1. Agreement to terms

These Terms & Conditions (the "Terms") form a binding agreement between you and VALT Wearables Inc. and its affiliates ("VALT," "we," "us," or "our") and govern your access to and use of our websites, mobile applications, devices, software, APIs, and related services (collectively, the "Services").

By accessing or using the Services, creating an account, or clicking to accept, you agree to be bound by these Terms and by our Privacy Notice. If you do not agree, you must not access or use the Services. If you use the Services on behalf of an organization, you represent that you have authority to bind that organization.

2. Not medical advice; no doctor-patient relationship

The Services are intended for general wellness, informational, and educational purposes only. Unless a specific feature is expressly certified or cleared as a medical device in your jurisdiction, the Services are NOT a medical device and are NOT intended to diagnose, treat, cure, mitigate, or prevent any disease or health condition.

Nothing in the Services constitutes medical, clinical, nutritional, psychological, or other professional advice, and no doctor-patient or other professional relationship is created by your use of the Services. Always seek the advice of a qualified healthcare professional with any questions about your health, and never disregard or delay seeking professional advice because of something you read or saw in the Services. If you may have a medical emergency, call your local emergency number immediately.

3. Aspirational, forward-looking & illustrative statements

Many statements made by VALT, including in marketing materials, taglines, websites, social media, roadmaps, demos, screenshots, mockups, and product descriptions, are aspirational, forward-looking, and illustrative. They describe goals, intentions, and a vision for what the Services may become, not binding promises about current functionality.

Features, metrics, scores, integrations, partnerships, timelines, and capabilities that are described or depicted may not exist yet, may be in development or testing, may be changed or withdrawn, and may never be released. Numbers, charts, sample insights, and example conversations may be illustrative and may not reflect real data or real performance. You should not rely on any aspirational or forward-looking statement in deciding whether to use or pay for the Services.

4. No guarantees of results, accuracy, or availability

VALT does not guarantee any particular outcome, health benefit, improvement, or result from using the Services. Individual results vary, and the Services may not be effective for you.

We do not guarantee that scores, metrics, predictions, trends, baselines, or AI-generated outputs are accurate, complete, reliable, current, validated, or fit for any particular purpose. Data drawn from devices and third-party integrations may be delayed, incomplete, or incorrect. We do not guarantee uninterrupted, secure, timely, or error-free operation, that defects will be corrected, or that the Services or their content are free of harmful components.

5. Scores, insights & experimental features

Scores, indices, ages, readiness or rebound measures, and similar outputs are proprietary, experimental, and continuously evolving. They are derived from models and assumptions that may change over time, which means the same inputs may produce different outputs across versions. They are provided for informational purposes only, are not clinically validated unless expressly stated, and should not be used as a basis for medical or other consequential decisions.

6. Artificial intelligence features

Certain features (including "WALT" and other assistants) use artificial intelligence and language models. AI outputs are generated automatically, are probabilistic, and may be inaccurate, incomplete, outdated, biased, or misleading. AI features do not provide professional advice and may not understand your full context. You are responsible for evaluating outputs before relying on them, and you must not use AI features for emergency, diagnostic, or other high-stakes purposes.

7. Eligibility & age requirements

You must be at least sixteen (16) years old, or the age of majority in your jurisdiction if higher, and have the legal capacity to enter into these Terms, to use the Services. By using the Services, you represent and warrant that you meet these requirements and that all information you provide is accurate and complete.

8. Accounts & security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to provide accurate registration information, keep it current, and promptly notify us of any unauthorized use or security breach. We may suspend or terminate accounts that we believe have been compromised or used in violation of these Terms.

9. Acceptable use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree not to: violate any law or third-party right; interfere with, disrupt, overload, or attempt to gain unauthorized access to the Services or related systems; reverse engineer, decompile, or attempt to extract source code except where permitted by law; scrape, harvest, or use automated means to access the Services without authorization; introduce malware or harmful code; misrepresent your identity; or use the Services to provide medical care or make clinical decisions about others.

We may investigate and take action, including suspension or termination, for any suspected violation, and we may remove or disable content or features at our discretion.

10. Devices & third-party integrations

When you connect a device or third-party application, you authorize VALT to collect, process, and display data from that source, and your use of that third party is subject to its own terms and privacy policies. We do not control and are not responsible for third-party devices, platforms, services, or data, and we do not guarantee compatibility with, or continued availability of, any integration. Integrations may change, degrade, or be discontinued at any time without notice.

11. Subscriptions, billing & changes

Some features require a paid subscription or one-time purchase. Prices, plans, features, and availability may change at any time without notice. Unless otherwise stated, subscriptions renew automatically at the then-current price until cancelled, and you authorize us (or the applicable app store) to charge your payment method on each renewal.

Purchases made through a third-party app store are also subject to that store's terms, including its billing, cancellation, and refund policies. Except where required by law, payments are non-refundable and partial periods are not pro-rated. You are responsible for applicable taxes.

12. Beta, preview & promotional features

We may offer features labeled beta, preview, early access, experimental, or similar. These are provided "as is" for evaluation, may be unstable or change significantly, may be withdrawn at any time, and may carry a higher risk of errors or data loss. Any service levels, guarantees, or commitments do not apply to such features.

