SimplyWise Terms of Use

These Terms of Use, together with SimplyWise's Privacy Policy, set forth the terms and conditions ("Terms") that apply to your access and use of all SimplyWise products and services (together, the "SimplyWise Services" or "Services"), that are made available through our website and apps including but not limited to www.SimplyWise.com (the "Site"), the SimplyWise Cost Estimator app, the SimplyWise Receipts, Expenses app, the SimplyWise Receptionist app and the SimplyWise Mileage Tracker app. "SimplyWise" means SimplyWise, Inc., a Delaware corporation. References in these Terms to "SimplyWise Parties" mean SimplyWise, Inc. and its officers, directors, employees, consultants, affiliates, subsidiaries, and agents collectively. The SimplyWise Services are intended for U.S. residents only. Users who access the Services from outside the United States do so at their own risk. SimplyWise makes no representation that the Services are appropriate for use or legally available in jurisdictions outside the United States. Users outside the United States are solely responsible for compliance with all applicable local laws. References herein to "we" or "us" are references to SimplyWise.

By clicking "I Agree," creating an account, or otherwise using or accessing the SimplyWise Services you agree to these Terms, as updated from time to time in accordance with Section 11 below. Your acceptance of these Terms constitutes your electronic signature for purposes of the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and applicable state electronic signature laws. You consent to receive all communications, agreements, notices, and disclosures from SimplyWise electronically. Because SimplyWise provides a wide range of services, we may ask you to review and accept supplemental terms that apply to your interaction with a specific product or service.

These Terms state that any disputes between you and SimplyWise must be resolved in binding arbitration or small claims court and that you waive the right to participate in any class action. Notwithstanding the foregoing, claims arising out of or relating to sexual harassment or sexual assault are excluded from mandatory arbitration in accordance with the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2022. You may opt out of arbitration and the class action waiver by following the procedures in Section 14(I) below.

To use some of the Services, you may need to provide information such as credit card or bank account numbers to third parties. For more information, see our Privacy Policy.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES.

1. Registration and Account Security.

To use the Services you must (i) be at least eighteen (18) years of age — the Services are strictly prohibited for individuals under the age of 13, and by using the Services you represent and warrant that you are 13 years of age or older; (ii) have not previously been suspended or removed from the Services; and (iii) register for and use the Services in compliance with any and all applicable laws and regulations.

A. COPPA Compliance. The Services are not directed to children under the age of 13. SimplyWise does not knowingly collect personal information from children under 13. If you are a parent or guardian and believe that your child under the age of 13 has registered for or used the Services or provided personal information to us, please contact us immediately at support@simplywise.com. We will take steps to delete any such information and terminate any account created by a minor under 13 as promptly as practicable.

B. Account Registration. To access some features of the Services, you may be required to register for an account. When you register for an account, we may ask you to give us certain identifying information about yourself, including but not limited to your phone number, email address and other contact information, and to create a username and password ("Registration Information"). When registering for and maintaining an account, you agree to provide true, accurate, current, and complete information about yourself. You also agree not to impersonate anyone, misrepresent any affiliation with anyone else, use false information, or otherwise conceal your identity from SimplyWise for any purpose.

C. You Are Responsible for Your Account. You are solely responsible for maintaining the confidentiality and security of your password and other Registration Information. For your protection and the protection of other users, we ask you not to share your Registration Information with anyone else. If you do knowingly and voluntarily share your Registration Information with any third party, SimplyWise will treat activities conducted using your account credentials as having been authorized by you, except to the extent that SimplyWise's own negligence or misconduct contributed to any unauthorized access. If you have reason to believe that your account is no longer secure or has been compromised without your authorization, you must immediately notify us at info@SimplyWise.com. SimplyWise recommends that you enable multi-factor authentication ("MFA") where available to enhance the security of your account. SimplyWise shall not be liable for any loss or damage arising from your failure to maintain adequate account security or to enable MFA.

2. Payment to SimplyWise.

A. Fees. Access to certain features of the Services requires payment of applicable subscription fees or one-time charges ("Fees"). All Fees are stated in U.S. dollars and are non-refundable except as expressly set out in Section 2(E) below or as required by applicable law. You agree to pay all Fees associated with the Services you select.

B. Subscriptions and Auto-Renewal.

(i) SimplyWise may offer the Services on a subscription basis (each a "Subscription"). By purchasing a Subscription, you authorize SimplyWise (or its designated payment processor) to automatically charge the applicable Fee to your designated payment method at the beginning of each renewal period (monthly or annual, as selected) until you cancel. If you sign up for a free trial, your Subscription will automatically begin and you will be charged the applicable Fee at the end of the free trial period unless you cancel before the free trial expires. If you are determined to have previously signed up for a free trial of our Services, you are not eligible to sign up for a second free trial and will be charged for a paid subscription.

(ii) NOTICE TO CALIFORNIA RESIDENTS pursuant to California Business and Professions Code §§ 17600 et seq. and to residents of all other states with equivalent automatic renewal laws:

C. Price Changes. SimplyWise reserves the right to change the Fees for the Services at any time. Your continued use of the affected Services after the effective date of any price change constitutes your acceptance of the new price. If you cancel the Services and later re-subscribe, you will be charged the Fees for the Services that are then in effect.

D. Payment Methods and Processing. Payment for the Services is processed by SimplyWise's designated third-party payment processor(s). By providing your payment information, you authorize SimplyWise and its payment processor(s) to charge your designated payment method for all applicable Fees. You represent and warrant that all payment information you provide is accurate, current, and complete. SimplyWise does not store your full payment card details; all payment card processing is handled by PCI-DSS compliant third-party processors. SimplyWise accepts payment methods as displayed in the Services at the time of purchase, which may include credit cards, debit cards, and other payment methods. In the event of a failed payment, SimplyWise may: (i) retry the charge; (ii) restrict or suspend your access to the Services; and/or (iii) terminate your account in accordance with Section 10. SimplyWise will notify you of any failed payment and provide you with an opportunity to update your payment information.

