Eyeclone Terms of Use

Last Updated: MAY 1, 2026

These Terms of Use (“Terms”) are entered into by and between Eyeclone LLC (together with its affiliates, subsidiaries and related companies, “Eyeclone,” “we,” “us,” or “our”) and govern your access to and use of eyeclone.io (“Website”), including any content, functionality, tools, and services offered on or through the Website, including the Eyeclone cloud-based financial intelligence platform (“Platform”). Access to and use of the Platform, including any optional features, add-ons, or integrations, are subject to additional terms and conditions communicated to you at the time of registration or purchase (“Additional Terms”). In the event of any conflict between these Terms and any applicable Additional Terms, the Additional Terms will control unless they expressly state otherwise. These Terms apply to all visitors to and users of the Website. Subscribers to the Platform are additionally subject to the Subscription Terms of Service (available at Terms of Service Agreement | Eyeclone which governs the subscription relationship and controls over these Terms in the event of any conflict.

Please read these Terms carefully before using the Website. By using the Website, or by clicking to accept or agree to these terms when this option is made available to you, you accept and agree to be bound and abide by these Terms. If you do not agree to these Terms, you must not access or use the Website. Our collection, use, and handling of personal information and data is governed by our Privacy Policy, available at eyeclone.io/privacy. By using the Website, you consent to our data practices as described therein.

SECTIONS 10.2 THROUGH 10.5 OF THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION, A CLASS ACTION WAIVER, AND A JURY TRIAL WAIVER THAT SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS. THESE PROVISIONS REQUIRE RESOLUTION OF DISPUTES ON AN INDIVIDUAL BASIS THROUGH BINDING ARBITRATION AND WAIVE YOUR RIGHT TO SUE IN COURT OR PARTICIPATE IN CLASS ACTIONS. YOU HAVE A RIGHT TO OPT OUT OF ARBITRATION AS DESCRIBED IN SECTION 10.3.

Changes to These terms

We may revise and update these Terms from time to time in our sole discretion. We will provide at least thirty (30) days’ advance written notice of material changes by posting the revised Terms on the Website with an updated effective date and, where practicable, by sending notice to the email address associated with your account. Non-material changes (including corrections, clarifications, or updates required by applicable law) may take effect immediately upon posting. Your continued use of the Website after the effective date of any material change constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must discontinue use of the Website. We encourage you to review these Terms regularly.

the Website

Your Use of the Website

These Terms permit you to access and use the Website for your internal business use only in connection with evaluating or accessing the Platform. You agree not to (a) reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, or reverse-engineer the Website or any of the materials on the Website, (b) use materials, products or services available on the Website in violation of any law, (c) impersonate or attempt to impersonate Eyeclone, any Eyeclone employee or any other person or entity (including, without limitation, by using email addresses associated with Eyeclone, or (d) engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined in our sole discretion, may harm Eyeclone or other users of the Website or expose them to liability.

Additionally, you agree not to, or permit or direct any other person to:

Use the Website in any manner that could disable, overburden, damage, or impair the Website or interfere with any other user’s use of the Website.
Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms, without our prior written consent.
Use any device, software, or routine that interferes with the proper working of the Website.
Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website are stored, or any server, computer, or database connected to the Website.
Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Website.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website or otherwise engaged in conduct in breach of these Terms, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made.

Links from the Website.

If the Website contain links to third-party sites or resources, these links are provided for your convenience only. We do not control or endorse these third-party sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. Eyeclone is not responsible or liable for any loss or damage arising from your use of or reliance on any Third-Party Services or any content, goods, or services available through them.

Additional Services.

Eyeclone may make available optional integrations or add-on features from time to time. The availability, pricing, and terms of any such features will be communicated separately and may be governed by Additional Terms.

Availability.

Eyeclone reserves the right to withdraw, modify, or discontinue the Website, or any service or material available through the Website, in our sole discretion without notice. We will not be liable if all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some portions of the Website, including to registered users.

Changes to the Website.

We may update the content on the Website from time to time, but its content is not necessarily complete or current. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.