13. User content & feedback

You retain ownership of the content you submit to the Services ("User Content"). You grant VALT a worldwide, non-exclusive, royalty-free license to host, store, process, reproduce, and display your User Content solely as needed to operate, secure, and improve the Services and as described in our Privacy Notice. You represent that you have the rights necessary to grant this license.

If you send us suggestions, ideas, or feedback, you grant us an unrestricted, perpetual, irrevocable, royalty-free right to use it for any purpose without obligation or compensation to you.

14. Intellectual property

The Services and all related software, designs, models, algorithms, text, graphics, logos, trademarks, and other materials are owned by or licensed to VALT and are protected by intellectual-property laws. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to use the Services for your personal, non-commercial use. All rights not expressly granted are reserved. You may not use our names, logos, or trademarks without prior written permission.

15. Assumption of risk

You understand that physical activity, dietary changes, and health-related decisions carry inherent risks, and that the Services are not a substitute for professional judgment. You assume full responsibility for decisions you make based on the Services, and you agree to use the Services at your own risk and to consult appropriate professionals before acting on any information.

16. Disclaimer of warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT. VALT DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, BE AVAILABLE OR UNINTERRUPTED, OR BE ACCURATE, RELIABLE, OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

17. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VALT AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND PARTNERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, DATA, GOODWILL, OR HEALTH OUTCOMES, ARISING FROM OR RELATED TO YOUR USE OF (OR INABILITY TO USE) THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID US FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE CLAIM, OR ONE HUNDRED U.S. DOLLARS ($100).

18. Indemnification

You agree to defend, indemnify, and hold harmless VALT and its affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to your use of the Services, your User Content, your violation of these Terms, or your violation of any law or third-party right.

19. Suspension & termination

We may suspend, restrict, or terminate your access to all or part of the Services at any time, with or without notice, including for suspected violations of these Terms or to protect the Services or other users. You may stop using the Services and delete your account at any time. Provisions that by their nature should survive termination (including ownership, disclaimers, limitations of liability, and dispute terms) will survive.

20. Governing law & dispute resolution

These Terms are governed by the laws of the jurisdiction in which VALT is established, without regard to conflict-of-law rules. To the extent permitted by law, you agree that disputes will be resolved on an individual basis (not as a class action) and, where applicable, through binding arbitration or in the courts located in that jurisdiction. Nothing in these Terms limits rights that cannot be waived under the mandatory law of your place of residence.

21. Changes to the Services & to these Terms

We may modify, suspend, or discontinue any part of the Services at any time, and we may update these Terms from time to time. When changes are material, we will update the "Last updated" date and provide notice where appropriate. Your continued use of the Services after changes take effect constitutes acceptance of the revised Terms.

22. General

These Terms, together with the Privacy Notice and any additional terms applicable to specific features, constitute the entire agreement between you and VALT regarding the Services. If any provision is found unenforceable, the remaining provisions remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. We are not liable for delays or failures caused by events beyond our reasonable control.

23. Health data & security

Health and wellness data is sensitive. While we apply administrative, technical, and physical safeguards, no method of transmission or storage is completely secure and we cannot guarantee absolute security. You are responsible for keeping your devices, credentials, and any shared links secure, and for the data you choose to import, export, or share with others. Do not store or share information through the Services that you are not comfortable holding electronically.

24. The Vault, records & retention

Features that store documents, lab results, biomarkers, or other records (including "The Vault") are provided for your convenience. They are not a system of record, an electronic health record, or a substitute for records maintained by your healthcare providers. We do not guarantee that imported records are complete, accurate, or retained indefinitely, and biomarker trends are informational only. You are responsible for keeping your own copies of important records.

25. Communities & social features

Communities, teams, leaderboards, chat, and similar features let you share data and communicate with others. Content shared by other users is theirs and does not reflect VALT's views; we do not endorse, verify, or take responsibility for it, and you should not rely on other users for medical, nutritional, or training advice. We may moderate, remove, or restrict content or accounts at our discretion, but we have no obligation to monitor and are not responsible for interactions between users.

26. Forward-looking & "coming soon" features

References to upcoming features, protocols, programs, or research initiatives (including items described as "coming soon" or by internal names or codenames), as well as pricing, partnerships, and timelines, are aspirational and subject to change. Such items may never be released, may differ materially from any description, and create no commitment or obligation. Do not purchase or rely on the Services in expectation of any unreleased feature.

27. Pricing, promotions & trials

Prices, plans, discounts, trials, and promotional offers are subject to eligibility requirements and may be changed, limited, or withdrawn at any time. Promotional pricing applies only for the stated period and then renews at the standard price unless cancelled. We are not responsible for typographical or pricing errors and may correct them, including after an order is placed, to the extent permitted by law.

28. International use & export

The Services are operated from, and intended for use in, jurisdictions where they are lawfully available. We make no representation that the Services are appropriate or available in every location. If you access the Services from elsewhere, you do so on your own initiative and are responsible for compliance with local laws, including data-protection and export-control laws.

29. Accessibility

We strive to make the Services accessible and welcome feedback at the address below. Accessibility support is ongoing and provided on a reasonable-efforts basis; we do not warrant that every feature meets every accessibility standard at all times.

30. Contact

Questions about these Terms can be directed to VALT Wearables Inc. at legal@valt.health.