Mobile Application Terms of Use

Last Updated: September 18th, 2025

These Mobile Application Terms of Use (the “Terms”) govern your use of the Qalo mobile application, any Qalo products, wearable devices, or other devices that collect, process or provide information (“Products” and such information connected with any Products defined herein as “Output”), and any affiliated mobile applications and/or websites (collectively, the “Application”). These Terms also apply to any services provided to you in connection with the Application, including as such services are made available through or connected to any Products, and other services that are related or connected to the Application (the “Services”). These Terms form a legal agreement between QALO Holdings LLC (“QALO”, “we,” “our,” or “us”) and you as a user of the Application, and/or our Products and Services (“user,” “you,” or “your”). 

PLEASE READ THESE TERMS CAREFULLY BEFORE YOU BEGIN USING THE APPLICATION OR OUR PRODUCTS OR SERVICES. BY ACCESSING, BROWSING, REGISTERING FOR, OR USING THE APPLICATION OR THE PRODUCTS OR SERVICES OR ANY COMBINATION OF THE FOREGOING, YOU ACKNOWLEDGE THAT YOU ARE RECEIVING A BENEFIT FROM QALO, AND THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS (WITHOUT MODIFICATION), INCLUDING DISCLAIMERS OF WARRANTIES, DAMAGE, AND REMEDY EXCLUSIONS AND LIMITATIONS, AND A CHOICE OF NEW YORK LAW.

THESE TERMS INCLUDE A MANDATORY ARBITRATION AGREEMENT, WHICH MEANS THAT YOU AGREE TO SUBMIT ANY DISPUTE RELATED TO THE SITE TO BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEEDING IN COURT. THE ARBITRATION PROVISION ALSO INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ANY DISPUTE INDIVIDUALLY AND NOT AS PART OF A CLASS ACTION, AND A JURY WAIVER.

IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THE FOLLOWING TERMS, you must not use the Application or any of our Products or Services. You represent and warrant that you are at least seventeen (17) years old or older and possess the legal right and ability to agree to these Terms and, if required, that you have the consent of a parent or guardian.

The Application, and all the content contained therein, is copyrighted work belonging to QALO. We grant you the right to use the Application subject to the Terms set forth below. 

Privacy Policy: Your privacy is important to us. Our Privacy Policy is hereby incorporated into these Terms. Please review QALO’s Mobile Application privacy policy (the “Privacy Policy”). 

  1. Accessing and Use of the Application

Grant of Rights

Subject to these Terms, QALO hereby grants to you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Application and Content (as defined below) solely for your personal, non-commercial use. Permission is granted to download Content for your use only and only for the purposes for which we provided you access to the Application. 

Use of the Application

To use the Application, you must have a compatible mobile device. QALO does not warrant that the Application will be compatible with your mobile device. You may use mobile data in connection with the Application and may incur additional charges from your wireless provider for using the Application. You agree that you are solely responsible for any applicable charges. QALO may update any app and may automatically electronically update the version of the Application that you have installed on a mobile device. You consent to all automatic upgrades and understand that these Terms apply to all updated versions of the Application. Any third-party open source software included in the Application is subject to the applicable open source license and may be available directly from the creator under an open source license. These Terms do not apply to your use of software obtained from a third-party source under an open source license.

The Application and our Products and Services provided through or connected to the Application are available to those with Internet access both within and outside of the United States of America; provided, that certain functionality may not be available to you depending on where you are located. The Application is provided from the United States of America, and all servers that make it available reside in the United States. The laws of other countries may differ regarding access and use of the Application and any Products and Services. We do not make any representations regarding the legality of the Application, Products, or Services in any other country, and it is your sole responsibility to ensure that your use complies with all applicable laws. 

Restrictions on Use

You may use the Application only for lawful purposes and in accordance with these Terms. You shall not (and shall not authorize or encourage any other person to): 

  • Distribute, copy, reproduce, display, republish, download, prepare derivative works of, or transmit any Content on our Application for commercial or non-personal use or otherwise “mirror” any Content or information contained on our Application without written permission from QALO;

  • Delete, modify, hack, or attempt to change or alter any of the Content or Output on the Application or related Services;

  • Remove, delete, alter, or obscure any Trademarks (defined below) or any copyright or other intellectual property or proprietary rights notices from the Application or any Content; 

  • Reverse engineer, disassemble, decompile, or decode the Application, any Content therein, or any Output, in whole or in part;

  • Replicate, reproduce, copy, or distribute Content from the Application, or any Trademarks, in violation of these Terms;

  • Use any manual process to monitor or copy any of the material or Content on the Application, or for any other purpose not expressly authorized in these Terms, without our prior written consent.