E. Refund Policy. Except as required by applicable law (including applicable consumer protection statutes), all Fees are non-refundable. Notwithstanding the foregoing: (i) if you cancel a Subscription during a free trial period, you will not be charged; (ii) SimplyWise may, in its sole discretion, issue a prorated refund if your account is terminated by SimplyWise without cause; and (iii) if the Services fail to function materially as described due to a defect that SimplyWise is unable to remedy within a reasonable time, you may request a prorated refund by contacting support@simplywise.com. SimplyWise does not offer refunds for partial subscription periods except as set out above. To request a refund or for any payment inquiries, contact us at support@simplywise.com.

F. Taxes. You are responsible for all applicable taxes, levies, or duties in connection with your use of the Services, except for taxes based on SimplyWise's net income. Where required by law, SimplyWise will collect applicable sales or use taxes and remit them to the relevant taxing authority.

G. Disputes and Chargebacks. If you dispute any charge, you agree to notify SimplyWise at support@simplywise.com before initiating a chargeback with your card issuer. SimplyWise reserves the right to suspend or terminate accounts where chargebacks are initiated without first contacting SimplyWise.

3. Invoicing and Payments and Your Use of Stripe Connect.

A. Invoicing and Payments. One of the optional features available in the SimplyWise Services is the ability to invoice and receive payments from your customers for your services. Such payment processing services, which enable you to accept payments for your services through the SimplyWise Services, are offered by Stripe Connect. By using this feature, you will be required to agree to the Stripe Connected Account Agreement to become a "Connected Account" and you will authorize us to communicate your Connected Account Data (as defined below) to Stripe. Stripe, and not SimplyWise, will conduct payment processing action or any other operation conducted on your Stripe account on your behalf ("Activity") to the extent that it is doing so in accordance with the authority you have granted to us under these Terms and to Stripe pursuant to the Stripe Connect Account Agreement. You may revoke or modify this authorization by providing written notice to us and to Stripe, subject to any ongoing obligations arising from prior Activity. "Connected Account Data" means data about you as a Connected Account, Activity on your Stripe Account, and your transactions. You authorize us and Stripe to access and use Connected Account Data solely for the purposes of providing invoices and payment services and as otherwise described in these Terms and our Privacy Policy and Stripe's Privacy Policy.

B. Accuracy of Information.

You are responsible for ensuring the accuracy and completeness of any Connected Account Data that you provide directly to SimplyWise or to Stripe as part of the onboarding process.

C. Stripe Privacy Policy.

Because we use Stripe to facilitate payment processing, Stripe may also collect, use, and process data about you. Please review Stripe's Privacy Policy to understand how Stripe handles your information.

D. Data Sharing with Stripe.

By electing to use the payment processing services provided by Stripe, you consent to our disclosure of information about you to Stripe, financial services providers, payment method providers, and Stripe's service providers, to the extent necessary to facilitate the provision of payment processing and related services to you.

E. Stripe Fees.

Stripe may charge fees for its payment processing and related services. Such fees will be reflected in your Stripe dashboard. Stripe may deduct fees from your Stripe Account balance on a per-transaction basis or aggregated over a period of time, as described in your Stripe dashboard.

F. User Invoices, Payment Disputes; Taxes.

If you opt to use the payment processing services offered by Stripe, you acknowledge and agree that:

(i) SimplyWise is not a party to the payment processing transactions between you and your customers and SimplyWise neither guarantees the payment or collectability of your invoices nor is responsible for refunds, disputes, or chargebacks sought or initiated by your customers and SimplyWise may, but is not required to, refer inquiries it receives from your customers about your invoices to you;

(ii) You are solely responsible for (A) handling and resolving disputes with your customers; (B) responding to chargebacks and disputes through your own Stripe dashboard and providing such evidence and other information by the deadlines as provided in your Stripe Connect agreement, (C) responding to other customer inquiries regarding your invoices and otherwise providing customer services to your customers, and (D) complying with your stated refund policies;

(iii) You are solely responsible for determining, collecting, and remitting all taxes on amounts invoiced by you and may calculate and collect such taxes Stripe's tools on the user's connected account (e.g., Stripe Tax) and that SimplyWise has not and does not provide you with tax advice and does not and will not calculate, collect, or remit taxes with respect to your customer invoices;

(iv) You will not use the payment processing services to transmit fraudulent, deceptive, or unsolicited invoicing to any person; and

(v) You will reimburse SimplyWise for any fines, penalties, or costs that any credit card network or Stripe may assess against SimplyWise arising from your use of such payment process services with respect to your customer transactions.

4. Third Party Services.

A. Advice from Third Parties. Some of the Services involve advice from third parties and third party content. You agree that any such advice and content is provided for information, education, and entertainment purposes only, and does not constitute legal, financial, tax planning, medical, or other advice from SimplyWise. You agree that SimplyWise is not liable for any advice provided by third parties. You agree that you are responsible for your own financial research and financial decisions, and that SimplyWise is not responsible or liable for any decisions or actions you take or authorize third parties to take on your behalf based on information you receive as a user of SimplyWise. For the avoidance of doubt, AI-Generated Content (as defined in Section 5) is not advice from SimplyWise or from any third party, is provided for informational purposes only, and is subject to the additional terms and disclaimers set forth in Section 5 of these Terms.

B. Sharing Information with Third Parties. To use some of the Services, you may need to provide information such as credit card numbers, bank account numbers, and other sensitive financial information, to third parties. By using the Services, you agree that SimplyWise may collect, store, and facilitate the transfer of such information on your behalf and at your direction, acting solely as a conduit. More information is available in our Privacy Policy. SimplyWise processes any payment card data in accordance with PCI-DSS standards through its designated payment processors. You acknowledge that SimplyWise has no control over and makes no representations as to the use or disclosure of any information once it is in the possession of a third party to whom you have authorized disclosure. You agree that third party services integrated with the Services are not under SimplyWise's control, and that SimplyWise is not responsible for any third party's use of your information beyond the scope of the transfer authorized by you. A non-exhaustive list of material third-party service providers used in connection with the Services is available in the SimplyWise Privacy Policy and is updated periodically.

