PLEASE READ THIS TERMS OF SERVICE AGREEMENT (“AGREEMENT”) CAREFULLY. THIS WEBSITE AND ANY OTHER WEBSITES OF EXISTENCE LLC (“EXISTENCE,” “US,” AND “WE”), ITS AFFILIATES OR AGENTS ON WHICH A LINK TO THESE TERMS OF SERVICE APPEAR (COLLECTIVELY, THE “WEBSITE”) AND THE INFORMATION ON IT ARE CONTROLLED BY EXISTENCE. THIS AGREEMENT GOVERNS YOUR USE OF THE WEBSITE, OUR MOBILE APPLICATIONS (“APPS”), AND THE SERVICES, INFORMATION AND CONTENT, AVAILABLE OR ENABLED VIA THE WEBSITE OR APP (COLLECTIVELY, WITH THE APPS AND THE WEBSITE, THE “SERVICES”). BY CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS, DOWNLOADING AN APP, OR ACCESSING OR USING ANY OF THE SERVICES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT, (2) YOU HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT PERSONALLY OR ON BEHALF OF THE INDIVIDUAL NAMED AS THE USER AT THE TIME OF REGISTRATION, OR IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A LEGAL ENTITY, YOU HAVE THE AUTHORITY TO BIND THAT LEGAL ENTITY TO THE TERMS OF THIS AGREEMENT; AND (3) YOU ARE AT LEAST 18 YEARS OF AGE THE TERM “YOU” OR “USER” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, IDENTIFIED AS THE USER DURING REGISTRATION FOR THE SERVICES. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THIS WEBSITE, APP OR THE SERVICES.
PLEASE BE AWARE THAT SECTION 15 (DISPUTE RESOLUTION) OF THIS AGREEMENT BELOW CONTAINS PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.
ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR USE OF THE WEBSITE OR THE SERVICES WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.
NOTICE OF AUTO-RENEWAL: IF YOU PURCHASE A SUBSCRIPTION THROUGH THE SERVICE FOR AN INITIAL PERIOD (SUCH AS A MONTHLY OR ANNUAL SUBSCRIPTION), THEN THIS AGREEMENT WILL AUTOMATICALLY RENEW FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL PERIOD AT EXISTENCE’S THEN-CURRENT FEE FOR SUCH SUBSCRIPTION, UNLESS YOU OPT-OUT OF THE AUTO-RENEWAL IN ACCORDANCE WITH THIS AGREEMENT.
Your use of, and participation in, certain Services may be subject to additional terms (“Supplemental Terms”) and such Supplemental Terms will either be listed in this Agreement or will be presented to you for your acceptance when you sign up to use the supplemental Service. If the Agreement is inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. All Supplemental Terms are hereby incorporated into this Agreement by reference. Some of the Existence Services are also governed by policies that are incorporated herein by reference. Your access to and use of the Existence Services is governed by these policies as well as any Supplemental Terms. This Agreement and any applicable Supplemental Terms and policies are referred to herein as the “Terms.”
PLEASE NOTE THAT The Terms are subject to change by EXISTENCE in its sole discretion at any time. When changes are made, Existence will make a new copy of the Agreement available at the Website and the App, and any new Supplemental Terms will be made available from within, or through, the affected Service on the Website or App. We will also update the “Last Updated” date at the top of the Agreement. If we make material changes to the Agreement, we may (and, where required by law, will) also provide notification of changes in another way that we believe is reasonably likely to reach you, such as via e-mail if you have an Account or another manner through the Services (which may include posting an announcement on our Website). Existence may require you to provide consent to the updated Agreement in a specified manner before further use of the Website, App and/ or the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you agree to stop using the Website, App and the Services. Otherwise, your continued use of the Website, App or Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE OR APP TO VIEW THE THEN-CURRENT TERMS.
Use of the Services. The Website, App, Services, and the information and content available on the Website, App and the Services (as these terms are defined herein) (collectively, the “Existence Properties”) are protected by copyright laws throughout the world. Subject to the terms and conditions of this Agreement, Existence grants you a non-exclusive, non-transferable, non-sublicensable, revocable, limited license to access and use the Existence Properties solely for your personal, non-commercial purposes. This license is expressly conditioned on your compliance with Section 4 (User Conduct) and other provisions of this Agreement. All rights not expressly granted are reserved by Existence.