  • Use any robot, spider, other automatic device, or manual process to “screen scrape,” “monitor,” “mine,” or copy any portion of the Site or the Content thereon;

  • Use the Application or any Content or Output in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);

  • Use the Application or any Content or Output for the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;

  • Post or transmit through the Application any material or content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, profane, hateful, or otherwise objectionable;

  • Transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation;

  • Provide false information, impersonate or attempt to impersonate QALO or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing or using Output in order to impersonate an individual), or misrepresent your affiliation with any entity;

  • Use the Application in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Application, including their ability to engage in real time activities through the Application;

  • Use any device, software, or routine that interferes with the proper working of the Application;

  • Disseminate, store, transmit, or introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful, including such code that may damage the operation of another’s computer or the property of another; 

  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Application or Products and Services, the server on which the Application or Output is maintained, or any server, computer, or database connected to the Application, Products, Services or Output; 

  • Attack the Application, Products, or Services via a denial-of-service attack or a distributed denial-of-service attack;

  • Otherwise attempt to interfere with the proper working of the Application, Products, or Services;

  • Commercialize access to or use of the Application, Content or Output; or

  • Engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Application, Products, or Services or which, as determined by us, may harm QALO, our affiliates, or users of the Application, or our Products or Services, or expose them to liability.

  1. Site Content; Reservation of Rights

Trademarks

Except as otherwise provided by a third party, all trademarks, service marks, trade names, logos, URLs and domain names (collectively the “Trademarks”), registered or not, displayed on the Application or on our Products or Services, are property of QALO, its affiliates, and/or our licensors. You acknowledge that the Trademarks used and displayed on the Application, Products, and Services are and shall remain the sole property of QALO and/or our licensors. In addition, all page headers, custom graphics, button icons, and scrips are trademarks and/or trade dress of QALO and/or our licensors, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of QALO and/or our licensors. 

You are not permitted to use, copy, download, display, transmit or modify any of these Trademarks in any way without the prior written consent of the rightful owner of the Trademark, whether the rightful owner be QALO or a third party. You may not include any Trademark or any variation of the foregoing, as a metatag, hidden textual element, or any other indicator that may create an impression of affiliation, sponsorship, endorsement or any other relationship between you and the Application or QALO. 

Application Content

The Application contains copyrighted material, Trademarks, trade dress, and other proprietary content, including, but not limited to, text, documents, photos, images, video, graphics, artwork, games, software applications and code, audio, user interface design, any downloadable media, whether provided for free or at cost, including but not limited to downloadable content QALO hosts, or communicates, or transmits, and further including the entire selection, coordination, arrangement, and “look and feel” of the Application (collectively, the “Content”). As between you and QALO, all Content is the sole and exclusive property of QALO or its affiliates, if any, or is being used by us with the express permission of a licensor. Neither these Terms nor your use of the Application transfers any right, title, or interest in the Application or the Content to you. QALO and our third-party licensors retain all of our and their respective right, title, and interest to the Application and Content. Any rights not expressly granted are reserved. 

From time to time, QALO may post certain articles to the Application, which may or may not have been written by QALO. Similarly, from time to time, certain users may be granted access to, and may access, certain QALO blogs, websites or applications, or communal discussion boards (i.e. message boards, chat-rooms, etc.,) (“Supplemental Content”). This Supplemental Content shall be considered Content for the purpose of these Terms.

Nothing herein shall be construed to restrict the QALO’s rights to pursue all remedies available to it hereunder, at law or in equity, against any user or other person for any unauthorized use, or unauthorized facilitation of use by another, of the Content or Output, including, without limitation, a decree of specific performance and/or injunctive relief, and the exercise of any such right by QALO shall not prohibit QALO from seeking to enforce damages pursuant to any other section of these Terms or otherwise available under the applicable law.  