Refusal of Access.

Eyeclone reserves the right, in its sole discretion and at any time, to refuse or revoke access to all or part of the Website at any time without notice, to any person for any reason, including without limitation for violation of these Terms.

No Professional Advice

THE PLATFORM DOES NOT PROVIDE PROFESSIONAL ADVICE.

THE INFORMATION AND OTHER CONTENT AVAILABLE ON OR THROUGH THE WEBSITE AND PLATFORM IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED TO SUBSTITUTE FOR PROFESSIONAL ADVICE. YOU SHOULD CONSULT QUALIFIED LICENSED PROFESSIONALS BEFORE MAKING ANY FINANCIAL, LEGAL, TAX, REGULATORY, OR INVESTMENT DECISIONS.

THE PLATFORM AND ALL CONTENT, OUTPUTS, REPORTS, DASHBOARDS, ANALYSES, INSIGHTS, AND OTHER INFORMATION GENERATED BY OR THROUGH THE PLATFORM ARE PROVIDED FOR INFORMATIONAL AND ANALYTICAL PURPOSES ONLY. THE PLATFORM DOES NOT PROVIDE, AND NOTHING ON THE WEBSITE OR THROUGH THE PLATFORM CONSTITUTES OR SHOULD BE CONSTRUED AS, ACCOUNTING ADVICE, TAX ADVICE, LEGAL ADVICE, INVESTMENT ADVICE, FINANCIAL PLANNING ADVICE, OR ANY OTHER FORM OF PROFESSIONAL ADVICE OF ANY KIND.

No Reliance.

Eyeclone does not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents. You are solely responsible for evaluating all outputs, analyses, reports, and other information generated by or through the Platform. You must independently verify all Platform outputs before relying on them for any business, financial, investment, legal, regulatory, or other decision. No output of the Platform should be treated as a substitute for the advice of a qualified professional, including a licensed accountant, tax advisor, attorney, or registered investment advisor.

Sole Responsibility for Decisions

All decisions you make based on or informed by Platform outputs are made solely at your own risk and judgment. Eyeclone has no responsibility or liability for any decision, action, or omission you take in reliance on information derived from the Platform.

Privacy

Please review our Privacy Policy (eyeclone.io/privacy/) for information about how we collect and use your personal information.

USER ACCOUNTS

Account Registration.

Access to certain features of the Website and all access to the Platform requires you to register for an account (“Account”). To register, you must provide accurate, current, and complete information as prompted by any registration form, and you agree to keep your Account information updated at all times.

Account Security.

You are solely responsible for maintaining the confidentiality of your Account credentials, including your username and password. You agree not to share your credentials with any third party and to notify Eyeclone immediately at security@eyeclone.io if you suspect any unauthorized use of your Account or any other security breach. Eyeclone is not liable for any loss or damage arising from your failure to secure your credentials.

Account Activity.

You are responsible and liable for all activity that occurs under your Account, whether or not you authorized such activity. You agree to exit your Account at the end of each session and to take particular care when accessing your Account from public or shared devices.

Account Suspension and Termination.

Eyeclone reserves the right, in its sole discretion, to suspend, disable, or terminate your Account at any time, with or without cause and with or without notice. Eyeclone may also reclaim any username at any time for any reason.

INTELLECTUAL PROPERTY

Ownership.

As between the parties, Eyeclone its licensors, or other providers of such material, retains all right, title, and interest, including all Intellectual Property Rights, in and to: (a) the Website, Platform, and all components thereof, and all content, features, and functionality available through either (including all software, text, data, reports, dashboards, analyses, designs, graphics, logos, interfaces, and the selection and arrangement thereof); (b) the source code, object code, software, and algorithms underlying the Website and Platform; (c) the AI Technology, including all machine learning models, training methodologies, and model weights; (d) financial analytics methodologies, scoring systems, and proprietary data models; (e) usage data; (f) any suggestions, ideas, recommendations, corrections, or other feedback provided by you regarding the Services (“Feedback”); and (g) all improvements, enhancements, modifications, and derivative works of the foregoing, regardless of who contributed to their development. No ownership interest in the Website or any component thereof is transferred to you. No implied licenses are granted. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Eyeclone. Any use of the Website not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

Trademarks.