Overview of Services. Subject to the terms of this Agreement, the Services aim to assist Users in effectively designing time, managing energy and optimizing harmony by analyzing User Content (as defined in Section 3.1 (Types of Content)) provided directly by Users or collected via different Third-Party Services (as defined in Section 9 (Third-Party Services)), and using artificial intelligence to generate personalized insights and recommendations. THE SERVICES ARE NOT A MEDICAL DEVICE AND YOU EXPRESSLY AGREE THAT THE SERVICES DO NOT INVOLVE THE PROVISION OF MEDICAL ADVICE BY EXISTENCE. THE SERVICES ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASE OR MEDICAL CONDITION, INCLUDING ANY BEHAVIORAL OR MENTAL HEALTH CONDITION. By accepting the terms of this Agreement, you agree to not rely upon any information provided to you by the Services when making important lifestyle, health, financial or relationship decisions, and that any decisions that you make with respect to your lifestyle, health, financial or relationships will be made based solely upon your own independent judgement. The materials available through our Services is for informational purposes only and should not considered as a diagnosis or professional recommendation or endorsement of any medical treatment, product, drug or any other healthcare service. Our Services are not intended to be a substitute for professional medical advice or treatment.
AI Features. The Services may include features that process Your Content and data from Third-Party Services through artificial intelligence tools (“AI Tools”). Use of the AI Tools may be subject to Third-Party Terms. In response to any prompts, comments, questions, or other input (“input”) and Your Content that User may provide to the AI Tools, some of the AI Tools may generate output based on such Input (“Output”). User acknowledges that the Outputs are based on its Inputs and Content, and that Existence has no control over such Inputs and Content. User represents and warrants that it has all necessary rights and permissions to submit any Content or Input to the AI Tools. User further acknowledges and agrees that: (a) any AI-generated content, suggestions, Outputs, or code are provided “AS IS,” “WHERE IS,” AND “AS AVAILABLE” without warranty of any kind by Existence, including any warranties of accuracy, completeness, truthfulness, timeliness or suitability, or with respect to the ability for Outputs or Inputs to be protected by intellectual property rights under any Laws; (b) User is solely responsible for reviewing, testing, and implementing such content and Outputs, and will comply with all applicable Law in using such content and Outputs; (c) User assumes all risks and liability associated with the use of AI Tools and Output, and any third party that you share such Output with; and (d) Existence shall not be liable for any decisions, actions, or code implementations made based on such AI Tools or AI-generated content. User further acknowledges that any Content or Input provided to or through AI Tools may be used to improve and train its AI systems, provided that such data is anonymized and aggregated.
App License. Subject to your compliance with this Agreement, Existence grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal or internal business purposes. Furthermore, with respect to any App accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application (a) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (b) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service. Furthermore, with respect to any App accessed through or downloaded from Google Play (a “Google Play Sourced Application”), you may have additional license rights and/or restrictions with respect to use of the App.
Updates. Existence may from time to time develop patches, bug fixes, updates, upgrades and other modifications to improve the performance of the Services (“Updates”). These Updates may be automatically installed without providing any additional notice or receiving any additional consent. Under this Agreement, you consent to these automatic updates. If you do not wish to use such Updates, your sole remedy is to terminate your Account. If you do not terminate your Account, you will receive Updates automatically. Your continued use of the Existence Properties is your agreement to this Agreement with respect to the Existence Properties.
[Section intentionally deleted. Restrictions previously stated in this Section have been consolidated into Section 4 (“User Conduct”)].
Third-Party Materials. As a part of Existence Properties, you may have access to materials that are hosted by another party. You agree that it is impossible for Existence to monitor such materials and that you access these materials at your own risk.
Registration
Registering Your Account. In order to access certain features of Existence Properties, you must become a Registered User. For purposes of the Terms, a “Registered User” is a user who has registered an account through the Website, App or Services (“Account”).
Registration Data. In registering an Account through the Services, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (c) at least eighteen (18) years old; and (d) not a person barred from using Existence Properties under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of Existence Properties by minors. You may not share your Account or password with anyoneand you are responsible for maintaining the confidentiality of your login credentials. You agree to notify Existence promptly if you become aware of any unauthorized access to or use of your Account or any other breach of security involving your Account. You further agree to exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Existence has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Existence has the right to suspend or terminate your Account and refuse any and all current or future use of Existence Properties (or any portion thereof). You agree not to create an Account using a false identity or on behalf of any person other than yourself. You agree that you shall not have more than one Account at any given time.
Necessary Equipment and Software. You must provide all equipment and software necessary to connect to Existence Properties. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing Existence Properties.
