These Terms of Service ("Terms") constitute a legally binding agreement between you and Farnaus Technologies LLC, an Illinois limited liability company (together with its affiliates, "Farnaus Technologies," "FarnTech," "Company," "we," "us," or "our"), governing your access to and use of: (a) farn-tech.com and its subdomains; (b) usebackpocket.com and its subdomains; (c) the BackPocket mobile application for iOS and Android (the "App"); and (d) any other websites, applications, application programming interfaces ("APIs"), portals, dashboards, beta or pre-release offerings, and related services owned or operated by Company (collectively, the "Services").

By accessing or using the Services, you represent that you have read, understood, and agree to be bound by these Terms and the Privacy Policy incorporated herein by reference. If you do not agree to these Terms, do not access or use the Services.

1. Relationship to Business Agreements

If you are a business client receiving Professional Services or managed IT services ("MSP Services") under a signed Master Services Agreement, Statement of Work, Service Order, or similar written instrument (each, a "Business Agreement"), the terms of the Business Agreement shall control for that relationship. These Terms apply to the business client relationship only to the extent they do not conflict with the applicable Business Agreement.

2. Eligibility and Authority

You must be at least eighteen (18) years of age, or the age of majority in your jurisdiction, whichever is greater, to use the Services.
If you access or use the Services on behalf of a corporation, partnership, limited liability company, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms.

3. Privacy

Company's collection, use, disclosure, and retention of information is described in the Privacy Policy, which is incorporated into these Terms by reference. By using the Services, you acknowledge that you have reviewed the Privacy Policy and consent to the practices described therein.

4. Electronic Communications

By using the Services, you consent to receive communications from Company electronically, including by email, push notifications, and through notices posted within the Services. You agree that all communications that Company provides electronically satisfy any legal requirement that such communications be in writing.

5. Accounts, Security, and Responsibility

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.
You shall promptly notify Company of any suspected unauthorized access to or use of your account or any other security incident.
You acknowledge that the provision of internet-based services involves inherent security risks and that no security measures can guarantee the prevention of all unauthorized access or security incidents.
You are responsible for the accuracy and completeness of all information you provide through the Services, including item details, dates, prices, and retailer information. Company does not independently verify user-submitted data.
If you subscribe to the Family plan, you may create a household with up to five (5) members. The household owner is responsible for managing membership and may remove members at any time. When you share an item with your household, other household members can view the item details, including item name, classification, dates, price, retailer, and notes. You are responsible for ensuring that you have the right to share item information with your household members and that all household members are persons you trust with such information.

6. License Grant and Restrictions

Subject to your compliance with these Terms, Company grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for their intended purposes as described in the applicable documentation.

You shall not, and shall not permit any third party to:

Copy, modify, adapt, or create derivative works of the Services or any component thereof, except as expressly permitted by applicable law;
Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying algorithms of the Services, except to the extent such restriction is expressly prohibited by applicable law;
Sell, resell, rent, lease, sublicense, distribute, or otherwise make the Services available to any third party, except as expressly authorized in writing by Company;
Circumvent, disable, or otherwise interfere with any security feature, access control, or usage limitation of the Services.

7. Acceptable Use

You agree that you shall not:

Use the Services for any purpose that is unlawful, harmful, fraudulent, deceptive, threatening, harassing, or abusive;
Upload, transmit, or distribute malware, exploit code, or any software or materials designed to disrupt, damage, or gain unauthorized access to any system or data;
Probe, scan, or test the vulnerability of the Services or any connected system or network without prior written authorization from Company;
Interfere with or disrupt the integrity, availability, or performance of the Services, including through denial-of-service attacks or automation abuse;
Use the Services to collect, process, store, or transmit data for which you lack the legal right or authority to process;
Submit fraudulent, fabricated, or misleading receipt images, forwarded emails, or item data to the Services; or
Use the AI chat feature to attempt to extract confidential system information, manipulate the system into performing unauthorized actions, or circumvent usage limits.