  1. NO MEDICAL ADVICE; CONTENT DISCLAIMER

The Application, Products, Services, Output and Content shared on or connected to our Application are provided for educational and informational purposes only. The Products and Services are not a medical device and the Output is not diagnostic. You should not rely on the Application, Products, Services, Output or Content or other information therein in deciding on a treatment plan, drug usage, medical procedure, or other medical advice. You should consult your doctor before beginning any diet or exercise or fitness program, taking any additional or discontinuing any existing medications, or acting on any Content or Output on the Application, or on the Products or Services, especially if you have a medical condition. You expressly acknowledge and agree that QALO is not responsible for the results of any decisions made based on your use of the Application.

The Products, Services, Output, and Content are not intended to be a substitute for professional medical advice, diagnosis, or treatment. Never disregard professional medical advice or delay in seeking it because of something you have read on our Application, including any Output. IN AN EMERGENCY, CALL 911 OR YOUR LOCAL EMERGENCY ASSISTANCE NUMBER.

  1. Registration; User Content

Registration for the Application requires certain user identification information or login credentials, which may include an e-mail address, password, and/or other information such as your name (“User Credentials”). You may also have the ability to connect the Application to a specific Product such as a wearable device. You are solely responsible for maintaining the strict confidentiality of any User Credentials created or provided to you in order to access and use the Application, protecting the use of any Services, and you will be solely responsible for any unauthorized access, data security breach, damages or losses that may result through your account or the Services. You should immediately notify QALO in writing of any need to deactivate your account due to potential or actual security concerns. QALO will not be liable or responsible for any harm related to the use or misuse of your User Credentials or access to any device, your disclosure of such items to another person, or your authorization to allow another person or entity to access and use the Application or Services using your User Credentials.  

You understand that to the extent you post, upload, input, submit, or otherwise provide (collectively, “Post”) certain of your information, data, or other materials in connection with the Application, Output or your use of our Services (“User Content”), whether publicly posted or privately transmitted, you agree to provide true, accurate, and complete information. Your decision to Post any User Content or Output in connection with our Application and/or Services is voluntary. By Posting User Content to the Application, you grant to QALO and our affiliates the worldwide, irrevocable, perpetual, nonexclusive, royalty free, right and license to use, process, access, display, reproduce, adapt, edit, publish, distribute, copy, host, store, and otherwise exploit such User Content as reasonably necessary to perform our obligations under these Terms or as otherwise expressly set forth herein.

IF YOU CHOOSE TO POST, YOU MUST EVALUATE AND BEAR ALL RISK RELATED TO POSTING USER CONTENT TO THE APPLICATION. To the extent you provide any User Content, including but not limited to personal information, to QALO, you warrant that: (a) you are providing or obtaining only your own information or the information of others which you are authorized to provide to third parties; and (b) the use of such information by QALO and its representatives will not infringe upon or misappropriate the intellectual property rights or otherwise violate the rights of any third parties.

  1. Product and Service Offerings

If you wish to purchase a Product displayed or prompted within the Application, you may be directed to our website to complete the purchase (the “Site”). Availability of Products may vary and some featured items may be available only in limited quantities or only while supplies last. Display of a Product on the Application is not a guarantee that the item is currently in stock or that it will be available on the Site when you visit again. Once an item is out of stock, we will attempt to remove the item promptly from display within the Application and on the Site. If you have any questions concerning the availability of a particular item, please contact us at support@qalo.com.  

Please be aware that some Products and Services described on the Application may not be available in your jurisdiction and generally may not be available outside of the United States. The laws of each country, state, and/or territory may differ and not all QALO Products or Services are available in all locations. References to QALO Products or Services unavailable in your jurisdiction do not imply that these Products or Services will be made available to you, and nothing on the Application shall be considered a solicitation to buy or sell a Product or a Service to any person in any jurisdiction where such offer or solicitation, purchase or sale would be unlawful under the laws of that jurisdiction. 

  1. Third-Party Links and Content

From time to time, the Application may provide information from or contain links to other websites, operated by third parties, with which our connection consists only of a hyperlink (“Linked Sites”). Such Linked Sites are for your convenience only and do not imply any affiliation with, or an endorsement, authorization, sponsorship or promotion of the non-QALO website or its owner, and QALO does not review, approve, monitor, endorse, warrant, or make any representations with respect to any Linked Sites or the accuracy of the content contained therein. QALO does not have any responsibility to author, edit, or monitor these Linked Sites and generally does not. 