“Eyeclone”, the Eyeclone logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Eyeclone or its affiliates. You must not use any such marks without the prior written permission of Eyeclone. All other names, logos, and marks appearing on the Website are the property of their respective owners.

Limited License to Website Content.

These Terms permit you to access and use the Website solely for your permitted internal business purposes as described herein. You must not reproduce, distribute, modify, create derivative works of, publicly display, republish, download, or transmit any material from the Website, except that you may:

temporarily store copies in RAM incidental to your accessing and viewing those materials;
store files automatically cached by your browser for display enhancement; and
print or download a reasonable number of pages for your own personal reference in connection with your use of the Platform, provided such copies are not used for further reproduction, publication, or distribution.

No right, title, or interest in or to the Website or any content on the Website is transferred to you. All rights not expressly granted are reserved by Eyeclone.

Feedback.

You hereby irrevocably assign to Eyeclone all right, title, and interest in and to any Feedback provided regarding the Website and Platform. Eyeclone may use, disclose, reproduce, license, distribute, and otherwise exploit Feedback for any purpose, commercial or otherwise, without obligation, restriction, or compensation. You waive any moral rights in Feedback to the fullest extent permitted by law. To the extent moral rights in Feedback cannot be assigned or waived under applicable law (including the Copyright Act (Canada)), you grant Eyeclone an irrevocable, perpetual, royalty-free license to use such Feedback for any purpose without restriction.

DISCLAIMERS

THE WEBSITE, THE INFORMATION AND CONTENT ON THE WEBSITE, AND THE PLATFORM ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EYECLONE EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING: (A) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; (B) ANY WARRANTY THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETELY SECURE, OR FREE FROM HARMFUL COMPONENTS; (C) ANY WARRANTY REGARDING THE ACCURACY, COMPLETENESS, TIMELINESS, OR RELIABILITY OF ANY OUTPUT OR ANALYTICS RESULT; AND (D) ANY WARRANTY THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. EYECLONE DOES NOT WARRANT THE ACCURACY OF ANY DATA, INFORMATION, OR CONTENT CONTAINED WITHIN THE WEBSITE, THE SECURITY FROM INTRUSION OR ATTACK, OR THE AVAILABILITY OR RELIABILITY OF ANY NETWORK, COMMUNICATIONS LINK, OR INFRASTRUCTURE USED BY YOU. TO THE EXTENT YOUR JURISDICTION DOES NOT ALLOW LIMITATIONS ON WARRANTIES, THIS LIMITATION MAY NOT APPLY TO YOU. IF THIS IS THE CASE, YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO YOUR USE OF THE WEBSITE SHALL BE TO DISCONTINUE USING THE WEBSITE

ARTIFICIAL INTELLIGENCE DISCLAIMER.

THE WEBSITE AND PLATFORM USES ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING TECHNOLOGIES. OUTPUTS ARE GENERATED ALGORITHMICALLY AND MAY CONTAIN ERRORS, INACCURACIES, OMISSIONS, OR “HALLUCINATIONS.” EYECLONE DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS, OR SUITABILITY OF ANY OUTPUT. YOU ARE SOLELY RESPONSIBLE FOR INDEPENDENTLY VALIDATING OUTPUTS BEFORE ACTING UPON THEM. YOU EXPRESSLY ASSUME ALL RISKS ASSOCIATED WITH RELIANCE ON AI-GENERATED OUTPUTS. THIRD-PARTY AI PROVIDERS AND THEIR SERVICES ARE OUTSIDE EYECLONE’S CONTROL. EYECLONE DOES NOT GUARANTEE THE AVAILABILITY, ACCURACY, OR PERFORMANCE OF ANY THIRD-PARTY AI PROVIDER’S SERVICES AND IS NOT RESPONSIBLE FOR OUTAGES, INTERRUPTIONS, OR ERRORS ATTRIBUTABLE TO SUCH SERVICES.