8. User Content

"User Content" means all data, text, images, and other materials that you submit to the Services, including item details, receipt images, forwarded emails, chat messages, and notes.

You retain ownership of your User Content. By submitting User Content, you grant Company a limited, non-exclusive license to process, store, and use your User Content solely as necessary to provide, maintain, and improve the Services, and to comply with applicable law.
You represent and warrant that you have all rights necessary to submit your User Content to the Services and that your User Content does not violate any applicable law or any third-party right.
You acknowledge that receipt images and forwarded emails may be processed by AI services to extract structured data and that such processing is integral to the functionality of the Services.

9. Intellectual Property

All rights, title, and interest in and to the Services, including all software, designs, trademarks, service marks, trade dress, AI models (to the extent owned or licensed by Company), and related intellectual property, are and shall remain the exclusive property of Company, subject to the rights of third-party licensors. Nothing in these Terms grants you any right, title, or interest in Company's intellectual property except for the limited license set forth in Section 6.

Copyright Infringement Claims (DMCA)

Company respects the intellectual property rights of others. If you believe that content stored in or accessible through the Services infringes your copyright, you may submit a notification to Company's designated copyright agent at [email protected]. Your notification must include:

Identification of the copyrighted work claimed to be infringed;
Identification of the material claimed to be infringing and information sufficient to locate it within the Services;
Your contact information (name, address, telephone number, and email address);
A statement that you have a good faith belief that use of the material is not authorized by the copyright owner, its agent, or the law;
A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the copyright owner; and
Your physical or electronic signature.

Upon receipt of a valid notification, Company will remove or disable access to the allegedly infringing material and notify the affected user. The affected user may submit a counter-notification to [email protected] containing:

Identification of the removed material and its prior location within the Services;
A statement under penalty of perjury that the material was removed by mistake or misidentification;
Consent to the jurisdiction of the federal court in the district where you are located (or, if outside the United States, Cook County, Illinois); and
Your physical or electronic signature.

If a valid counter-notification is received and the complainant does not file a court action within the period prescribed by law, Company may restore the material.

Repeat Infringer Policy. Company will, in appropriate circumstances, terminate the accounts of users who are repeat infringers of copyright.

Company's designated agent for copyright notifications can be reached at [email protected].

10. Rate Limits and Usage Restrictions

To protect the Services and ensure fair access for all users, Company enforces technical rate limits and usage restrictions that vary by subscription plan, including limits on the number of active tracked items, daily chat messages, daily receipt scans, and daily email forwards.

You agree not to circumvent, bypass, or attempt to exceed applicable rate limits or usage quotas through automated means, multiple accounts, or other techniques;
Company may throttle, suspend, or restrict access to accounts that exceed limits or that create operational, legal, or security risk, without prior notice and without liability.

11. Beta and Preview Features

Company may make beta, preview, or experimental features available to users. Such features are provided on an "AS IS" and "AS AVAILABLE" basis without warranty of any kind, may be unstable or incomplete, and may be modified or discontinued at any time without notice.

12. Professional Services and MSP Access Authorization

Where you engage Company for Professional Services or MSP Services, you grant Company permission to access and interact with your systems—including endpoints, servers, cloud consoles, network equipment, identity platforms, and email and administrative systems—as reasonably necessary to perform the requested scope of work. You represent and warrant that you have the authority to grant such access.

Unless a Business Agreement expressly provides otherwise, you are solely responsible for maintaining backups and verifying restore integrity. Company is not a backup provider unless expressly designated as such in a Business Agreement.

MSP and Professional Services billing. For business clients under a Business Agreement, billing cadence, renewal terms, and cancellation procedures are governed by the applicable Business Agreement. Unless the Business Agreement provides otherwise, recurring monthly service charges continue during any month-to-month renewal period, and cancellation requires written notice in accordance with the Business Agreement. All fees accrued prior to the effective date of cancellation remain due and payable.