When you leave the Application, you do so at your own risk. You acknowledge and agree that any such Linked Sites and any content contained therein, including but not limited to any opinions, advice, statements, services, offers, or other information expressed or offers made available by a third party or any link contained in a third party website (the “Third Party Content”), are the content of the third party and not under the control of QALO. Linked Sites and any Third Party Content thereon are subject to their own terms and policies, including privacy and data gathering practices. You acknowledge that QALO assumes no responsibility for and shall not be liable for any damage or loss caused or alleged to be caused by, or in connection with, your reliance on any Third Party Content provided through a Linked Site. You bear all risk associated with the use of the Linked Sites, Third Party Content, and your correspondence or business dealings with advertisers other than us found on or through the Application.

  1. Feedback

We may provide you with a mechanism to propose or provide any ideas, suggestions, enhancements, requests, recommendations, or other feedback regarding our Products, Services, the Application, Output, and/or the Content (collectively, “Feedback”). If you do submit such Feedback to us, then you hereby assign all rights, title, and interests, including all intellectual property rights, in and to such Feedback to QALO. You agree that QALO may, in our sole discretion, use such Feedback in any way, including in future modifications of the Application, our Products, or in other QALO Services. QALO shall not be subject to any obligations of confidentiality regarding such Feedback.  You acknowledge that you are responsible for whatever material you submit, and you, not us, have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright. QALO advises its users that QALO does not want to receive and prohibits users from providing any feedback containing information that may reasonably be found to be defamatory, threatening, obscene, harassing or otherwise unlawful or offensive, or that incorporate the proprietary material of another without authority.

  1. Sharing and Social Media Features

This Application may provide certain social media features that enable you to link from your own or certain third-party websites to certain content on the Application, and/or send emails or other communications with certain content, or links to certain content, from the Application.

You may use these features solely as they are provided by us and solely with respect to the Content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

  • Cause the Application to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.

  • Link to any part of the Application other than the homepage.

  • Otherwise take any action with respect to the Content on this Application that is inconsistent with any other provisions of these Terms.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice. We may disable all or any social media features and any links at any time without notice in our discretion.

  1. Promotions, Discounts and Sweepstakes.

Promotions, incentive or referral programs and discounts (collectively, “Promotions”) that may be made available from time to time on the Application are offers that are limited in time and scope and are void where prohibited or restricted by applicable law, rule or regulation. Without limiting the foregoing and in addition thereto, we reserve the right, in our sole discretion, to cancel, terminate, modify or suspend any Promotions, in each case, in whole or in part, at any time without notice and for any or no reason, whether or not you have benefited from such Promotion that is being terminated, modified or suspended. No Promotion shall have any cash value apart from its intended use in connection with the Application, our Products, or our Services. Without limiting anything set forth in these Terms and in addition thereto, by redeeming a Promotion, you express your understanding of and agreement to these Terms and any additional terms and conditions applicable to any such Promotion.

In addition to these Terms, other terms and conditions may apply to certain Products or Services and/or features made available on or connected to the Application from time to time. By way of example but not limitation, such other terms and conditions may describe official rules for incentives, gifts, contests or sweepstakes on the Application. Such terms and conditions are in addition to these Terms and will be subject to these Terms unless unavoidably in conflict with these Terms, in which case such other terms and conditions will control unless otherwise stated therein.

  1. WARRANTY DISCLAIMER

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, QALO IS PROVIDING THE PRODUCTS, SERVICES, THE APPLICATION, THE OUTPUT AND THE CONTENT, INCLUDING ANY SUPPLEMENTAL CONTENT (as defined herein), ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS FOR USE AT YOUR OWN RISK, AND QALO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE OPERATION OF THE APPLICATION, PRODUCTS, SERVICES, OUTPUT OR CONTENT. QALO EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, ACCURACY, AVAILABILITY AND QUIET ENJOYMENT, AS WELL AS ALL WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE APPLICATION OR SERVICES SHALL CREATE ANY WARRANTY, REPRESENTATION, OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS. 