LIMITATION OF LIABILITY

EXCLUSION OF INDIRECT AND CONSEQUENTIAL DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EYECLONE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY: (A) LOST PROFITS, LOST REVENUE, OR LOST BUSINESS; (B) LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION; (C) INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES; OR (D) COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; IN EACH CASE HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF EYECLONE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE

Certain jurisdictions do not permit the exclusion of certain warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. In these jurisdictions, the foregoing exclusions and limitations will be enforced to the greatest extent permitted by applicable law.

CAP ON AGGREGATE LIABILITY.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EYECLONE’S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES, WHETHER IN CONTRACT, TORT, STATUTE, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CUSTOMER TO EYECLONE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE THE CLAIM FIRST AROSE. WHERE NO FEES HAVE BEEN PAID IN THE PRECEDING TWELVE (12) MONTHS, EYECLONE’S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED ONE THOUSAND DOLLARS ($1,000.00), EXCEPT THAT THIS FLOOR SHALL NOT APPLY TO CLAIMS ARISING UNDER APPLICABLE DATA PROTECTION LAW, INCLUDING CLAIMS UNDER U.S. STATE PRIVACY LAWS, FOR WHICH LIABILITY SHALL BE DETERMINED IN ACCORDANCE WITH APPLICABLE LAW WITHOUT REFERENCE TO THIS FLOOR. THE EXISTENCE OF MULTIPLE CLAIMS WILL NOT ENLARGE THIS LIMIT. THIS CAP APPLIES IN THE AGGREGATE TO ALL CLAIMS AND ALL LEGAL THEORIES.

Basis of the Bargain.

You acknowledge and agree that the limitations and exclusions of liability in this Section 8 reflect a reasonable and negotiated allocation of risk, are an essential element of the basis of the bargain between the parties, and would not have been entered into without these limitations. The Fees charged by Eyeclone reflect and are conditioned upon these limitations.

Exclusions from Limitation.

Nothing in this Agreement limits or excludes either party’s liability for: (a) fraud or fraudulent misrepresentation; (b) payment obligations; or (c) any other liability that cannot be limited or excluded under applicable law including, for EU/EEA customers, liability for death or personal injury caused by negligence or willful misconduct, which cannot be limited under applicable EU law).

Time Limitation on Claims.

Any claim by either party arising out of or relating to these Terms or the Website must be brought within two (2) years after the cause of action arises, except as provided below. Claims not brought within this period are permanently barred. Notwithstanding the foregoing, this two (2) year period does not apply to, and does not shorten, any statutory limitation period that cannot be modified by contract under applicable law, including: (a) claims under applicable data protection law; (b) claims under applicable consumer protection law; and (c) claims by customers domiciled in Australia, where the applicable limitation period under the Limitation Act of the relevant state or territory shall apply. In any jurisdiction where a two (2) year contractual limitation period is unenforceable as a matter of mandatory law, the shortest enforceable period permitted by applicable law shall apply.

Indemnification

You agree to defend, indemnify, and hold harmless Eyeclone, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Website or Platform, including any use of the Website’ content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the Website.

Eyeclone reserves the right to assume exclusive control of the defense of any matter subject to indemnification by you, at your expense. You agree not to settle any such claim without Eyeclone’s prior written consent.

DISPUTE RESOLUTION AND MANDATORY ARBITRATION

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES BINDING ARBITRATION OF DISPUTES, WAIVES YOUR RIGHT TO A JURY TRIAL, AND PROHIBITS CLASS AND REPRESENTATIVE ACTIONS. BY ACCESSING OR USING THE WEBSITE, YOU SEPARATELY ACKNOWLEDGE THESE PROVISIONS.

Informal Resolution.

Before initiating formal proceedings, the parties agree to use good-faith efforts to resolve any dispute informally. Either party may initiate informal dispute resolution by providing written notice describing the nature of the dispute and relief sought. The parties shall negotiate in good faith for thirty (30) days following such notice. This informal negotiation period is a prerequisite to formal arbitration proceedings.