13. Subscriptions, Billing, Automatic Renewal, and Cancellation

Certain Services, including BackPocket Pro and BackPocket Family plans, are offered on a subscription basis ("Subscription"). Subscriptions renew automatically for successive billing periods unless cancelled prior to the end of the then-current billing period ("Automatic Renewal").

Authorization and consent. By initiating a Subscription, you authorize Company to charge your designated payment method on a recurring basis at the then-current rate, plus applicable taxes, until you cancel. You acknowledge and agree that your Subscription will renew automatically unless cancelled before the end of the then-current billing period. You may cancel your Subscription at any time before the end of the then-current billing period to avoid being charged for the next renewal period. Prior to your initial purchase, Company will clearly present the automatic renewal terms, including the renewal period, billing amount, and cancellation instructions, in compliance with the Illinois Automatic Contract Renewal Act (815 ILCS 601).
Post-purchase confirmation. Following your initial subscription purchase, Company will send a confirmation to the email address associated with your account summarizing the subscription terms, including the automatic renewal terms, billing amount, billing period, and instructions for cancellation.
Payment processor. Payments are processed by Stripe, Inc. Stripe collects payment instrument information directly; Company does not receive or store full payment card numbers. Stripe's terms and privacy policy apply to all payment transactions.
Billing timing. Subscriptions are billed in advance for each billing period unless otherwise stated at the time of checkout. You are responsible for maintaining valid and current payment information.
Cancellation methods. You may cancel your Subscription at any time through: (a) your account settings within the App; (b) the Stripe customer portal, if enabled; or (c) by contacting [email protected]. Where you initiated a Subscription online or through the App, Company will provide an online cancellation method. The online cancellation process will not require you to interact with a live agent, listen to or respond to promotional offers, or take any action beyond confirming your intent to cancel.
Cancellation effective date. Cancellation takes effect at the end of the then-current billing period unless otherwise communicated at the time of cancellation. Following cancellation, you will not be charged for subsequent billing periods. Cancellation of a Subscription does not automatically delete your account or the data associated with it. Upon cancellation of a paid Subscription, your account will be downgraded to the Free plan and applicable feature restrictions and usage limits will apply.
Refund policy. Except as required by applicable law or expressly stated in writing, all fees are non-refundable and Company does not provide prorated refunds or credits for partial billing periods.
Failed payments. In the event of a payment failure, Company may retry the charge, suspend or downgrade access, or cancel the Subscription following commercially reasonable collection attempts. You remain liable for all amounts due.
Price and plan changes. Company may modify prices or plan features prospectively. Company will provide advance notice of material price changes at least thirty (30) days before the change takes effect, or such longer period as required by applicable law. If you do not cancel your Subscription before the price change takes effect, your continued Subscription will renew at the new price. You may cancel at any time before the new price takes effect using the cancellation methods described above.

14. Third-Party Services and Dependencies

The Services rely on third-party infrastructure and service providers, including cloud hosting, storage, authentication, AI and machine learning services, optical character recognition, push notification delivery, email delivery, monitoring, logging, error tracking, and payment processing providers. Third-party outages, service changes, or failures are beyond Company's control, and Company shall not be liable for any disruption or loss arising therefrom.

15. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. COMPANY DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY AI-GENERATED CONTENT, INCLUDING DEADLINE ESTIMATES, EXTRACTED RECEIPT DATA, PARSED EMAIL DATA, CHAT RESPONSES, OR RETAILER POLICY INFORMATION. YOU ACKNOWLEDGE THAT AI-GENERATED OUTPUTS MAY CONTAIN ERRORS AND THAT YOU ARE SOLELY RESPONSIBLE FOR VERIFYING ALL INFORMATION BEFORE TAKING ACTION BASED ON IT. THE SERVICES DO NOT PROVIDE LEGAL, FINANCIAL, TAX, OR OTHER PROFESSIONAL ADVICE. DEADLINE ESTIMATES AND RETAILER POLICY INFORMATION ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND SHOULD NOT BE RELIED UPON AS DEFINITIVE STATEMENTS OF RETURN POLICIES, WARRANTY TERMS, OR CONTRACTUAL OBLIGATIONS. RETAILER POLICY DATA MAINTAINED BY THE SERVICES MAY BE INCOMPLETE, OUTDATED, OR INACCURATE, AND RETAILERS MAY CHANGE THEIR POLICIES AT ANY TIME WITHOUT NOTICE TO COMPANY. YOU SHOULD VERIFY DEADLINES AND POLICY TERMS DIRECTLY WITH THE APPLICABLE RETAILER, SERVICE PROVIDER, OR GOVERNING AUTHORITY.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, BUSINESS INTERRUPTION, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES, MISSED DEADLINES, MISSED RETURN WINDOWS, EXPIRED WARRANTIES, UNRETURNED PURCHASES, SECURITY INCIDENT COSTS, OR RANSOMWARE PAYMENTS, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
WITHOUT LIMITING THE FOREGOING, COMPANY SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE, OR EXPENSE ARISING FROM: (A) INACCURATE, INCOMPLETE, OR DELAYED AI-GENERATED DEADLINE ESTIMATES, RECEIPT EXTRACTIONS, EMAIL PARSING, OR CHAT RESPONSES; (B) YOUR RELIANCE ON ANY INFORMATION PROVIDED BY THE SERVICES WITHOUT INDEPENDENT VERIFICATION; (C) CHANGES TO RETAILER RETURN POLICIES, WARRANTY TERMS, OR SUBSCRIPTION TERMS THAT ARE NOT REFLECTED IN THE SERVICES; OR (D) FAILURE TO ACT ON A TRACKED ITEM BEFORE ITS DEADLINE, REGARDLESS OF WHETHER A REMINDER WAS SENT.
COMPANY'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT PAID BY YOU TO COMPANY FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (B) TWO HUNDRED FIFTY UNITED STATES DOLLARS (US $250).
THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

CERTAIN JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR LIABILITY. IN SUCH JURISDICTIONS, THE FOREGOING LIMITATIONS AND EXCLUSIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

17. Indemnification

You agree to defend, indemnify, and hold harmless Company and its members, managers, officers, employees, contractors, and agents from and against any and all claims, demands, damages, liabilities, losses, costs, and expenses (including reasonable attorneys' fees and legal costs) arising out of or relating to:

Your access to or use of the Services, or any misuse thereof;
User Content submitted by you, including receipt images, forwarded emails, and chat messages;
Information you share with household members through the household sharing feature;
Instructions provided by you, including in the context of MSP Services or Professional Services;
Your breach of these Terms; or
Your violation of any applicable law or any third-party right, including any intellectual property, privacy, or publicity right.

18. Account Deletion

You may request deletion of your account at any time through the App or by contacting [email protected]. Upon receiving a deletion request, Company will:

Cancel any active Stripe subscription associated with your account;
Revoke all active authentication sessions;
Mark your account for deletion with a thirty (30) day grace period, during which you may contact Company to reverse the deletion; and
Permanently delete your account and all associated data, including tracked items, receipt images, chat history, household memberships, and preferences, following expiration of the grace period.

Deleted data may persist in encrypted backup media for a limited period (typically up to ninety (90) days) before being overwritten in the ordinary course. See the Privacy Policy for additional detail on data retention.

19. Suspension and Termination

Company may suspend or terminate your access to the Services, in whole or in part, immediately and without prior notice, if Company reasonably determines that you have violated these Terms, pose a security or legal risk to Company or its users, or if required to do so by applicable law or legal process. You may discontinue your use of the Services at any time.

20. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict-of-laws principles. Except as otherwise provided in Section 21, any legal action or proceeding arising out of or relating to these Terms or the Services shall be brought exclusively in the state or federal courts located in Cook County, Illinois, and you irrevocably consent to the personal jurisdiction and venue of such courts. For disputes subject to the arbitration provision in Section 21, the terms of that Section shall govern forum and venue.