C. SimplyWise Does Not Endorse Third Parties. The Services may contain links to third party websites and services. SimplyWise provides such links as a convenience, and does not control or endorse these websites and services. You acknowledge and agree that SimplyWise has not reviewed the content, advertising, products, services, or other materials that appear on such third party websites or services, and is not responsible for the legality, accuracy, or appropriateness of any such content, and shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of any such third party websites or services.

5. Artificial Intelligence Features.

A. Use of AI Within the Services. Certain features of the SimplyWise Services are powered by artificial intelligence, machine learning, and related technologies (collectively, "AI Features"), which may include, without limitation, automated document categorization and organization, data extraction and summarization, calculations and estimates, financial guidance suggestions, and intelligent search and recommendation functionality. SimplyWise may update, modify, expand, or discontinue any AI Features at any time in accordance with Section 14 of these Terms.

B. AI Outputs Are Informational Only; Not Professional Advice. Any content, recommendations, calculations, summaries, categorizations, or other outputs generated by the AI Features ("AI-Generated Content") are provided for informational and convenience purposes only. AI-Generated Content does not constitute legal, financial, tax, medical, accounting, or other professional advice. You should not rely on AI-Generated Content as a substitute for advice from a qualified professional who is aware of your individual circumstances. SimplyWise expressly disclaims any liability arising from your reliance on AI-Generated Content without independent verification or professional consultation.

C. No Guarantee of Accuracy; Inherent Limitations. You acknowledge and agree that:

(i) AI Features are probabilistic and may produce outputs that are inaccurate, incomplete, outdated, misleading, or otherwise erroneous, including outputs commonly referred to as "hallucinations";

(ii) AI-Generated Content reflects the state of the underlying models and data at the time of generation and may not reflect subsequent changes in law, regulation, market conditions, or your personal circumstances;

(iii) SimplyWise does not represent or warrant that AI-Generated Content is accurate, complete, reliable, or fit for any particular purpose; and

(iv) you are solely responsible for independently verifying the accuracy of any AI-Generated Content before acting or relying upon it.

D. User Responsibility. You are solely responsible for reviewing all AI-Generated Content and for any decisions or actions you make or take in reliance on such content. You agree that SimplyWise shall have no liability for any loss, damage, or harm arising out of or in connection with your reliance on, or failure to verify, AI-Generated Content.

E. Data Processing for AI Features. To operate and improve the AI Features, SimplyWise and its third-party AI service providers may process User Content and other data you submit or that is otherwise generated through your use of the Services. Such processing is subject to SimplyWise's Privacy Policy. By using the AI Features, you consent to such processing. SimplyWise will process your data in a manner consistent with these Terms and the Privacy Policy, including the restrictions set forth in Sections 8(A) and 8(B).

F. Third-Party AI Providers. Certain AI Features may be provided by or incorporate models and infrastructure from third-party AI providers (each, a "Third-Party AI Provider"). Such Third-Party AI Providers are third parties for purposes of Section 4 of these Terms. SimplyWise does not control the models, training data, or outputs of Third-Party AI Providers and makes no representations or warranties regarding their performance, accuracy, or behavior. Your data processed by Third-Party AI Providers may be subject to those providers' own privacy and data processing policies; please review SimplyWise's Privacy Policy for further detail.

G. Intellectual Property in AI-Generated Content. As between you and SimplyWise, any AI-Generated Content produced in response to your or your customers' inputs or queries ("User-Prompted AI Output") is provided to you solely for your internal business use and operations subject to the license set forth in Section 8 of these Terms. You acknowledge that AI-Generated Content may not be eligible for copyright protection in your jurisdiction due to its AI-generated nature. SimplyWise retains all rights in the AI Features, underlying models, and any AI-Generated Content that is not User-Prompted AI Output.

H. Prohibited Uses of AI Features. In addition to the prohibited conduct set forth in Section 7, you agree not to use the AI Features to:

(i) generate content that is unlawful, defamatory, harassing, threatening, fraudulent, or otherwise violates Section 7(C) of these Terms;

(ii) attempt to probe, extract, reverse-engineer, or reconstruct the underlying models, system prompts, training data, or algorithms powering the AI Features;

(iii) deliberately input false, misleading, or manipulative data with the intent to cause erroneous AI-Generated Content or to exploit the AI Features;

(iv) use AI-Generated Content as the basis for automated decision-making that adversely affects the legal rights or material interests of any individual without human review; or

(v) circumvent, disable, or interfere with any safety filters, guardrails, or content moderation systems implemented within the AI Features.

I. Opt-Out from AI-Powered Processing. At this time, SimplyWise does not offer any opt out from AI processing. If technically practicable and only to the extent required by applicable law, SimplyWise will in the future provide you with mechanisms to opt out of certain AI-powered processing of your User Content. Where such an opt-out mechanism is available, it will be described in the Privacy Policy or within the applicable feature settings. Please be aware that opting out of AI-powered processing may limit or disable certain functionality of the Services.

J. Automated Decision-Making. To the extent the AI Features involve automated processing that produces decisions or recommendations that may have a material effect on you, SimplyWise, if required by applicable law, will provide you with the ability to request human review of such decisions or recommendations. To request human review, please contact us at support@simplywise.com.

K. Regulatory Compliance. SimplyWise will operate the AI Features in accordance with applicable laws and regulations governing the use of artificial intelligence, automated decision-making, and related technologies, as may be enacted or amended from time to time, including without limitation applicable state AI laws and, where applicable, federal regulations. SimplyWise reserves the right to modify, restrict, or discontinue any AI Feature to the extent required by applicable law or regulatory guidance without prior notice, subject to commercially reasonable efforts to notify affected users.