YOU AGREE THAT YOUR USE OF THE APPLICATION, PRODUCTS, AND SERVICES SHALL BE AT YOUR SOLE RISK. QALO DOES NOT REPRESENT OR WARRANT THE ACCURACY, AVAILABILITY OR COMPLETENESS OF THE CONTENT, OUTPUT OR THE INFORMATION PROVIDED ON OR VIA THE APPLICATION OR THAT IT IS ACCURATE, COMPLETE, OR CURRENT. THE CONTENT IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY. 

QALO DOES NOT REPRESENT OR WARRANT THE SUITABILITY, USEFULNESS OR EXPECTED RESULTS OF THE CONTENT, OUTPUT, SERVICES, PRODUCTS, OR FUNCTIONS PROVIDED VIA OR CONNECTED TO THE APPLICATION. WE SPECIFICALLY DISCLAIM ANY AND ALL LIABILITY OR LOSS ARISING OUT OF ANY ACTION TAKEN IN RELIANCE ON THE APPLICATION, THE PRODUCTS, THE SERVICES, AND/OR ANY OUTPUT OR CONTENT PROVIDED ON THE APPLICATION. YOU UNDERSTAND AND AGREE THAT ANY CONTENT, OUTPUT AND/OR DATA ACCESSED, DOWNLOADED, OR OTHERWISE OBTAINED THROUGH THE USE OF THE APPLICATION IS USED AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR SELF, COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, MATERIAL AND/OR DATA. 

BY REGISTERING FOR, ACCESSING, BROWSING, OR USING THE APPLICATION, PRODUCTS, THE SERVICES OR ANY COMBINATION OF THE FOREGOING, YOU ACKNOWLEDGE YOUR FULL AND UNCONDITIONAL UNDERSTANDING AND AGREEMENT THAT THE ADMINISTRATION OF THE SERVICES INVOLVES WORKING WITH A UNIQUE USER AND THAT, THEREFORE, NO SPECIFIC RESULTS ARE GUARANTEED TO BE ATTAINABLE AND THAT PRIOR RESULTS OF OTHER OF QALO’S USERS ARE NOT INDICATIVE OF WHAT YOUR RESULTS MAY OR MAY NOT BE. FURTHER, BY REGISTERING FOR, ACCESSING, BROWSING, OR USING THE APPLICATION, PRODUCTS, SERVICES OR ANY COMBINATION OF THE FOREGOING, YOU VOLUNTARILY, HEREBY (I) CONFIRM THAT NO WARRANTY, GUARANTEE OR OTHER ASSURANCE HAS BEEN MADE TO YOU IN CONNECTION WITH THE PRODUCTS, SERVICES, OR THE APPLICATION, AND (II) AGREE TO RELEASE AND HOLD HARMLESS QALO, OUR OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CONSEQUENCES OF THE PRODUCTS AND SERVICES PROVIDED. 

QALO DOES NOT WARRANT THAT THE APPLICATION WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY DEFECTS IN THE APPLICATION WILL BE CORRECTED. IN ADDITION, THE APPLICATION MAY BE TEMPORARILY UNAVAILABLE FROM TIME TO TIME FOR MAINTENANCE OR OTHER REASONS. QALO DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE OPERATION OF THE APPLICATION OR ANY OTHER LINKED SITES. QALO DOES NOT WARRANT THAT THE APPLICATION OR ANY CONTENT ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES IN WHICH EVENT ANY REQUIRED WARRANTY APPLIES TO THE MINIMUM EXTENT LEGALLY REQUIRED.

  1. Indemnity

You agree to, at your own expense, indemnify, defend and hold harmless QALO, our affiliates, and our and our affiliates’ employees, representatives, agents, subsidiaries, licensors, suppliers, partners, officers and directors, from and against any and all claims, costs, damages, liabilities, fees and expenses (including reasonable attorneys’ fees) (collectively, “Losses”) incurred by QALO or otherwise arising from any third-party claim, action, suit or proceeding to the extent related to (i) your use of the Application, Content, or our Products or Services, (ii) any User Content you post, (iii) your violation of applicable laws, rules or regulations in connection with your use of the Application, Services, Content, or any of our Products, (iv) your violation of these Terms or any rights of any third party.

  1. LIMITATION OF LIABILITY

IN NO EVENT SHALL QALO, OUR AFFILIATES, AND/OR OUR LICENSORS BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE APPLICATION,  THE CONTENT, OR OUR PRODUCTS OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACTS, STATUTES, REGULATIONS, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT QALO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL QALO, OUR AFFILIATES, AND/OR OUR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON THE CONTENT OR OUTPUT PROVIDED ON THE APPLICATION.

