TERMS & CONDITIONS

Aalyria Terms of Service

Revised: 2/27/2023

These Terms of Service ("Terms") govern your use of the Aalyria Technologies, Inc. (“Aalyria”) website ("Site"). These Terms apply to all users of the Site and by accessing or using the Site, you agree to these Terms.

1. Eligibility
You must be at least 18 years old to use the Site or the Services.

2. Acceptable Use of the Site and Services
You are responsible for your use of the Site. When you use the Site, you shall not:‍

• violate any law or regulation;
• violate or infringe other people's intellectual property, privacy, publicity, or other legal rights;
• use our Site to transmit, distribute, post, or submit any information concerning any other person or entity, including without limitation, photographs or personal contact information of others, without their permission;
• transmit anything that is illegal, abusive, harassing, harmful to reputation, pornographic, indecent, profane, obscene, hateful, racist, or otherwise objectionable;
• send unsolicited or unauthorized advertising or commercial communications, such as spam;
• transmit any malicious code or computer viruses;
• stalk, harass, or harm another individual;
• impersonate or misrepresent your affiliation with someone else;
• use any means to "scrape," "crawl," or "spider" any web pages contained in the Site (although Aalyria does allow operators of public search engines to use spiders to index
  materials from the Site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials, and Aalyria reserves the right to revoke these exceptions either generally or in specific cases);
• use automated methods to use the Site in a manner that sends more requests to the Aalyria servers in a given period of time than a human can reasonably produce in the same period by using a conventional web browser;
• interfere with or damage the Site, including, without limitation, through the use of viruses, cancel bots, Trojan horses, malicious code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information, or similar methods or technology;
• use, display, mirror, or frame the Site or any individual element within the Site or Services, Aalyria’s name, any Aalyria trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page, without Aalyria’s express written consent;
• access, tamper with, or use non-public areas of the Site, Aalyria’s computer systems, or the technical delivery systems of Aalyria’s providers;
• attempt to probe, scan, or test the vulnerability of any Aalyria system or network or breach any security or authentication measures;
• avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Aalyria or any of Aalyria’s providers or any other third party (including another user) to protect the Site;
• attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Site; or
• advocate, encourage, or assist any third party in doing any of the foregoing. Aalyria will investigate and prosecute violations of any of the above to the fullest extent of the law. Aalyria may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Aalyria has no obligation to monitor your access to or use of the Site, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body.
  ‍

3. Ownership
We own or license the content on the Site, including software, text, visual, and audio content (collectively, the "Content") and Aalyria's trademarks, logos, and brand elements (collectively, the
"Marks"). The Content and Marks are protected under U.S. and international laws. We reserve all rights not expressly granted to you.‍

4. Privacy
Aalyria respects your privacy. Please read our Privacy Policy [link] to learn how we collect, use, and disclose information about you.

‍5. Links
The Site may contain links to other websites, or allow others to send you such links. A link to a third party's website does not mean that we endorse it or that we are affiliated with it. We are not responsible or liable for any damage or loss related to the use of any third-party website. You should always read the terms and conditions and privacy policy of a third-party website before using it.‍

6. Changes to the Site or Services
Aalyria enhances and updates the Site often. We may change or discontinue the Site, with or without notice to you.‍

7. Termination
We reserve the right not to provide the Site to any user. We also reserve the right to terminate any user's right to access the Site at any time, in our discretion. If you violate any of these Terms, your permission to use the Site automatically terminates.

8. Disclaimer and Limitations on Our Liability
YOU USE THE SITE AT YOUR OWN RISK. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AALYRIA AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS (REFERRED TO COLLECTIVELY AS "AFFILIATES") DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE (INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, AND NON-INFRINGEMENT).

IN PARTICULAR, AALYRIA AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY OR COMPLETENESS OF CONTENT AVAILABLE ON OR THROUGH THE SITE (INCLUDING, WITHOUT LIMITATION, ANY RECOMMENDATIONS OR OTHER CONTENT AVAILABLE ON OR THROUGH THE SITE), OR THE CONTENT OF ANY WEBSITES OR RESOURCES LINKED TO THE SITE. AALYRIA AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY: (a) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (b) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SITE OR SERVICES; (c) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL INFORMATION; (d) ANY
INTERRUPTION OF TRANSMISSION TO OR FROM THE SITE; (e) ANY COMPUTER VIRUSES OR MALICIOUS CODE THAT MAY BE TRANSMITTED ON OR THROUGH THE SITE; OR (f) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY FUNCTIONALITY OR CONTENT POSTED, E-MAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE SITE.

AALYRIA AND ITS AFFILIATES DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY PRODUCT OR SERVICE RECOMMENDED, ADVERTISED, OR OFFERED ON OR THROUGH ANY LINKED WEBSITE.

YOU UNDERSTAND AND AGREE THAT ANY MATERIAL OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE ARISING FROM DOING SO. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AALYRIA OR THROUGH THE SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE IN THESE TERMS.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER AALYRIA NOR ITS AFFILIATES WILL BE LIABLE UNDER ANY THEORY OF LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THE SITE OR THESE TERMS.
‍
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent Aalyria may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of Aalyria's liability will be the minimum permitted under such law.‍

9. Indemnification
You agree to indemnify, defend, and hold Aalyria and its Affiliates harmless from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees of any kind (including reasonable attorneys' fees and legal costs), arising from or relating to: (a) the use of the Site by you; (c) the violation of these Terms by you; or (d) the violation of any rights of any third party, including intellectual property, privacy, publicity, or other proprietary rights by you. Aalyria reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. If we do assume the defense of such a matter, you will reasonably cooperate with Aalyria in such defense.‍

10. Arbitration
By accessing or using the Site, you agree: (i) that any and all disputes you may have with, or claims you may have against Aalyria or its Affiliates relating to, arising out of or connected in any way with (a) the Site, (b) these Terms, or (c) the determination of the scope or applicability of this agreement to arbitrate (a “Claim”), will be resolved exclusively by final and binding arbitration in accordance with the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. The arbitrator's decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it will not be disclosed beyond the arbitration proceedings, except as may be required by applicable law.

If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Aalyria will pay as much of the administrative costs and arbitrator’s fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.

This arbitration agreement does not preclude you from seeking action by federal, state, or local government agencies. You and Aalyria also have the right to bring qualifying claims in small claims court. In addition, you and Aalyria retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.

Neither you nor Aalyria may act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your and/or Aalyria’s individual Claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial.

THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR AALYRIA WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.

If any provision of this Section is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this Section will continue in full force and effect. This Section of these Terms will survive the termination of your relationship with Aalyria.‍

11. Other Provisions
Under no circumstances will Aalyria be held liable for any delay or failure in performance due in whole or in part to any acts of nature or other causes beyond its reasonable control.

These Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to any conflict of laws rules or provisions.

You agree that any action of whatever nature arising from or relating to these Terms or the Site will be filed only in the state or federal courts located in Los Angeles County, California. You consent and submit to the personal jurisdiction of such courts for the purposes of any such action.

If any provision of these Terms is found to be unlawful, void, or unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity or enforceability of any remaining provisions.
‍
The failure of Aalyria to enforce any right or provision of these Terms will not prevent Aalyria from enforcing such right or provision in the future.

We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, a sale of assets, or by operation of law.‍

12. Changes to these Terms
We may change these Terms from time to time. If we change these Terms, we will inform you by posting the revised Terms on the Site. Those changes will go into effect on the “Revised” date shown in the revised Terms. By continuing to access or use the Site, you agree to the revised Terms.