6. Messaging Services; Disclosures and Opt-Out Rights.

A. Consent to Receive Messages. By providing a mobile telephone number and/or email address and agreeing to these Terms, you expressly consent to receive and transmit text messages (SMS and/or MMS) and email messages from and to SimplyWise and its authorized agents at the mobile telephone number(s) and/or emails that you provide. Such messages may include, but are not limited to, verification of your mobile telephone number, verification of your email address, support messages, messages sent by and transmitted to the SimplyWise Services.

B. Message Frequency; Recurring Messages. Message frequency will vary based on your account activity and preferences. By enrolling in or activating any subscription-based messaging program offered by SimplyWise, you acknowledge and agree that you may receive automated text messages at the mobile number provided. SimplyWise does not guarantee the delivery of any specific number of messages within any given period.

C. Message and Data Rates. Message and data rates may apply. You are responsible for all charges assessed by your wireless carrier or mobile service provider in connection with the receipt of text messages, including any standard messaging rates, data rates, or other charges applicable under your wireless plan. SimplyWise is not responsible for any such charges.

D. Carrier Limitation of Liability. Carriers are not liable for any delayed or undelivered messages. Delivery of text messages is subject to effective transmission by your mobile carrier, and message delivery is not guaranteed. SimplyWise assumes no liability for messages that are delayed, undelivered, or otherwise not received due to wireless carrier conditions, network outages, or other circumstances beyond SimplyWise's reasonable control.

E. Opt-Out Instructions. You may opt out of receiving text messages and emails from SimplyWise at any time by using one of the following methods:

7. Prohibited Conduct.

You agree not to:

A. Use the Services for any illegal purpose, or in violation of any local, state, national, or international law;

B. Violate or encourage others to violate the rights of third parties, including intellectual property rights;

C. Post, upload, or distribute any content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, hateful, or otherwise inappropriate;

D. Interfere in any way with security-related features of the Services;

E. Interfere with the operation or any user's enjoyment of the Services, including by uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code, making unsolicited offers or advertisements to other users, or attempting to collect personal information about users or third parties without their consent;

F. Access, monitor or copy any content or information of the Site using any robot, spider, scraper, or other automated means or any manual process for any purpose without SimplyWise's express written permission;

G. Perform any fraudulent activity, including impersonating any person or entity, claiming false affiliations, accessing the accounts of other users without permission, or falsifying your identity or any information about you, including age or date of birth;

H. Sell, sub-license, rent, lease, transfer, assign, or otherwise dispose of your account credentials, your right to access the Services, or any Subscription entitlement granted under these Terms, whether for commercial purposes or otherwise;

I. Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying algorithms, or structure of the Services or any component thereof, except to the extent expressly permitted by applicable law notwithstanding this restriction;

J. Use any data, output, or content generated by or extracted from the Services, including without limitation any user-generated content, to train, develop, improve, or benchmark any machine learning model, artificial intelligence system, large language model, or similar technology, without SimplyWise's prior written consent. The restrictions in this Section 7(J) apply equally to any AI-Generated Content produced by the Services;

K. Use the Services for competitive intelligence, benchmarking, or to develop a competing product or service;

L. Circumvent, disable, or otherwise interfere with any license key, activation code, digital rights management mechanism, or other access control or security feature of the Services; or

M. Create multiple accounts using automated tools or any other means, or create a new account for the purpose of evading a suspension or termination of a prior account.

8. Intellectual Property and User Content.

The SimplyWise Services are protected by applicable copyright and other intellectual property laws, and no materials from the Services may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way without our express permission, except that SimplyWise grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your own internal business purposes in accordance with these Terms. All trademarks and service marks on the Services belong to SimplyWise, except third-party trademarks or service marks, which are the property of their respective owners.

A. License Grant from User to SimplyWise. By posting, uploading, or otherwise making available any content, data, receipts, documents, or other materials ("User Content") through the Services, you hereby grant to SimplyWise a non-exclusive, royalty-free, worldwide, perpetual (or, where required by law, for the duration of your account), sublicensable, and transferable license to use, reproduce, process, adapt, modify, publish, transmit, display, store, and distribute such User Content solely for the purposes of (i) providing and operating the Services; (ii) improving and developing the Services; and (iii) complying with applicable law. This license survives termination of your account solely with respect to User Content that SimplyWise continues to store in accordance with its data retention obligations. For the avoidance of doubt, the license granted in this Section 8(A) includes the right to process User Content using AI Features and Third-Party AI Providers as described in Section 5.E, subject to the Privacy Policy.

B. Anonymized and Aggregated Data. SimplyWise may use anonymized, de-identified, and aggregated data derived from User Content and your use of the Services, for internal analytics, product improvement, research, and other legitimate business purposes. Such data will not identify you personally.

You represent and warrant that you own or otherwise have the right to use and share any content you post to the Services, and that such User Content does not infringe the rights of any third party.

C. DMCA Takedown Notice. If you believe that your content has been used in a way that constitutes copyright infringement, you may contact SimplyWise's designated DMCA agent at:

SimplyWise
369 Lexington Avenue, 3rd Floor #3115
New York City, NY 10017
Phone: 917-460-7771
Email: support@simplywise.com

To file a valid DMCA takedown notice, you must provide the following information: an electronic or physical signature of the copyright owner or the person authorized to act on behalf of the copyright owner; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located; your address, telephone number, and email address; a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

D. DMCA Counter-Notification. If you believe that content you posted was removed or disabled by mistake or misidentification, you may submit a counter-notification to SimplyWise's designated DMCA agent at the address above. Your counter-notification must include: (i) your physical or electronic signature; (ii) identification of the content that was removed or disabled and its location before removal; (iii) a statement under penalty of perjury that you have a good faith belief that the content was removed or disabled as a result of mistake or misidentification; and (iv) your name, address, telephone number, and a statement that you consent to the jurisdiction of the federal court in the Southern District of New York and that you will accept service of process from the party who submitted the original DMCA notice. Upon receipt of a valid counter-notification, SimplyWise will process it in accordance with the DMCA.