Responsibility for Content
Types of Content. You acknowledge that all data, text, software, sounds, photographs, graphics, videos, messages, tags and/or other materials (collectively, “Content”), including Existence Properties, is the sole responsibility of the party from whom such Content originated. This means that you, and not Existence, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available (“Make Available”) through Existence Properties or data collected by or related to the Services and your use thereof (collectively, “Your Content”), and that you and other Users of Existence Properties, and not Existence, are similarly responsible for all Content they Make Available through Existence Properties (“User Content”). Your Content includes health data from connected services (including sleep data, activity metrics, and wellness information from Apple Healthkit, other integrations, and wearable devices), calendar information (which may inadvertently contain personal information), photos, videos, energy ratings, wellness goals, and any other information you provide or authorize us to collect. The use of Your Content by Existence will be subject to the terms of our Privacy Policy located at: https://www.existence.io/privacy-policy and our Consumer Health Data Policy located at: https://www.existence.io/consumer-health-data-privacy-policy
).
No Obligation to Pre-Screen Content. You acknowledge that Existence has no obligation to pre-screen Content (including, but not limited to, User Content), although Existence reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into the Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, video, message, voice or other communications. In the event that Existence pre-screens, refuses or removes any Content, you acknowledge that Existence will do so for Existence’s benefit, not yours. Without limiting the foregoing, Existence shall have the right to remove any Content that violates this Agreement or is otherwise objectionable.
Storage. Unless expressly agreed to by Existence in writing elsewhere, Existence has no obligation to store Your Content that you Make Available on Existence Properties. Existence has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of Existence Properties. Notwithstanding the foregoing, certain data may be retained for limited periods as described in our Privacy Policy and Consumer Health Data Policy.
User Conduct.
Commercial Activities. You agree that you will not, under any circumstances (except to the extent expressly authorized by the Agreement):
Upload, post, e-mail, transmit or otherwise Make Available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation in connection with any Existence Property;
Use Existence Properties or any part thereof for any commercial purpose, including, but not limited to, communicating or facilitating any commercial advertisement or solicitation;
Engage in any chain letters, contests, junk email, pyramid schemes, spamming, surveys or other duplicative or unsolicited messages (commercial or otherwise) in connection with Existence Properties; or
Market any goods or services for any business purposes on or in connection with any Existence Properties.
General. In connection with your use of Existence Properties, you shall not:
Harm minors in any way;
Impersonate any person or entity, including, but not limited to, Existence personnel, or falsely state or otherwise misrepresent your affiliation with a person or entity;
Make Available any Content that you do not have a right to Make Available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements);
Make Available any Content that infringes the rights of any person or entity, including without limitation, any patent, trademark, trade secret, copyright, privacy, moral, publicity or other proprietary or contractual rights;
Intentionally or unintentionally violate any applicable local, state, national or international law or regulation, or any order of a court;
Register for more than one Account or register for an Account on behalf of an individual other than yourself;
Stalk or otherwise harass, bully or intimidate any other user of our Existence Properties;
Advocate, encourage or assist any third party in doing any of the foregoing activities in this section;
License, sell, rent, lease, transfer, assign, reproduce, distribute, host, or otherwise commercially exploit any Existence Properties, including the Website or the App, or any portion thereof;
Frame or mirror any part of the Existence Properties or use any framing techniques to enclose any trademark, logo, image, text, page layout, or form of Existence, nor create Internet links to the Services that include login information, usernames, passwords, or secure cookies;
Use any metatags or other hidden text utilizing Existence’s name or trademarks;
Modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile, reverse engineer, or otherwise attempt to discover the source code of underlying components of the Existence Properties or Services, including but not limited to algorithms, source prompts, training methodologies, proprietary techniques and systems;
Access or use the Existence Properties to build, train, benchmark, or evaluate any competing product, service model, or system, nor use prompts, completions, or outputs to extract, reconstruct, or replicate Existence’s proprietary data, models, processes, or trade secrets;
Use the Services for any model extraction, prompt injection, jailbreaking, system manipulation, or similar activity that attempts to override system instructions, bypass safeguards or content filters, or otherwise interfere with or analyze the internal operations or intended constraints of the Services;
Access or use the Services via automated means not expressly authorized by Existence, or otherwise bypass technical restrictions or usage limits (e.g., on access frequency, storage, bandwidth, or system resources);
Share, lend, sell, sublicense, or allow concurrent use of your access credentials, nor use or attempt to use credentials that are stolen, hacked, borrowed, purchased, or otherwise improperly obtained;
Copy, reproduce, republish, download, display, post, or transmit any Existence Properties in any form or by any means, except as expressly authorized herein;
Remove, obscure, or alter any copyright notices, trademark legends, or other proprietary markings on or in the Existence Properties;
Introduce into the Services any viruses, worms, Trojan horses, spyware, adware, or other malicious or harmful technologies, nor use the Services in any way that disrupts, compromises, or interferes with the integrity, security, or availability of the Services or related systems;
Attempt to probe, scan, or test the vulnerability of the Services or breach their security or authentication measures without proper authorization; or
Collect, record, store, analyze, disclose, or use any confidential information related to the operation, Outputs, or usage patterns of the Services, including those that may reveal Existence’s proprietary elements, methodologies, or trade secretes.
