End User License Agreement

This End User License Agreement ("EULA") is a legal agreement between you and Speaksy Inc. ("Speaksy", "we", "us", or "our") governing your use of the Speaksy language learning platform, including all associated software, mobile applications, websites, and services (collectively, the "Service"). By creating an account, downloading our application, or using any part of our Service, you acknowledge that you have read, understood, and agree to be bound by this EULA.

If you do not agree to these terms, you must not access or use the Service. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to this EULA.

Subject to your compliance with this EULA, Speaksy grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your personal, non-commercial language learning purposes. This license does not include any rights to: (a) resell or make commercial use of the Service; (b) modify, adapt, or create derivative works based on the Service; (c) use any automated tools to access the Service; or (d) access the Service to build a competitive product or service.

The Service is licensed, not sold. All rights not expressly granted to you in this EULA are reserved by Speaksy and its licensors.

You agree not to: (a) reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service; (b) remove, alter, or obscure any proprietary notices on the Service; (c) use the Service in any manner that could damage, disable, overburden, or impair our servers or networks; (d) attempt to gain unauthorized access to any portion of the Service, other users' accounts, or any systems or networks connected to the Service; (e) use any automated system to access the Service for purposes such as data mining or scraping; (f) interfere with or disrupt the integrity or performance of the Service.

We reserve the right to investigate and take appropriate legal action against anyone who violates these restrictions, including without limitation, removing content from the Service and terminating accounts.

To access certain features of the Service, you must create an account. You agree to: (a) provide accurate, current, and complete information during registration; (b) maintain and promptly update your account information; (c) maintain the security of your password and accept all risks of unauthorized access; (d) notify us immediately of any unauthorized use of your account; and (e) be responsible for all activities that occur under your account.

You may not transfer, sell, or share your account credentials with any other person. Speaksy will not be liable for any loss or damage arising from your failure to maintain account security.

Access to certain features of the Service requires a paid subscription. By purchasing a subscription, you agree to pay all applicable fees as described at the time of purchase. Subscription fees are billed in advance on a recurring basis (monthly, annually, or as otherwise specified) and are non-refundable except as required by law or as explicitly stated in our refund policy.

We reserve the right to change our subscription fees at any time. Any fee changes will apply to your subscription upon renewal, and we will provide you with reasonable notice of such changes. You may cancel your subscription at any time through your account settings, and cancellation will take effect at the end of your current billing period.

The Service and all materials therein, including but not limited to software, images, text, graphics, logos, audio, video, AI models, lesson content, and interactive features (collectively, "Content"), are owned by Speaksy or our licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

Speaksy and its associated logos are trademarks of Speaksy Inc. You may not use these trademarks without our prior written consent. All other trademarks, service marks, and trade names referenced in the Service are the property of their respective owners.

The Service may allow you to create, upload, or share content such as conversation recordings, notes, progress data, and feedback ("User Content"). You retain ownership of your User Content. By submitting User Content to the Service, you grant Speaksy a worldwide, non-exclusive, royalty-free, sublicensable license to use, reproduce, modify, adapt, publish, and display such User Content for the purposes of providing, improving, and promoting the Service.

You represent and warrant that: (a) you own or have the necessary rights to your User Content; (b) your User Content does not violate any third-party rights or applicable laws; and (c) your User Content does not contain any viruses, malware, or harmful code. We reserve the right to remove any User Content that violates this EULA or that we deem inappropriate in our sole discretion.

You agree not to use the Service to: (a) violate any applicable laws or regulations; (b) infringe upon the rights of others, including intellectual property, privacy, or publicity rights; (c) upload or transmit viruses, malware, or other malicious code; (d) harass, abuse, threaten, or intimidate other users; (e) impersonate any person or entity or falsely state or misrepresent your affiliation with a person or entity; (f) engage in any fraudulent activity or commercial solicitation; (g) collect or harvest personal information of other users without their consent.

Violation of these prohibitions may result in immediate termination of your account and may subject you to civil and criminal liability.

This EULA is effective until terminated. You may terminate this EULA at any time by discontinuing use of the Service and deleting your account. Speaksy may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason, including but not limited to breach of this EULA, suspected fraudulent or illegal activity, or upon your request.

Upon termination, your right to use the Service will immediately cease. All provisions of this EULA that by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnity, and limitations of liability. Termination does not entitle you to a refund of any fees paid.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE. SPEAKSY DOES NOT WARRANT THAT: (A) THE SERVICE WILL MEET YOUR REQUIREMENTS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; OR (D) ANY ERRORS IN THE SERVICE WILL BE CORRECTED.

While we strive to provide an excellent language learning experience, we do not guarantee specific learning outcomes. Your progress depends on many factors including your effort, practice, and individual learning abilities.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SPEAKSY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR USE OR INABILITY TO USE THE SERVICE; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY PERSONAL INFORMATION STORED THEREIN; (C) ANY INTERRUPTION OR CESSATION OF THE SERVICE; (D) ANY BUGS, VIRUSES, OR OTHER HARMFUL CODE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICE.

IN NO EVENT SHALL SPEAKSY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES EXCEED THE AMOUNT YOU PAID TO SPEAKSY IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

You agree to indemnify, defend, and hold harmless Speaksy, its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising from: (a) your use of the Service; (b) your violation of this EULA; (c) your violation of any rights of another party; or (d) your User Content.

We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

Speaksy reserves the right to modify this EULA at any time. We will notify you of material changes by posting the updated EULA on our website and/or sending you an email notification. The updated EULA will be effective as of the date posted, or as otherwise specified in the notice.

Your continued use of the Service after the effective date of any modifications constitutes your acceptance of the modified EULA. If you do not agree to the modifications, you must stop using the Service and may terminate your account.

This EULA shall be governed by and construed in accordance with the laws of the State of California, United States, without regard to its conflict of law provisions. Any dispute arising out of or relating to this EULA or the Service shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in any court of competent jurisdiction.

You and Speaksy agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. If for any reason a claim proceeds in court rather than arbitration, both parties waive any right to a jury trial.

If you have any questions, concerns, or requests regarding this EULA, please contact us at: Email: legal@getspeaksy.com, Address: Speaksy Inc., 123 Learning Lane, San Francisco, CA 94102, United States. This EULA constitutes the entire agreement between you and Speaksy regarding the Service and supersedes all prior agreements and understandings.