THE TOTAL CUMULATIVE LIABILITY OF QALO, OUR AFFILIATES, AND/OR OUR LICENSORS TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE APPLICATION (OR ANY PORTION THEREOF), THE PRODUCTS OR SERVICES, OR THE OUTPUT OR CONTENT THEREON, OR OTHERWISE ARISING UNDER THESE TERMS, SHALL NOT EXCEED THE LESSER OF (I) FIFTY DOLLARS, OR (II) THE MINIMUM AMOUNT ALLOWED BY THE CONTROLLING JURISDICTION’S LAW. 

BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

THE NEGATION AND LIMITATION OF DAMAGES SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND QALO. THE APPLICATION WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.

Any claim or cause of action arising out of or related to your use of the Application, this Agreement, or your use of the Content or Output made available through or on the Application must be filed within one (1) year after such claim or cause of action arose or it shall forever be barred, notwithstanding any statute of limitations or other law to the contrary.

  1. Modification of the Application, Products, and/or Services

We reserve the right, at any time, to modify the Application, the Products and Services, the type of Output and/or the Content or to modify, suspend, or discontinue the same or any part thereof with or without notice to you (including, without limitation, discontinuing any offerings of the Products or continued support or maintenance for any Products). Modifications of the Application, the Products and Services, the Output and/or the Content may include updating, upgrading, replacing, or modifying the foregoing and/or providing a new release(s) to patch or fix the Application, Products, or Services; any such update, upgrade, replacement, modification, patch, or fix to the Application, Products, or Services shall be considered part of the Application, Product, or Service, as applicable, and subject to these Terms. 

You agree that QALO will not be liable to you or to any third party for any modification, suspension or discontinuance of the Application, the Products or Services, the Output and/or the Content. 

  1. Amendment or Modification of these Terms

The Terms are subject to occasional revision. Please review them periodically for current information. If QALO makes any substantial changes, QALO will, and you authorize QALO to, notify you by sending you an email to the last email address you provided to QALO and/or by prominently posting notice of the changes on the Application. Any material changes to these Terms will be effective upon the earlier of ten (10) calendar days following QALO’s dispatch of an email notice to you or ten (10) calendar days following QALO’s posting of notice of the changes on the Application. These changes will be effective immediately. Continued use of the Application following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes. 

  1. Termination

QALO may, at any time, terminate your use of the Application, in its sole discretion.

  1. General Provisions

Monitoring Use

QALO reserves the right to monitor any and all use of the Application, in its sole discretion. However, unless required by law, QALO has no obligation toward any user to conduct such monitoring or take any action based on any monitoring QALO may conduct. 

Severability; Waiver

If any provision in these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. You agree that if QALO does not enforce or exercise any legal right or remedy that is contained in the Terms (or which QALO has the benefit of under any applicable law), failure to do so shall not constitute waiver of QALO’s right to do so, and that those rights or remedies will remain available to QALO. 

Governing Law; Dispute Resolution

These Terms and any action related thereto will be governed, controlled, interpreted, and defined by and under the laws of the State of New York, without giving effect to any conflicts of laws principles that require the application of the law of a different state. By using the Application, you hereby expressly consent to the personal jurisdiction and venue in the state and federal courts for New York for any lawsuit filed there against you by QALO arising from or related to these Terms. 

Except for the right of a party to apply to a court for a temporary restraining order, preliminary injunction or other equitable relief, any controversy or claim arising out of or relating to this Agreement that cannot be resolved through negotiation will be resolved exclusively by confidential, binding arbitration. The parties agree that any dispute resolution proceeding will be conducted on an individual basis and not as a class or representation action, and no claims of any other parties may be joined or otherwise combined in the arbitration proceeding. Neither you nor Qalo shall be a member of a class, consolidated or representative action or proceeding. Unless otherwise expressly required by applicable law, each party shall bear its own attorneys’ fees without regard to which party is deemed the prevailing party in the arbitration proceeding. The award of the arbitrator shall be binding and may be entered as a judgment in any court of competent jurisdiction. The cost and fees associated with the arbitration shall be borne equally by the parties. Neither party nor the arbitrator may disclose the existence or results of any arbitration hereunder. The authority of the arbitrator to award damages in any event is and shall be limited by this Agreement.