Investigations. Existence may, but is not obligated to, monitor or review Existence Properties and Content at any time. Without limiting the foregoing, Existence shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason), including if such Content violates the Agreement or any applicable law. Although Existence does not generally monitor user activity occurring in connection with Existence Properties or Content, if Existence becomes aware of any possible violations by you of any provision of the Agreement, Existence reserves the right to investigate such violations, and Existence may, at its sole discretion, immediately terminate your license to use Existence Properties, or change, alter or remove Your Content, in whole or in part, without prior notice to you.
Fees.
Payment. You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. You must provide Existence with a valid credit card (Visa, MasterCard, or any other issuer accepted by us) (“Payment Provider”) to make any purchases through the Services. Your Payment Provider agreement governs your use of the designated credit card, and you must refer to that agreement and not this Agreement to determine your rights and liabilities. By providing Existence with your credit card number and associated payment information, you agree that Existence may authorize the Payment Provider to immediately charge you for all amounts due and payable with no notice or consent to you. You agree to immediately notify Existence of any change in your billing address or the credit card used for payment hereunder. In the event that your credit card expires or Existence, our affiliates, or our third-party payment processors are unable to process your payment, you may receive notice for you to provide an alternative payment method. Existence reserves the right to cancel the request if: (i) your payment method is declined; or (ii) you have been previously banned or removed from the Existence Properties for any reason. Existence reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Existence Properties or by e-mail delivery to you.
Third Party Payment Processor. Existence may use Stripe, Inc. (“Stripe”) as its third party service provider for payment services (e.g., card acceptance, merchant settlement, and related services). By using the Services, you agree to be bound by Stripe’s Privacy Policy: https://www.stripe.com/privacy, and hereby consent and authorize Existence and Stripe to share any information and payment instructions you provide with one or more third party service provider(s) to the minimum extent required to complete your transactions. By making reservations on the Services, you also agree to be bound by Stripe’s Seller Terms: https://stripe.com/ssa.
Taxes. Users will be liable for any taxes required to be paid on the Services provided under the Agreement.
Disputes. You must notify us in writing within seven (7) days after receiving your credit card statement, if you dispute any of our charges on that statement or such dispute will be deemed waived. Billing disputes should be sent to the following email address: billing@existence.io.
Automatic Renewal
Subscription. Existence charges a subscription fee (the “Subscription Fee”) for a subscription to certain Services (“Subscription(s)”). You will be billed in advance on a recurring and periodic basis (“Billing Cycle”). Billing cycles are set either on a monthly or annual basis (depending on the type of subscription plan offered by Existence and that you have selected when purchasing a Subscription) and commence on the date you first start your Subscription. Once you have purchased a Subscription, your Subscription will continue indefinitely until terminated in accordance with this Agreement and you will be charged Existence’s then-current Subscription Fees at the commencement of each Billing Cycle. The price, billing frequency, and renewal terms will be presented clearly and conspicuously at the point of purchase in compliance with applicable consumer protection laws. You will receive advance notice of any material changes to the Subscription Fee or renewal terms, along with information on how to cancel your Subscription prior to renewal.
Cancellation. You may cancel your Subscription renewal through your Account or by contacting us at billing@existence.io prior to the end of the then-current Billing Cycle. If you cancel your Subscription, you may use your Subscription until the end of the current Billing Cycle and your Subscription will not be renewed after the then-current Billing Cycle ends. However, you will not be eligible for a prorated refund of any portion of the Subscription Fee paid for the then-current Billing Cycle. If you signed up through a free trial or beta feature promotion, your Subscription may automatically convert to a paid Subscription unless canceled before the trial period ends. The terms of the trial, including duration and cancellation instructions, will be clearly disclosed at the time of sign-up.
Subscription Fee Payment. By submitting your payment information, you authorize us to charge you or your Payment Provider for all Subscription Fees incurred through your Account at the beginning of each Billing Cycle. Should automatic billing fail to occur for any reason, we will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the Billing Cycle as indicated on the invoice. If Existence does not receive payment from you, (a) you agree to pay all amounts due on your Account upon demand and/or (b) you agree that Existence may either terminate or suspend your Subscription and continue to attempt to charge you or your Payment Provider until payment is received (upon receipt of payment, your Account will be activated and for purposes of automatic renewal, your new Subscription commitment period will begin as of the day payment was received).