SimplyWise has adopted and implements a policy that provides for termination in appropriate circumstances of accounts of users who repeatedly infringe copyright or other intellectual property rights of SimplyWise or others.

9. Indemnification.

You agree that you will be personally responsible for your use of the Services, and you agree to defend, indemnify, and hold harmless SimplyWise and the SimplyWise Parties from and against any and all claims, liabilities, damages, losses, and expenses (including attorneys' and accounting fees and costs), arising out of or in any way connected with (i) your access to, use of, or material breach in the use of the Services; (ii) your violation of the Terms or any applicable law or regulation; (iii) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property, or privacy right; or (iv) any disputes or issues between you and any third party. Notwithstanding the foregoing, your indemnification obligation shall not apply to the extent that any such claim, liability, damage, loss, or expense arises out of or results from SimplyWise's own negligence, willful misconduct, or breach of these Terms. SimplyWise reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. SimplyWise will: (a) promptly notify you in writing of any claim for which it intends to seek indemnification from you; (b) not take any action that materially prejudices your ability to defend such claim before demanding indemnification; and (c) provide you with reasonable information and assistance in connection with the defense of such claim, at your expense.

10. Termination.

If you violate these Terms, your permission to use the Services will automatically terminate. SimplyWise will use reasonable efforts to notify you of the basis for any such automatic termination. In addition, SimplyWise in its sole discretion may suspend your account if SimplyWise has a good faith reason to believe you are in breach of these Terms, provided that SimplyWise will use reasonable efforts to notify you of the suspension contemporaneously or as soon as practicable thereafter. SimplyWise may terminate your account and/or access to the Services: (i) immediately and without notice for material breach of these Terms or applicable law; or (ii) on not less than thirty (30) days' prior written notice for any other reason (including where SimplyWise elects to discontinue offering the Services to a particular user or class of users). You may terminate your account at any time by contacting Customer Service at info@SimplyWise.com. Upon your request for account termination, SimplyWise will process the termination within a commercially reasonable time.

Prior to termination of your account (whether by you or by SimplyWise with notice), you may request an export of your User Content by contacting support@simplywise.com. SimplyWise will use commercially reasonable efforts to make your User Content available for download in a standard format within thirty (30) days of your request, subject to applicable law and SimplyWise's technical capabilities at the time of the request.

After your account is terminated, information and content previously provided by you will no longer be accessible through your account, but SimplyWise may continue to store such information and content as provided in the Privacy Policy. Following the applicable retention period, SimplyWise will delete or anonymize your personal information in accordance with its Privacy Policy. California residents and users in states with applicable data deletion rights may request deletion of their personal information as set out in Section 18 below.

If your account is suspended (as opposed to terminated), you may submit a written request to SimplyWise at info@SimplyWise.com to appeal the suspension. SimplyWise will review the appeal and respond within a reasonable time. During the pendency of an appeal, SimplyWise will preserve your User Content.

Sections 1C, 8-10, 12-14, 16 and any other term or provision of these Terms that by their sense and context are intended to survive the termination or expiration of your account shall survive such termination or expiration.

11. Modification of the Terms.

SimplyWise reserves the right at any time to modify these Terms and to impose new or additional terms or conditions on your use of the Services. For non-material changes, modifications will take effect upon posting the updated Terms to the Services or upon notice to you. For material changes, SimplyWise will: (i) provide you with not less than thirty (30) days' advance notice by email to the address associated with your account and by a prominent notice within the Services; and (ii) indicate the effective date of the changes at the top of the revised Terms. A "material change" includes, but is not limited to, any change to the dispute resolution provisions, the pricing structure, the limitation of liability, the scope of the license grants, or any change that materially reduces your rights or increases your obligations under these Terms.

Your continued use of the Services after the effective date of any modification constitutes your acceptance of the modified Terms. If you do not agree to any material change, you may terminate your account before the effective date of the change in accordance with Section 10 without penalty. SimplyWise will maintain an accessible archive of prior versions of these Terms on its website, clearly marked with their respective effective dates.

12. Disclaimers of Warranties.

THE FOLLOWING DISCLAIMERS ARE MADE ON BEHALF OF SIMPLYWISE AND THE SIMPLYWISE PARTIES.

A. "As Is" Disclaimer. THE SERVICES ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, SIMPLYWISE AND THE SIMPLYWISE PARTIES SPECIFICALLY DISCLAIM: (i) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; (ii) ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE; AND (iii) ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM LOSS, CORRUPTION, ATTACK, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION. YOU ASSUME ALL RISK FOR ANY AND ALL DAMAGES THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICES.

Although SimplyWise seeks to maintain safe, secure, accurate, and well-functioning services, you acknowledge that: (i) the Internet has inherent risks and SimplyWise cannot guarantee uninterrupted or error-free access; (ii) SimplyWise cannot guarantee absolute security of your account, User Content, or Registration Information; (iii) SimplyWise is not responsible for typographical errors or omissions relating to pricing, text, or photography; and (iv) you are responsible for implementing appropriate anti-virus and backup measures for your own systems.

B. No Guarantee of Accuracy. SimplyWise does not guarantee the accuracy of, and disclaims all liability for, any errors or other inaccuracies in the information, content, recommendations, and materials made available through the Services.

C. Reliance on Information on Site. We have no obligation to, and you should not expect us to, review content on our Site, including User Content or contributions by our independent contributors. SimplyWise seeks out content providers in particular subject matters as independent contractor contributors to the Site. SimplyWise does not represent or guarantee that any contributor has achieved any particular level of expertise or knowledge or has any specific qualifications or credentials. To the extent we refer to any contributor as an expert, you must understand we rely on the information they provide us and we are not obligated to independently verify or attempt to confirm any information they provide, nor their qualifications or credentials. Contributors are not always employees of SimplyWise or its affiliates and SimplyWise cannot and does not represent or warrant the accuracy, completeness, or truthfulness of the qualifications or credentials of any contributor, nor of any other users of the Site. Content is provided for general information purposes only and can never take into account your unique, personal circumstances and needs.