BECAUSE USE OF THE PRODUCTS, APPLICATION, AND OTHER SERVICES  REQUIRES THE ARBITRATION OF ANY CLAIMS OR DISPUTES EXISTING BETWEEN THE PARTIES, NEITHER YOU NOR QALO WILL HAVE THE RIGHT TO PURSUE THAT CLAIM IN COURT OR BEFORE A JUDGE OR JURY OR TO PARTICIPATE IN A CLASS ACTION OR ANY OTHER COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATORS’ DECISION WILL BE FINAL AND BINDING. OTHER RIGHTS THAT EITHER PARTY WOULD HAVE IF SUCH PARTY WENT TO COURT, INCLUDING WITHOUT LIMITATION THE RIGHT TO CONDUCT DISCOVERY OR TO APPEAL, MAY BE LIMITED OR UNAVAILABLE IN ARBITRATION.

Contact Us 

If you have any questions about the foregoing, please contact us at any of the following:

  • Mailing Address: 450 Lexington Ave, #4530 New York, NY 10163-4530

  • Email address: legal@winbg.com

Relationship of the Parties

Nothing in these Terms should be construed as creating a partnership, joint venture or agency between you and QALO. 

Entire Agreement

These Terms, which include the Privacy Policy, and any of the ADDITIONAL TERMS AND CONDITIONS included below, to the extent applicable to your use of the Application, represent the entire agreement between QALO and you relating to the subject matter herein. Notwithstanding the foregoing, these Terms do not supersede or amend (and will not take precedence over) any signed written agreement between you and QALO with respect to the subject matter of that signed written agreement, unless otherwise set forth in that signed written agreement.

  1. ADDITIONAL TERMS AND CONDITIONS

Additional Terms for Downloads through Google Play

The following additional terms apply to you if you download the Application through Google Play: 

  1. These Terms are applicable between you and QALO, but not Google LLC (“Google”). QALO, not Google, offers the Application to you, and Google has no responsibility to you for any use of, or information related to, the Application and these Terms, and Google will not have any liability under these Terms. 

  2. Google shall not be responsible to you for support or maintenance of the Application or for addressing any defects or performance issues with the Application. You acknowledge and agree that Google shall not be responsible to you for any complaints you have regarding the Application, as used on your Android device.

Additional Terms for Downloads through the Apple Store

The following additional terms apply to you if you download the Application through the Apple Store:

  1. This Agreement is applicable between you and QALO, but not Apple Inc. (“Apple”). QALO, not Apple, offers the Application and Content to you, and Apple has no responsibility to you for any use of, or information related to, the Application, and these Terms.

  2. The license granted to you to use the Application under these Terms is non-transferable, and you may only use the Application on an Apple device that you own or control and as permitted by the Apple Store Terms of Service. You must comply with applicable third-party terms of agreement when using the Application (e.g., you must not be in violation of your wireless data service agreement when using the Application).

  3. You acknowledge and agree that Apple has no obligation to provide maintenance and support services with respect to the Application, as used on your iPhone, iPad, or iPod touch devices. In the event of any failure of the Application to conform with any applicable warranty, you may notify Apple regarding a refund of your purchase price of the Application through the Apple Store. Apple has no other warranty obligation with respect to the Application to the extent permitted by applicable law.

  4. Should you have any claim, whether your own claim or whether a third-party claim has been filed against you, relating to your possession and/or use of the Application, including but not limited to, (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; or (iii) any claim arising under consumer protection, privacy, or similar legislation, Apple shall have no responsibility to you. 

  5. You acknowledge Apple shall have no responsibility or liability to you arising out of any third-party claim that the Application or your possession and/or use of the Application infringes that third party’s intellectual property rights.

  6. You represent and warrant that (i) you are not located in a region that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” region, and (ii) you are not listed on any U.S. government list of prohibited or restricted parties.

  7. You and QALO hereby acknowledge and agree that Apple and its subsidiaries are third-party beneficiaries of these Terms. Upon your acceptance of these Terms, Apple, as a third-party beneficiary, will receive (and otherwise shall be deemed to have received) the right to enforce these terms against you.