Free Trials. Any free trial or other promotion to the Service must be used within the specified time of the trial. At the end of the trial period, your use of that Service will expire and any further use of the Service is prohibited unless you pay the applicable Subscription Fee. If you are inadvertently charged for a Subscription, please contact Existence to have the charges reversed.
Ownership
Existence Properties. Except with respect to Your Content and User Content, you agree that Existence and its suppliers own all rights, title and interest in and to all Existence Properties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website, the Services, or any other Existence Properties.
Trademarks. “Existence” and other related graphics, logos, service marks and trade names used on or in connection with Existence Properties or in connection with the Services are the trademarks of Existence and may not be used without permission. Other trademarks, service marks and trade names that may appear on or in Existence Properties are the property of their respective owners.
Other Content. Except with respect to Your Content, you agree that you have no right or title in or to any Content that appears on or in Existence Properties.
Your Content. Existence does not claim ownership of Your Content. However, when you as a user post or publish Your Content on or in Existence Properties you represent that you own or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content. In addition to any other license granted under this Agreement, you grant Existence a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, Your Content (in whole or in part) for the purposes of: (a) operating, improving and providing the Services; (b) advertising, marketing, and promoting our Website, App and Services; (b) compiling statistical and other information related to the performance, operation, and use of the Service; (c) compiling statistical and other information related to the performance, operation, and use of the Services; and (d) generating, training, and refining AI Tools and analytics features, which may include the use of de-identified or anonymized Content and metadata. We do not use Your Content or personal data to train AI Tools in a way that re-identifies you. We may, however, use aggregated or anonymized insights across users to improve model performance and feature accuracy, unless you opt out where such choice is offered. Please remember that other Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of Existence Properties. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that we may display advertising with or in connection with Your Content. You further acknowledge and agree that Existence has no obligation to you in connection with any advertising displayed on or in connection with the Existence Properties (including no obligation to share any revenue received by Existence as a result of any such advertising). You agree that you, not Existence, are responsible for all of Your Content that you Make Available on or in Existence Properties.
Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Existence through its suggestion, feedback, wiki, forum or similar pages (“Feedback”) is at your own risk and that Existence has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Existence a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of Existence Properties.
Third-Party Services.
Third-Party Services. The Service may display or permit linking or other access to or use of third-party Content, websites, apps, services and resources (collectively “Third-Party Services”) that are not under Existence’s control. This may include the opportunity for you to link the Existence Service with Third-Party Services. We provide these links only as a convenience and are not responsible for the products, services, or other content that are available from Third-Party Services. You acknowledge that any Third-Party Services that you use in connection with the Existence Service are not part of the Existence Service and are not controlled by Existence, and you take sole responsibility and assume all risk arising from your interaction with or use of any Third-Party Services. You also acknowledge that this Agreement and the Existence Privacy Policy do not apply to any Third-Party Services. You are responsible for reading and understanding the terms and conditions and privacy policy that applies to your use of any Third-Party Services. Existence currently integrates with the following Third-Party Services: Google Calendar API, Apple HealthKit, Oura, and Garmin Connect. These integrations are essential for delivering core functionality such as energy tracking, sleep and activity analysis, and calendar-based time insights. Use of these integrations is subject to the applicable third-party terms and privacy policies. Existence also uses third-party AI service providers to support functionality such as generating personalized insights or summarizing behavioral trends. These may include infrastructure partners like AWS or model providers such as OpenAI. Where user data is processed through such tools, we ensure compliance with relevant data protection laws and limit usage to specific services requested. User data made available to Existence via API integrations or platform use may not be used by Existence or any third-party service provider to train standalone AI models unless the data has first been aggregated or de-identified, and only as permitted by applicable law and our Privacy Policy. Existence prohibits third parties from using API-derived data for their own model training.
App Stores. You acknowledge and agree that the availability of the App and the Services is dependent on the third party from whom you received the App license, e.g., the Apple App Store or Google Play (“App Store”). You acknowledge that this Agreement is between you and Existence and not with the App Store. Existence, not the App Store, is solely responsible for Existence Properties, including the App, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). In order to use the App, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with Existence Properties, including the App. You agree to comply with, and your license to use the App is conditioned upon your compliance with, all applicable third-party terms of agreement (e.g., the App Store’s terms and policies) when using Existence Properties, including the App. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of this Agreement and will have the right to enforce them.
