purchases.

25. SMS AND TEXT MESSAGING

By providing your phone number to Waimz™ (a brand of Humainz, Inc.) and opting in to receive text messages, you consent to receive recurring automated text messages related to your account, including verification codes, security alerts, and notifications. Message frequency varies. Message and data rates may apply. Text messaging is not required to use our services. You may opt out at any time by replying STOP to any message. For assistance, reply HELP or email support@humainz.com. Carriers are not liable for delayed or undelivered messages.

Humainz, Inc. will not share, sell, or distribute any mobile phone numbers or SMS opt-in information with third parties or affiliates for marketing or promotional purposes. Mobile information may only be shared with service providers (such as SMS delivery partners) strictly for the purpose of delivering the requested service.

26. GENERAL

These Terms, together with the policies incorporated by reference, are the entire agreement between you and Humainz, Inc. regarding the Services and supersede any prior agreements. If any provision is found unenforceable, the rest remains in effect. Our failure to enforce any provision is not a waiver. You may not assign these Terms; we may assign them without restriction, including in connection with a merger, acquisition or sale of assets. No agency, partnership, joint venture or employment relationship is created by these Terms. We are not liable for delays or failures caused by events beyond our reasonable control. You agree to receive communications from us electronically. You must comply with all applicable export control and sanctions laws. If these Terms are translated, the English version controls.

27. CONTACT

Humainz, Inc., 1111B S Governors Ave STE 34716, Dover, DE 19904, USA.

Legal questions: legal@humainz.com · Support: support@humainz.com · Disputes: disputes@humainz.com · Privacy: privacy@humainz.com · Child safety: childsafety@humainz.com

© Humainz. All Rights Reserved. Waimz™ is a brand of Humainz, Inc.