21. Binding Arbitration; Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL.

21.1 Agreement to Arbitrate

You and Company agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services (collectively, "Disputes") shall be resolved exclusively through final and binding arbitration, rather than in court, except as set forth below. This Section 21 is governed by the Federal Arbitration Act (9 U.S.C. §§ 1 et seq.) and, where the FAA does not apply, by the laws of the State of Illinois. You and Company agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement, including any claim that all or any part of this arbitration agreement is void or voidable. This Section 21 does not apply to disputes governed by a signed Business Agreement (as defined in Section 1) that contains its own dispute resolution provisions; such disputes shall be resolved in accordance with the Business Agreement.

21.2 Informal Resolution First

Before initiating arbitration, you and Company agree to attempt to resolve any Dispute informally for at least thirty (30) days. Informal negotiations begin upon written notice from one party to the other. The written notice must include the notifying party's name, a description of the nature and basis of the claim, and the specific relief sought. You may send notice to [email protected]; Company will send notice to the email address associated with your account. Any applicable statute of limitations and filing-fee deadlines shall be tolled while the parties engage in informal dispute resolution under this subsection.

21.3 Arbitration Rules and Forum

If a Dispute is not resolved through informal negotiations, either party may initiate binding arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect, which are available at www.adr.org. The arbitration shall be conducted by a single arbitrator. The arbitration may be conducted in person, by telephone, by videoconference, or based on written submissions, as determined by the arbitrator. The arbitration shall take place in Cook County, Illinois, or, at your election, in the county where you reside. The arbitrator shall apply the substantive law specified in Section 20, shall follow applicable statutes of limitations, and shall issue a written, reasoned award. The arbitrator may award the same damages and relief that a court could award under applicable law, including injunctive and declaratory relief, but 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.

21.4 Arbitration Fees

For claims seeking less than Ten Thousand United States Dollars (US $10,000), Company will pay all filing, administration, and arbitrator fees. For claims seeking Ten Thousand United States Dollars (US $10,000) or more, payment of arbitration fees shall be governed by the AAA Consumer Arbitration Rules. Notwithstanding the foregoing, if the arbitrator determines that the substance of a party's claim, defense, or position is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), the arbitrator may reallocate fees and require the offending party to pay the other party's reasonable attorneys' fees and costs in accordance with the AAA Consumer Arbitration Rules.

21.5 Small Claims Court Exception

Notwithstanding the foregoing, either party may bring an individual action in small claims court for Disputes within the jurisdictional limits of that court, provided the action remains in small claims court and is advanced only on an individual, non-class, non-representative basis. If a small claims action is transferred, removed, or appealed to a court of general jurisdiction, either party may elect to have the dispute resolved through arbitration in accordance with this Section 21.

21.6 Injunctive Relief Exception

Nothing in this section shall prevent either party from seeking injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights, confidential information, or data protection and privacy obligations.

21.7 Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND COMPANY EACH AGREE THAT ANY DISPUTE SHALL BE RESOLVED SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, COLLECTIVE ACTION, REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING. IF A COURT OR ARBITRATOR DETERMINES THAT THIS CLASS ACTION WAIVER IS UNENFORCEABLE AS TO A PARTICULAR CLAIM OR REQUEST FOR RELIEF, THEN THAT CLAIM OR REQUEST FOR RELIEF SHALL BE SEVERED FROM ARBITRATION AND SHALL PROCEED IN A COURT OF COMPETENT JURISDICTION SUBJECT TO THE VENUE PROVISIONS OF SECTION 21. THIS SUBSECTION CONSTITUTES A SPECIFIC SEVERABILITY PROVISION THAT SUPERSEDES THE GENERAL SEVERABILITY CLAUSE IN SECTION 27 WITH RESPECT TO THE CLASS ACTION WAIVER.