Indemnification. You agree to indemnify and hold Existence, its successors, assigns, parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “Existence Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your use of the Services or any other Existence Properties; (c) your violation of the Terms (including, without limitation, your submission of false or misleading information through the Services); (d) your violation of any rights of another party, including any Users; (e) your interactions with other Users; (f) your violation of any applicable laws, rules or regulations; (g) your reliance on or misuse of AI-generated insights, recommendations, or outputs provided through the Services; (h) your use of the Services in connection with any health-related or behavioral decisions, including those based on data from wearables, journal entries, or predictive analytics; and (i) your access to or use of any beta, experimental, or early-access features or modules. Existence reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Existence in asserting any available defenses. This provision does not require you to indemnify any of the Existence Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Terms or your access to Existence Properties.
Disclaimer of Warranties and Conditions
As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF EXISTENCE PROPERTIES IS AT YOUR SOLE RISK, AND EXISTENCE PROPERTIES ARE PROVIDED ON AN “AS IS”, “WHERE IS”, AND “AS AVAILABLE” BASIS. EXISTENCE EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES.
EXISTENCE MAKES NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) EXISTENCE PROPERTIES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF EXISTENCE PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF EXISTENCE PROPERTIES WILL BE ACCURATE OR RELIABLE. ANY INSIGHTS, ANALYTICS OR OUTPUTS GENERATED BY OUR SERVICES, INCLUDING THOSE POWERED BY AI, ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND SHOULD NOT BE RELIED UPON AS FACTS, GUARANTEES, OR A SUBSTITUTE FOR PROFESSIONAL JUDGMENT. THESE OUTPUTS ARE BASED ON PATTERNS IDENTIFIED FROM YOUR DATA AND MAY BE IMPRECISE, INCOMPLETE, OR BIASED. EXISTENCE DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY AI-GENERATED SUGGESTIONS, SUMMARIES, OR RECOMMENDATIONS. YOU ACKNOWLEDGE THAT SUCH FEATURES ARE EXPERIMENTAL AND MAY CHANGE OR BE DISCONTINUED AT ANY TIME. IF YOU USE BETA, EARLY-ACCESS, OR TEST-PHASE FEATURES, YOU DO SO AT YOUR OWN RISK. THESE FEATURES MAY BE UNSTABLE, INACCURATE, OR WITHDRAWN WITHOUT NOTICE.
EXISTENCE MAKES NO REPRESENTATIONS OR GUARANTEES REGARDING THE EFFECTIVENESS OF THE SERVICES OR TIMELINESS OF THE SERVICES.
ANY CONTENT ACCESSED THROUGH EXISTENCE PROPERTIES, IS AT YOUR OWN RISK AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT EXISTENCE PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD EXISTENCE LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES AND THIRD-PARTY SERVICES, AND THAT THE RISK OF ECONOMIC DAMAGES FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. EXISTENCE MAKES NO WARRANTY THAT THE THIRD-PARTY SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. EXISTENCE MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SUCH THIRD-PARTY SERVICES, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY USER CONTENT OBTAINED THROUGH EXISTENCE PROPERTIES.
No Medical Advice. THE SERVICES, INCLUDING ALL CONTENT, WHETHER PROVIDED BY US OR THIRD PARTIES, IS NOT INTENDED TO BE AND SHOULD NOT BE USED IN PLACE OF (a) THE ADVICE OF YOUR PHYSICIAN OR OTHER MEDICAL PROFESSIONALS, (b) A VISIT, CALL, OR CONSULTATION WITH YOUR PHYSICIAN OR OTHER MEDICAL PROFESSIONALS, OR (c) INFORMATION CONTAINED ON OR IN ANY PRODUCT PACKAGING OR LABEL. SHOULD YOU HAVE ANY HEALTH-RELATED QUESTIONS, PLEASE CALL OR SEE YOUR PHYSICIAN OR OTHER MEDICAL PROVIDER PROMPTLY. SHOULD YOU HAVE AN EMERGENCY, CALL YOUR PHYSICIAN OR 911 IMMEDIATELY. YOU SHOULD NEVER DISREGARD MEDICAL ADVICE OR DELAY IN SEEKING MEDICAL ADVICE BECAUSE OF ANY INFORMATION PRESENTED ON THE SERVICES, AND YOU SHOULD NOT USE THE SERVICES OR ANY INFORMATION PROVIDED IN THE SERVICES FOR DIAGNOSING OR TREATING A HEALTH PROBLEM. THE TRANSMISSION AND RECEIPT OF SERVICES, IN WHOLE OR IN PART, OR COMMUNICATION VIA THE INTERNET, EMAIL, OR OTHER MEANS DOES NOT CONSTITUTE OR CREATE A DOCTOR-PATIENT, THERAPIST-PATIENT, OR OTHER HEALTHCARE PROFESSIONAL RELATIONSHIP BETWEEN YOU AND EXISTENCE. EXISTENCE IS NOT RESPONSIBLE FOR ANY HEALTH PROBLEMS THAT MAY RESULT FROM INFORMATION YOU LEARN ABOUT THROUGH THE SERVICES. IF YOU MAKE ANY CHANGE TO YOUR ACTIVITY (E.G., SLEEP) BASED ON THE SERVICES, YOU AGREE THAT YOU DO SO FULLY AT YOUR OWN RISK.