D. Services Provided for Informational Purposes. The information provided through the Services is provided solely for informational, educational, or entertainment purposes. SimplyWise and the Services are not endorsed by or affiliated with FINRA, the SEC, the CFPB, or any other financial regulatory authority. SimplyWise is not a registered investment adviser, broker-dealer, financial planner, financial institution, or insurance provider. SimplyWise makes no representations, warranties, or guarantees, express or implied, regarding the results or savings that may be obtained through the use of the Services. Before making any financial decisions or implementing any financial strategy, including recommendations of third parties identified through the Services, SimplyWise recommends that you obtain additional information and advice of accountants or other financial advisors who are fully aware of your individual circumstances.

E. No Warranties Regarding Third Parties. SimplyWise makes no representations, warranties, or guarantees, express or implied, regarding any third party service or advice provided by a third party, or any quotes or offers provided through the Services. SimplyWise does not endorse any particular advisor or other third party. SimplyWise acts solely as an intermediary between you and third party service providers and expressly disclaims any and all liability for any content, products, or services provided by such service providers. Moreover, users of the SimplyWise service should note that sensitive information may travel through third-party infrastructures which are not under SimplyWise's control (such as third-party servers and the Internet). SimplyWise makes no warranty with respect to the security of such third-party infrastructures.

F. Disclaimer Regarding AI Features. WITHOUT LIMITING THE FOREGOING, SIMPLYWISE AND THE SIMPLYWISE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE AI FEATURES AND ANY AI-GENERATED CONTENT, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF ACCURACY, COMPLETENESS, RELIABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. AI-GENERATED CONTENT IS PRODUCED BY PROBABILISTIC MODELS AND MAY CONTAIN ERRORS, OMISSIONS, OR INACCURACIES. SIMPLYWISE DOES NOT WARRANT THAT THE AI FEATURES WILL FUNCTION WITHOUT INTERRUPTION OR ERROR, OR THAT AI-GENERATED CONTENT WILL MEET YOUR REQUIREMENTS. YOU ASSUME ALL RISK ASSOCIATED WITH YOUR USE OF OR RELIANCE UPON AI-GENERATED CONTENT.

13. Limitation of Liability.

THE FOLLOWING LIMITATIONS APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

A. Exclusion of Consequential Damages. IN NO EVENT WILL SIMPLYWISE OR THE SIMPLYWISE PARTIES BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, WHETHER OR NOT SIMPLYWISE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, INCLUDING WITHOUT LIMITATION ANY LOSS OF USE, DATA, REVENUE, OR PROFITS ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICES, CONTENT, OR APPLICATION.

B. Aggregate Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SIMPLYWISE'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF: (i) THE TOTAL FEES PAID BY YOU TO SIMPLYWISE IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (ii) ONE HUNDRED U.S. DOLLARS (USD $100.00).

C. Exceptions. Notwithstanding Sections 13(A) and 13(B), nothing in these Terms limits or excludes SimplyWise's liability for: (i) death or personal injury caused by SimplyWise's gross negligence or willful misconduct; (ii) fraud or fraudulent misrepresentation by SimplyWise; or (iii) any other liability that cannot be excluded or limited under applicable law.

D. Jurisdictional Variations. Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for certain types of damages. Accordingly, some of the above limitations may not apply to you in full. In such jurisdictions, SimplyWise's liability will be limited to the fullest extent permitted by applicable law.

E. Basis of Bargain. THE PARTIES ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 13 REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND SIMPLYWISE. SIMPLYWISE WOULD NOT HAVE ENTERED INTO THESE TERMS WITHOUT SUCH LIMITATIONS.

14. Dispute Resolution by Binding Arbitration; Class Action Waiver.

In the interest of resolving disputes between you and SimplyWise in the most expedient and cost-effective manner, you and SimplyWise agree to resolve disputes through binding arbitration except that, SimplyWise, in its sole discretion, may elect by written notice to you that a particular dispute initiated by you or by SimplyWise be heard in a court specified in Section 16F and either party may bring a claim in small claims court ("Agreement to Arbitrate"). Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Any arbitration under these Terms will take place on an individual basis; class arbitrations and class actions are not permitted. You acknowledge and agree that the arbitrator may award relief (including monetary, injunctive, and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that individual party's claim(s). Any relief awarded cannot affect other users.

IMPORTANT NOTICE: BY AGREEING TO THESE TERMS, YOU AND SIMPLYWISE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, EXCEPT AS SET OUT BELOW.

A. Claims to Be Resolved Through Binding Arbitration. Except as provided in Section 14(B) or Section 14(C), you and SimplyWise agree to arbitrate all disputes and claims between us. This agreement to arbitrate is intended to be broadly interpreted. It includes, but is not limited to: claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; claims that arose before this or any prior Terms; claims that are currently the subject of purported class action litigation in which you are not a member of a certified class; and claims that may arise after the termination of these Terms. Notwithstanding the foregoing, claims arising out of or relating to sexual harassment or sexual assault are excluded from these Terms to Arbitrate in accordance with the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2022, 9 U.S.C. § 401 et seq.

B. Company's Election. Notwithstanding Section 14(A), SimplyWise may, at its sole discretion, elect to have any claim or dispute, whether initiated by SimplyWise or by you, heard in a state or federal court of appropriate jurisdiction located in New York County, New York, instead of in arbitration, by (i) in the case of an arbitration initiated by you, providing you with written notice of that election at any time before an arbitrator is appointed or (ii) in the case of claim asserted by SimplyWise against you, initiating the legal proceeding in one of the designated courts. You consent to the personal jurisdiction of such courts for that purpose. If Company makes this election, resolution of the claim or dispute will proceed in court rather than in arbitration. This Section 14(B) does not require SimplyWise to make such an election with respect to any other claim or dispute, whether or not similar. SimplyWise's election under this Section 14(B) does not affect your obligation to arbitrate any claim or dispute for which SimplyWise has not made such an election.