21.8 Jury Trial Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND COMPANY EACH IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, WHETHER IN COURT OR IN ARBITRATION.

21.9 Opt-Out Right

You may opt out of this arbitration provision by sending written notice of your decision to opt out to [email protected] within thirty (30) days of the date you first agree to these Terms, or within thirty (30) days of the effective date of any material amendment to this Section 21, whichever is later. Your notice must include your name, the email address associated with your account, and a clear statement that you wish to opt out of the arbitration provision. Company will acknowledge receipt of your opt-out notice within a commercially reasonable time. If you opt out, all provisions of this Section 21, including the class action waiver in Section 21.7 and the jury trial waiver in Section 21.8, shall not apply to you. All other provisions of these Terms continue to apply. Opting out of this Section 21 will not result in any adverse action against your account or affect any other rights or obligations under these Terms.

21.10 Survival

This arbitration provision shall survive termination of these Terms and your use of the Services.

21.11 Mass Arbitration

If twenty-five (25) or more claimants submit demands for arbitration raising substantially similar claims, and the claimants are represented by the same or coordinated counsel, such demands shall be deemed a "Mass Arbitration." In a Mass Arbitration:

The AAA shall randomly select no more than ten (10) demands to proceed as bellwether cases;
All other demands shall be stayed pending resolution of the bellwether cases, and applicable statutes of limitations shall be tolled for the duration of any such stay;
Following resolution of the bellwether cases, the parties shall have sixty (60) days to negotiate a global resolution of the remaining demands; and
If no global resolution is reached, each remaining claimant may elect to proceed with individual arbitration under this Section 21 or withdraw from arbitration and pursue claims in court subject to Sections 20 and 21.7.

22. Limitation on Time to Bring Claims

To the maximum extent permitted by applicable law, any cause of action or claim arising out of or relating to these Terms or the Services must be commenced (whether by filing a lawsuit or initiating an arbitration demand) within two (2) years after the cause of action accrues; otherwise, such cause of action or claim is permanently barred. This limitation does not apply to claims for which applicable law prohibits contractual shortening of the limitations period.

23. No Personal Liability

No member, manager, officer, employee, or contractor of Farnaus Technologies LLC shall have any personal liability under these Terms to the maximum extent permitted by applicable law.

24. Force Majeure

Company shall not be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, civil unrest, labor disputes, third-party infrastructure or service provider outages (including AI model provider outages), cyberattacks, government orders or actions, power failures, and Internet or telecommunications failures.

25. Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without Company's prior written consent. Company may assign these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any purported assignment in violation of this section is void. These Terms shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

26. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, shall be severed from these Terms. The remaining provisions shall continue in full force and effect. Notwithstanding the foregoing, the severability of the class action waiver in Section 21.7 shall be governed exclusively by the terms of that Section.

27. Survival

Sections 9 (Intellectual Property), 15 (Disclaimer of Warranties), 16 (Limitation of Liability), 17 (Indemnification), 21 (Binding Arbitration; Class Action Waiver), 22 (Limitation on Time to Bring Claims), 23 (No Personal Liability), 26 (Severability), and this Section 27 shall survive any termination or expiration of these Terms or your use of the Services.

28. Entire Agreement; Waiver

These Terms, together with the Privacy Policy and any applicable Business Agreement, constitute the entire agreement between you and Company with respect to the subject matter hereof and supersede all prior or contemporaneous communications, understandings, and agreements, whether oral or written. No waiver of any provision of these Terms shall be effective unless made in writing and signed by Company. The failure of Company to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

29. Modifications to Terms

Company reserves the right to modify these Terms at any time. The "Effective Date" above will be revised to reflect the most recent update. Where changes are material, Company will provide notice as required by applicable law. Your continued use of the Services following the Effective Date of an updated version of these Terms constitutes acceptance of the updated Terms.

30. Contact

Farnaus Technologies LLC
General support: [email protected]
Legal inquiries: [email protected]