Limitation of Liability
Disclaimer of Certain Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL EXISTENCE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, OR FOR ANY DAMAGES RESULTING FROM LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, WHETHER OR NOT EXISTENCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY. THIS INCLUDES, WITHOUT LIMITATION, ANY AND ALL DAMAGES RESULTING FROM: (a) RELIANCE ON AI-GENERATED OUTPUTS OR INSIGHTS, SUMMARIES, OR SUGGESTIONS; (b) DECISIONS MADE BASED ON BEHAVIORAL OR HEALTH-RELATED RECOMMENDATIONS PRESENTED BY THE SERVICES; OR (iii) THE USE OR PERFORMANCE OF ANY BETA OR EXPERIMENTAL FEATURES.
Cap on Liability. UNDER NO CIRCUMSTANCES WILL EXISTENCE BE LIABLE TO YOU FOR MORE THAN THE GREATER OF: (a) TOTAL AMOUNT PAID BY YOU TO Existence during the TWELVE (12)-month period prior to the act, omission or occurrence giving rise to such liability; or (b) ONE HUNDRED DOLLARS ($100.00). THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF EXISTENCE FOR (A) DEATH OR PERSONAL INJURY CAUSED BY EXISTENCE’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY EXISTENCE’S FRAUD OR FRAUDULENT MISREPRESENTATION.
User Content. EXCEPT FOR EXISTENCE’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN ITS PRIVACY POLICY, EXISTENCE ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN EXISTENCE AND YOU. THE FOREGOING LIMITATIONS OF LIABILITY APPLY TO THE FULLEST EXTENT ALLOWED BY LAW.
Termination.
Termination. Subject to Section 7 (Automatic Renewal), if you want to terminate the Services provided by Existence, you may do so by (a) notifying Existence at any time and (b) closing your Account for all of the Services that you use. Your notice should be sent, in writing, to Existence’s address set forth below. We reserve the right to terminate your access to the Existence Properties, at any times, for any reason, in our sole discretion.
Effect of Termination. Subject to Section 7 (Automatic Renewal), termination of the Services includes removal of access to the Services and barring of further use of the Services. Upon termination of the Services, your right to use the Services will automatically and immediately terminate. Subject to Section 7 (Automatic Renewal), you understand that any termination of Services may involve deletion of Your Content associated therewith from our live databases and Existence will not have any liability whatsoever to you for any deletion of Your Content. Existence will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Terms which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability. Upon termination, your personal data and associated content will be deleted in accordance with our Privacy Policy and applicable data retention practices. You may also submit a data deletion request, and we will permanently delete your data from our systems, subject to any retention obligations required by law. Termination may also result in the permanent loss of access to any personalized AI-generated insights, summaries, or historical analytics. We recommend exporting or saving any information of value to you before canceling your account. Features or modules offered on a beta or experimental basis may be discontinued at any time with or without notice, including upon account termination. Existence does not guarantee data recovery or portability of beta outputs or prototype functionalities.
International Users. Existence Properties can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Existence intends to announce such Services or Content in your country. Existence Properties are controlled and offered by Existence from its facilities in the United States of America. Existence makes no representations that Existence Properties are appropriate or available for use in other locations. Those who access or use Existence Properties from other countries do so at their own volition and are responsible for compliance with local law. Existence reserves the right to limit the availability of the Website and/or Services to any person, geographic area, or jurisdiction it so desires at any time and in our sole discretion. If you are accessing the Services from outside the United States, including from the European Economic Area, United Kingdom, Canada or Australia, please note that your personal data will be processed and stored in the United States and maintained in accordance with our Privacy Policy. By using the Services, you acknowledge and consent to the transfer and processing of your personal data in the United States and to the application of U.S. laws, which may differ from data protection laws of your jurisdiction.
Dispute Resolution. Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Existence and limits the manner in which you can seek relief from us.