Binding Arbitration.

If the parties cannot resolve the dispute informally within thirty (30) days, any dispute, controversy, or claim arising out of or relating to these Terms, including its formation, breach, interpretation, validity, or termination, shall be resolved by final and binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules then in effect. The arbitration shall be conducted by a single arbitrator in Boca Raton, Florida, or via videoconference at the arbitrator’s discretion. If you are domiciled outside the United States, the parties may agree in writing prior to commencement of arbitration to an alternative arbitration seat, rules, or arbitral institution; absent such written agreement, the foregoing provisions apply. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. Each party shall bear its own costs and fees in connection with arbitration, except as provided by AAA rules. If a party fails to participate in arbitration after proper notice, unsuccessfully challenges the arbitrator’s decision, or fails to comply with the arbitrator’s decision, the other party is entitled to costs of any litigation required to compel arbitration or enforce the award, including reasonable attorneys’ fees. This arbitration provision does not apply to the extent that applicable law in your jurisdiction of domicile confers a non-waivable right to litigate in court.

Right to Opt Out of Arbitration.

You may opt out of the agreement to arbitrate disputes by delivering written notice to legal@eyeclone.io with the subject line ‘Arbitration Opt-Out’ within thirty (30) days of the date your organization first creates an account or completes the checkout process, whichever is earlier (“Opt-Out Deadline”). Your notice must include: (i) your full legal name; (ii) the name of the organization on whose behalf you are acting; and (iii) a clear statement that you wish to opt out of the arbitration provision. Opt-out notices that do not satisfy all three requirements or that are received after the Opt-Out Deadline will not be effective. Eyeclone will send you a written acknowledgment of receipt within five (5) business days of receiving a valid opt-out notice. If you do not receive an acknowledgment within that period, you should follow up with Eyeclone at legal@eyeclone.io to confirm receipt, as the absence of an acknowledgment may indicate that the notice was not received. If you are also a subscriber to the Platform under the Subscription Terms of Service, a valid opt-out under these Terms does not constitute an opt-out under the Subscription Terms of Service. To opt out of arbitration under the Subscription Terms of Service, you must separately deliver a timely opt-out notice in accordance with the terms thereof.

If you validly opt out in accordance with this Section 10.3: (i) the agreement to arbitrate in Section 10.2 will not apply to Customer or to Eyeclone with respect to any dispute arising under this Agreement; (ii) all other provisions of this Agreement, including the class action and representative action waiver in Section 10.4, the governing law and venue provisions in Section 10.6, and all limitation of liability provisions remain in full force and effect and are not affected by your opt-out; (iii) any dispute not subject to arbitration shall be resolved exclusively in the state or federal courts located in Palm Beach County, Florida, subject to Section 10.6; and (iv) the arbitration provision does not apply to the extent that applicable law in Customer’s jurisdiction of domicile confers a non-waivable right to litigate in court, as further described in Section 10.6.

Class Action and Representative Action Waiver.

ALL CLAIMS MUST BE BROUGHT BY YOU IN YOUR INDIVIDUAL CAPACITY ONLY. YOU WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN ANY CLASS ACTION, CLASS ARBITRATION, CONSOLIDATED ARBITRATION, REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR MASS ARBITRATION. IF A COURT OR ARBITRATOR DETERMINES THAT THIS CLASS ACTION WAIVER IS UNENFORCEABLE AS TO A PARTICULAR CLAIM, THAT CLAIM MUST BE SEVERED AND LITIGATED IN COURT; ALL REMAINING CLAIMS SHALL STILL BE RESOLVED BY BINDING ARBITRATION. NOTWITHSTANDING THE FOREGOING, TO THE EXTENT REQUIRED BY APPLICABLE LAW IN THE JURISDICTION WHERE YOU ARE DOMICILED (INCLUDING CANADIAN PROVINCES), THE CLASS ACTION WAIVER ABOVE MAY NOT APPLY TO STATUTORY RIGHTS THAT CANNOT BE WAIVED BY CONTRACT.