C. Exceptions. Notwithstanding Section 14(A), you and SimplyWise agree that this Agreement to Arbitrate does not waive, preclude, or otherwise limit either party's right to (i) bring an individual action in small claims court; (ii) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available; (iii) seek provisional injunctive relief in aid of arbitration in any competent court of law; (iv) file suit and/or seek injunctive relief in a court of law to address intellectual property infringement claims; or (v) bring a claim arising out of or relating to sexual harassment or sexual assault in a court of competent jurisdiction in accordance with the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2022.

D. Arbitration. Any arbitration between you and SimplyWise will be before a single arbitrator and governed by the Commercial Arbitration Rules and Mediation Procedures ("AAA Rules") of the American Arbitration Association ("AAA"), as modified by these Terms and incorporating the Mass Arbitration Supplemental Rules, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting SimplyWise. If your claim is for $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a non-appearance based telephonic hearing, or by an in-person hearing as established by the AAA Rules. Any in-person arbitration hearings will take place at a location to be agreed upon in New York, NY. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.

E. Notice and Process. A party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute ("Notice"). The Notice to SimplyWise should be addressed to: SimplyWise, Inc., 369 Lexington Avenue, 3rd Floor #3115, New York City, NY 10017 ("Notice Address"). The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If you and SimplyWise do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or SimplyWise may commence an arbitration proceeding.

F. Fees. Each party to the arbitration is responsible for paying its own fees in the amounts specified and as required in the AAA Rules.

G. No Class Actions. Unless both you and SimplyWise agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.

H. Class Action Waiver. YOU AND SIMPLYWISE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. EXCEPT AS SET FORTH IN SECTIONS 14(A) AND 14(C), YOU AND SIMPLYWISE ARE EACH WAIVING THE RIGHT TO PARTICIPATE IN A CLASS ACTION.

I. Opt-Out of Arbitration.

YOU HAVE THE RIGHT TO OPT OUT OF THIS AGREEMENT TO ARBITRATE (including the Class Action Waiver). TO EXERCISE THIS RIGHT, YOU MUST MAIL A WRITTEN OPT-OUT NOTICE ("Opt-Out Notice") TO THE NOTICE ADDRESS SPECIFIED IN SECTION 14(D) OR BY EMAIL TO support@simplywise.com WITHIN 30 DAYS OF FIRST ACCEPTING THESE TERMS, WHETHER YOU ARE A NEW SIMPLYWISE USER OR AN EXISTING SIMPLYWISE USER.

The Opt-Out Notice must be postmarked (if mailed) or date and time stamped (if by email) no later than thirty (30) days after the date you accept these Terms for the first time.

The Opt-Out Notice must contain your name, address (including street address, city, state and zip code), and the username(s) and email address(es) associated with the SimplyWise account(s) to which the opt-out applies. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt out of the Agreement to Arbitrate. If you opt out of the Agreement to Arbitrate, all other parts of the Terms will continue to apply to you. Opting out of this Agreement to Arbitrate has no effect on any previous, other, or future arbitration agreements that you may have with SimplyWise.

J. Modifications. If SimplyWise makes any future change to this Agreement to Arbitrate (other than a change to the Notice Address), you may reject any such change by sending us an Opt-Out Notice as provided above within 30 days of your acceptance of the change. If you timely reject a future change to this Agreement to Arbitrate, the version of this arbitration agreement in effect immediately before the proposed change will continue to apply to any disputes between you and SimplyWise. Your rejection of a future change to this Agreement to Arbitrate will not result in the termination of your account; however, SimplyWise reserves the right to provide you with not less than thirty (30) days' notice that it intends to require your acceptance of the revised arbitration terms or terminate your account at the end of that notice period.

K. Severability and Enforceability. If an arbitrator or court decides that any part of this Section 14 is invalid or unenforceable, the other parts of this Section 14 shall still apply. If the entirety of this Section 14 is found to be unenforceable, then the parties agree that the exclusive jurisdiction and venue described in Section 16(F) shall govern any action arising out of or related to these Terms, and that the remainder of the Terms will continue to apply.

L. Governing Law. This Agreement to Arbitrate section is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1–16, and, to the extent not preempted, the laws of the State of New York.

15. Modification of the Services.

SimplyWise reserves the right to modify or discontinue, temporarily or permanently, some or all of the Services at any time without any notice or further obligation to you. SimplyWise will use reasonable efforts to provide advance notice of any permanent discontinuation of the Services that materially affects users' ability to access or export their User Content. You agree that SimplyWise will not be liable to you or to any third party for any modification, suspension, or discontinuance of any of the Services, provided that SimplyWise will make User Content available for export in accordance with Section 10 prior to any permanent discontinuation where technically practicable.

16. General.

A. Entire Agreement. These Terms, together with the Privacy Policy, constitute the entire and exclusive understanding and agreement between you and SimplyWise regarding your use of and access to the Services. SimplyWise may amend these Terms unilaterally in accordance with Section 11 above. No other amendment to these Terms shall be effective unless made in writing and signed by an authorized representative of SimplyWise.

B. No Waiver. The failure to require performance of any provision shall not affect our right to require performance at any time thereafter, nor shall a waiver of any breach or default of the Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself.

C. Paragraph Headers. Use of paragraph headers in the Terms is for convenience only and shall not have any impact on the interpretation of particular provisions.

D. Severability. In the event that any part of the Terms is held to be invalid or unenforceable, the unenforceable part shall be given effect to the greatest extent possible and the remaining parts will remain in full force and effect.