Applicability of Arbitration Agreement.
You agree that any dispute or claim relating in any way to your access or use of the Website or Services or to any aspect of your relationship with Existence, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (2) you or Existence may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents).
This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.
Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to Existence, LLC, 1801 Century Park E, Suite 700, Century City, CA 90067, Attn: Legal. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Existence will pay them for you.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Authority of Arbitrator. The arbitrator, and not any federal, state or local court or agency shall have exclusive authority to resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Existence. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
Waiver of Jury Trial. YOU AND EXISTENCE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Existence are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 15.1 (Applicability of Arbitration Agreement) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. In the event that this subparagraph is deemed invalid or unenforceable neither you nor we are entitled to arbitration and instead claims and disputes shall be resolved in a court as set forth in Section 17.6 (Exclusive Venue).
30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to legal@existence.io within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your Existence username (if any), the email address you used to set up your Existence Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Existence.
Modification. Notwithstanding any provision in the Agreement to the contrary, we agree that if Existence makes any future material change to this Arbitration Agreement, it will not apply to any individual claim(s) that you had already provided notice to Existence.
Procedures for Making Claims of Copyright Infringement. It is Existence’s policy to terminate membership privileges of any User who repeatedly infringes copyright upon prompt notification to Existence by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on Existence Properties in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the location on Existence Properties of the material that you claim is infringing; (d) your address, telephone number and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. You may contact Existence’s Copyright Agent for notice of claims of copyright infringement at legal@existence.io. Users are responsible for ensuring that any content they upload (e.g., photos, videos, journal entries, or voice notes) do not infringe third-party intellectual property rights. Existence does not claim ownership of any third-party content a User inputs into the platform and does not knowingly use such content to train AI Tools unless the User holds the rights and grants us permission. If an Output generated by the Services appears to replicate or incorporate a third-party’s copyrighted works, please notify us as described above and we will review the matter in accordance with our internal content review process.
General Provisions.
Electronic Communications. The communications between you and Existence use electronic means, whether you visit Existence Properties or send Existence e-mails, or whether Existence posts notices on Existence Properties or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Existence in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Existence provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
Release. You hereby release Existence Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of Existence Properties. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a Existence Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website, App or any Services provided hereunder.
Assignment. The Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Existence’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Force Majeure. Existence shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to Existence Properties, please contact us at: legal@existence.io. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Existence agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in Los Angeles, California.
Governing Law. The Terms and any action related thereto will be governed and interpreted by and under the laws of the State of CALIFORNIA, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this agreement.
Notice. Where Existence requires that you provide an e-mail address, you are responsible for providing Existence with your most current e-mail address. In the event that the last e-mail address you provided to Existence is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Terms, Existence’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Existence at the following address: Existence, LLC, 1801 Century Park E, Suite 700, Century City, CA 90067, Attn: Legal. Such notice shall be deemed given when received by Existence by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Waiver. Any waiver or failure to enforce any provision of the Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
Accessing and Downloading the Application from iTunes. The following applies to any Apple App Store Sourced Application accessed through or downloaded from the Apple App Store:
You acknowledge and agree that (a) the Agreement is concluded between you and Existence only, and not Apple, and (b) Existence, not Apple, is solely responsible for the Apple App Store Sourced Application and content thereof. Your use of the Apple App Store Sourced Application must comply with the App Store Terms of Service.
You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Apple App Store Sourced Application.
In the event of any failure of the Apple App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple App Store Sourced Application. As between Existence and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Existence.
You and Existence acknowledge that, as between Existence and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the Apple App Store Sourced Application or your possession and use of the Apple App Store Sourced Application, including, but not limited to: (a) product liability claims; (b) any claim that the Apple App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.
You and Existence acknowledge that, in the event of any third-party claim that the Apple App Store Sourced Application or your possession and use of that Apple App Store Sourced Application infringes that third party’s intellectual property rights, as between Existence and Apple, Existence, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by the Agreement.
You and Existence acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of the Agreement as related to your license of the Apple App Store Sourced Application, and that, upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement as related to your license of the Apple App Store Sourced Application against you as a third-party beneficiary thereof.
Without limiting any other terms of the Agreement, you must comply with all applicable third-party terms of agreement when using the Apple App Store Sourced Application.
Export Control. You may not use, export, import, or transfer Existence Properties except as authorized by U.S. law, the laws of the jurisdiction in which you obtained Existence Properties, and any other applicable laws. In particular, but without limitation, Existence Properties may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using Existence Properties, you represent and warrant that (y) 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 (z) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use Existence Properties for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Existence are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Existence products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
Entire Agreement. The Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.