App Terms

Last updated: October 1, 2026

APP TERMS

By downloading or using our app described below, or by clicking any “accept,” “agree” or similar selector accompanying these App Terms, whichever occurs first, you agree to be bound by these App Terms, and you provide your consent for us to receive your consumer health data and any sensitive personal information that you provide. MOMDAY is not a healthcare provider. All MOMDAY apps, programs, and resources are intended for general, informational purposes only, not for medical or healthcare advice or treatment. THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION, A JURY TRIAL WAIVER, AND A CLASS ACTION WAIVER.

You may use the following links to go directly to the different sections of these Terms, all of which are fully set forth below:

Introduction

Age Requirements; Parties; Supplemental App Terms

Definitions

Requirements for Minors

Rights Granted by Us; Your Restrictions; Your Obligations

Your Information; Tracking; Privacy Consents and Settings

Acceptable Use and Restrictions

Intellectual Property and Restrictions

Updates; Maintenance; Audits

Fees and Payment

Term and Termination

Risks Assumed by You; Waiver of Claims

Warranties and Warranty Exclusions

Limitation of Liability

Indemnification

Third-Party Terms

Miscellaneous

1. INTRODUCTION

These App Terms (“Terms”) govern your use of the mobile applications and related software-based services provided by Momday, LLC (collectively, the “Apps”). As used in these Terms, the terms “MOMDAY,” “we,” “us,” and “our” will mean Momday, LLC, a Delaware limited liability company. We proudly support women with their pregnancy and postpartum journey by providing relevant content through our Apps.

2. AGE REQUIREMENTS; PARTIES; SUPPLEMENTAL APP TERMS

2.1 Age Requirements. All users of our Apps must be at least 17 years old. Our Apps are not intended for use by anyone under such age. If any user is between 17 years old and the Adult Age (defined below), the user’s parent or legal guardian (“Parent”) must review and agree to these Terms before the user uses any App. The term “Adult Age,” as used in these Terms, will mean the age of majority, which is 18 years of age or older according to applicable law in the user’s state or jurisdiction.

2.2 Parties. These Terms establish an agreement between MOMDAY and the person who downloads, activates, or otherwise uses the applicable App, as well as the person’s Parent if the person is under the Adult Age. The terms “you” and “your,” as used in these Terms, will mean such person together with such Parent.

2.3 Supplemental App Terms. These Terms will include and incorporate: (a) all pricing terms, fees, access period limitations, restrictions of use, rules, disclaimers, terms, conditions, consents, frequently asked questions (FAQs) and answers, instructions, cautions, alerts, and notices displayed in the screens and interfaces (including popups) of the applicable App; (b) the terms and conditions stated in the Order (defined below) and your Account; (c) the Documentation (defined below); and (d) any other terms and conditions provided by the applicable App and the applicable App Marketplace (defined below), as may be updated from time to time (the foregoing items set forth in subsections (a) through (d) being collectively referred to as the “Supplemental App Terms”).

2.4 Access. These Terms are accessible at our Website and at the applicable App Marketplace. To use the applicable App, you must download the App and agree to these Terms, which incorporate the Supplemental App Terms.

3. DEFINITIONS

3.1 Uncapitalized Terms. As used in these Terms, the following terms will have the following meanings, while other terms are parenthetically defined herein:

“applicable law” means all national, federal, state, local, municipal, and foreign statutes and laws, including all rules and regulations promulgated thereunder.

“including,” “e.g.,” and “such as” each means “including, without limitation.”

“includes” means “includes, without limitation.”

3.2 Capitalized Terms. As used in these Terms, the following capitalized terms will have the following meanings, while other terms are parenthetically defined herein:

“Access Credentials” means any security control, security measure, safeguard feature, process, or tool implemented to prevent or impede the use of the Apps in violation of these Terms or to otherwise safeguard the authorized access to, and use of, the Apps, including a username, password, passcode, authentication code, security key, or security code.