Jury Trial Waiver.

TO THE EXTENT ANY DISPUTE IS NOT SUBJECT TO ARBITRATION, EACH PARTY HEREBY KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION ARISING OUT OF OR RELATING TO THESE TERMS.

Governing Law; Venue.

These Terms and any dispute arising out of or related to these Terms, the Website, or the Platform shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws principles. To the extent any dispute is not subject to arbitration, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Palm Beach County, Florida. If you are domiciled outside the United States, nothing in this Agreement prevents you from bringing a claim in the courts of your home jurisdiction where you have a statutory right to do so under applicable law that cannot be waived by contract. The U.N. Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) do not apply.

GENERAL PROVISIONS

Assignment.

Eyeclone may freely assign or transfer this Agreement, in whole or in part, including in connection with a merger, acquisition, sale of assets, or operation of law, without Your consent. You may not assign, transfer, delegate, or sublicense this Agreement or any rights or obligations hereunder without Eyeclone’s prior written consent, and any such purported assignment without consent is void. These Terms are binding upon and inures to the benefit of the parties and their respective permitted successors and assigns.

Export Compliance.

Software and technology available through the Website or Platform may be subject to U.S. export control laws and regulations. You agree not to export, re-export, or transfer, directly or indirectly, any such software or technology to any country, person, or entity in violation of applicable U.S. export control laws. You agree to comply with all applicable export control and trade sanctions laws, regulations, and requirements, including those of the United States. You represent that you are not located in, and will not use the Website or Platform from, any jurisdiction subject to comprehensive U.S. economic sanctions, and that it is not a Specially Designated National or otherwise prohibited from accessing U.S.-origin software and services.

Notices.

Legal notices to Eyeclone under this Agreement must be in writing. Notices to Eyeclone must be sent to: Eyeclone LLC, 9011 Dulcetto Ct, Boca Raton, Florida 33496, Attention: Legal Department (for legal notices), or to legal@eyeclone.io (for legal matters) or support@eyeclone.io (for routine operational matters). Notices sent by certified mail or nationally recognized overnight courier are deemed received upon actual receipt. Notices sent by email are deemed received upon transmission with confirmation of delivery.

Electronic Communications.

By using the Website or Platform, you consent to receive electronic communications from Eyeclone. You agree that all notices, disclosures, and other communications that Eyeclone provides to you electronically satisfy any legal requirement that such communications be in writing.

Entire Agreement.

These Terms constitute the entire agreement between the parties with respect to the Website and Platform, and supersedes all prior agreements, proposals, representations, and undertakings, whether written or oral, relating to the subject matter hereof. These Terms may not be modified or amended by you without the prior written consent of Eyeclone. In the event of any conflict between these Terms and Additional Terms, the Additional Terms control with respect to the subject matter specifically addressed therein, unless it expressly states otherwise.

Severability.

If any provision of these Terms are found invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions shall remain in full force and effect.

Waiver.

No failure or delay by either party in exercising any right, power, or remedy under this Agreement shall operate as a waiver thereof. No waiver is effective unless in writing and signed by a duly authorized representative of the waiving party.

Headings.

Section headings in these Terms are included for convenience only and shall not affect the interpretation of any provision

No Third-Party Beneficiaries.

These Terms are for the sole benefit of the parties and their permitted successors and assigns. Nothing in these Terms creates or is intended to create any rights, entitlements, or remedies in any other person or entity. These Terms do not and are not intended to confer any rights or remedies upon any person other than you and Eyeclone, except as expressly provided herein.

Injunctive Relief.

You acknowledge and agree that any breach or threatened breach of these Terms would cause irreparable harm to Eyeclone for which monetary damages would be an inadequate remedy, and Eyeclone is therefore entitled to seek injunctive or other equitable relief in any court of competent jurisdiction without the requirement of posting bond or other security and without prejudice to any other rights or remedies, without first completing the informal dispute resolution process set forth in Section 10.1, and without prejudice to any other rights or remedies.

Contact Us

All Feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: support@eyeclone.io.