E. Partner Terms. In some instances, SimplyWise's third party partners require that SimplyWise users agree to be bound by some additional terms of use that are specific to particular products or services ("Partner Terms"). Partner Terms will be made available to you at the point of access to the relevant product or service. By accessing or using any product or service governed by Partner Terms, you agree to be bound by those Partner Terms in addition to these Terms. In the event of any conflict between the Partner Terms and SimplyWise's Terms of Use, SimplyWise's Terms of Use govern and control.

F. Governing Law and Venue. These Terms, and any action related thereto, will be governed and interpreted by and under the laws of the State of New York, without giving effect to any conflicts of law principles that would require the application of the law of any other jurisdiction. Subject to the dispute resolution provisions in Section 14, the exclusive jurisdiction and venue for any non-arbitrated claim or proceeding arising out of or relating to these Terms or the Services shall be the state and federal courts located in New York County, New York, and each party hereby consents to personal jurisdiction in, and the exclusive venue of, such courts.

G. Assignment. SimplyWise may assign or transfer these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, reorganization, or sale of all or substantially all of SimplyWise's assets, provided that SimplyWise will use reasonable efforts to notify you of any such assignment that results in a change of the entity with which you are contracting. You may not assign or transfer these Terms or any of your rights or obligations hereunder without SimplyWise's prior written consent. Any purported assignment in violation of this Section 16(G) is void. These Terms will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

H. Force Majeure. Neither party shall be liable to the other for any delay or failure to perform any obligation under these Terms (other than a payment obligation) where such delay or failure is caused by circumstances beyond the reasonable control of that party, including without limitation acts of God, natural disasters, pandemic or epidemic, war, terrorism, civil unrest, labor disputes, governmental actions, cyberattacks, power outages, or failures of third-party internet infrastructure (each a "Force Majeure Event"). The affected party will notify the other as soon as reasonably practicable following the occurrence of a Force Majeure Event and will use commercially reasonable efforts to mitigate the effects thereof. This provision does not excuse any obligation to make payment already due.

I. Notices. Except as otherwise expressly provided in these Terms (including the arbitration notice procedures in Section 14(D)): (i) all notices from SimplyWise to you will be made by email to the address associated with your account or by posting to the Services; and (ii) all notices from you to SimplyWise must be sent to info@SimplyWise.com or to SimplyWise, Inc., 369 Lexington Avenue, 3rd Floor #3115, New York City, NY 10017. Notices sent by email will be deemed received when sent (unless SimplyWise receives an automated undeliverable notification). Notices sent by post will be deemed received five (5) business days after mailing.

J. Export Controls and Sanctions Compliance. You represent and warrant that you are not located in, under the control of, or a national or resident of any country that is subject to a U.S. government embargo, and that you are not listed on any U.S. government list of prohibited or restricted parties, including the Office of Foreign Assets Control (OFAC) Specially Designated Nationals List, the U.S. Commerce Department's Entity List, or the U.S. State Department's Debarred Parties List. You agree to comply with all applicable export control laws and sanctions regulations in connection with your use of the Services.

K. Electronic Acceptance. By accessing or using the Services, you acknowledge and agree that your acceptance of these Terms constitutes your electronic signature for purposes of the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and applicable state electronic transaction laws. You consent to conduct transactions and receive all communications, agreements, notices, and disclosures electronically.

L. No Third-Party Beneficiaries. These Terms do not and are not intended to confer any rights or remedies upon any third party, other than as expressly provided in Sections 9 and 13 with respect to the SimplyWise Parties and Section 17 with respect to Apple and its subsidiaries.

17. Apple App Store / Google Play Additional Terms.

A. Apple App Store Terms. If you purchased or downloaded any SimplyWise App or Services through the Apple App Store, each of SimplyWise and you agree and acknowledge as follows:

(i) These Terms are between SimplyWise and you only, and not with Apple, and SimplyWise, not Apple, is solely responsible for the SimplyWise Services and the content thereof;

(ii) The license to you granted under these Terms allowing you to access and use any SimplyWise Service is limited to use on Apple-branded products that you own or control and as permitted by the usage rules set forth in the Apple Media Services Terms and Conditions, except that the SimplyWise Services may be accessed and used by other accounts associated with you via volume purchasing;

(iii) SimplyWise, and not Apple, is solely responsible for providing maintenance and support services with respect to the SimplyWise Services. For the avoidance of doubt, Apple has no obligation whatsoever to furnish any maintenance and support services to you with respect to the SimplyWise Services;

(iv) SimplyWise is solely responsible for any product warranties, whether express or implied by law, with respect to the SimplyWise Services that have not been disclaimed. In the event of any failure of the SimplyWise Services to conform to any applicable warranty, you may notify Apple, and Apple will refund the subscription fee paid by you for the then current term. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the SimplyWise Services, and you and SimplyWise agree that any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of SimplyWise;

(v) SimplyWise, not Apple, is responsible for addressing any claims asserted by you or any third party relating to the SimplyWise Services or your possession and/or use of the SimplyWise Services, including, but not limited to: (i) product liability claims; (ii) any claim that the SimplyWise Services fail to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation;

(vi) In the event of any third party claim that the SimplyWise Services or your possession and use of the SimplyWise Services infringes that third party's intellectual property rights, SimplyWise, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim;

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

(viii) As an express third party beneficiary of these Terms, Apple has the right to enforce these Terms against you.

B. Google Play Terms. If you purchased or downloaded any SimplyWise App through Google Play, the SimplyWise Services are also subject to Google Play's terms.

18. Accessibility.

SimplyWise is committed to ensuring that the Services are accessible to users with disabilities in compliance with applicable law, including the Americans with Disabilities Act (ADA) and applicable state accessibility requirements. If you experience any accessibility barriers while using the Services or require assistance accessing any feature of the Services, please contact us at support@simplywise.com. SimplyWise will use commercially reasonable efforts to accommodate accessibility requests and to improve the accessibility of the Services on an ongoing basis.

If you have any questions about these Terms, please contact us at:

SimplyWise, Inc.
369 Lexington Avenue, 3rd Floor #3115
New York City, NY 10017
Email: support@simplywise.com