“Account” means any data portal accessible within the applicable App or App Marketplace that: (a) is issued by us or our Affiliates for exclusive use by you; (b) requires your input of Access Credentials for access; and (c) enables you to access the applicable App or Input, to pay App Fees, or to manage or control App preferences, App settings, or App subscriptions, including the cancellation of subscriptions.

“Adult Age” will have the meaning provided for such term in Section 2.1.

“Affiliates” means our third-party licensors, suppliers, service providers, contractors, vendors, and affiliates, including the owners and operators of the App Marketplaces.

“App Environment” means the combination of software and hardware components (e.g., webservers and databases) owned, leased, licensed, controlled, or managed by us or our Affiliates that: (a) enable the operation of any App Resources; or (b) store or process any Input.

“App Fees” will have the meaning provided for such term in Section 10.2.

“App Marketplace” means any website, server, platform, online store, or ecommerce retailer that enables you to download, access, use, or manage the applicable App, Input, or Account, such as the App Store™ controlled by Apple Inc., the Google Play™ store controlled by Google LLC, or the Amazon Appstore™ controlled by Amazon.com, Inc.

“App Removal Step” means, with respect to any App, your proper completion of the app termination procedures established by the applicable App Marketplace, including your proper use of the settings of the relevant Account and your Devices to delete the App and completely remove the App from all of your Devices.

“App Resources” means the Apps, Momday Content, Software, and Accounts.

“Consumer Health Data” means Personal Information that identifies an individual’s past, present, or future physical or mental health status, including the individual’s bodily functions, vital signs, symptoms, or measurements of such personal information.

“Deidentified Information” means information derived fully or partially from Input that cannot reasonably identify, relate to, describe, be capable of being associated with, or be linked, directly or indirectly, to a particular person, provided that such information is: (a) safeguarded by technical safeguards that prohibit re-identification of the person to whom the information may pertain; (b) managed by business processes that specifically prohibit re-identification of such information; (c) managed by business processes to prevent inadvertent release of such information and (d) not the subject of any attempt to re-identify such information.

“Device” means any electronic device, owned or controlled by you, that is functionally connected to any App, including a smartphone, tablet, electronic watch, electronic ring, or other electronic, wearable device.

“Disruption” means: (a) any cause beyond our reasonable control, including a fire, flood, earthquake, storm, element of nature, act of God, act of war, terrorism, cyberattack, riot, civil disorder, rebellion, revolution, labor strike, labor lockout, pandemic, epidemic, public health crisis, failure of public utilities, interruption or failure of the Internet or any cellular networks, industry-wide unavailability of raw materials or parts, change in law, issuance of a judicial or governmental order, the illegality of any activity or transaction related to these Terms; (b) any loss or lack of supply of products or services from any Affiliate, including the interruption or loss of connectivity to a server or data source of any Affiliate; or (c) any asset sale, equity sale, acquisition, consolidation, merger or corporate reorganization involving or relating to MOMDAY.

“Documentation” means information that: (a) describes technical or functional aspects of the applicable App, including any instructions, rules, guides, user manuals, specifications, videos, demonstrations, use policies, license terms, help interfaces, support databases and readme files; or (b) is provided to you by us or our Affiliates through the applicable App, Website, Account, or App Marketplace.

“Effective Date” means the earlier of the following dates: (a) the date upon which you downloaded any App; (b) the date upon which you clicked any “accept,” “agree” or similar selector accompanying these Terms; or (c) the date upon which you initially accessed or used any App or any other App Resources.

“Financial Account” will have the meaning provided for such term in Section 10.6.

“HIPAA Health Information” means “protected health information,” as defined in the HIPAA Rules.

“HIPAA Rules” means: (a) all regulations promulgated pursuant to the Health Insurance Portability and Accountability Act (HIPAA), as amended, and the Health Information Technology for Economic and Clinical Health Act (HITECH); and (b) any amended versions of such regulations as may be enacted from time to time.

“Improvement Information” means, other than Personal Information: (a) all statistical and other information compiled or generated by us related to the performance, operation or use of any App Resources, including usage data, usage analytics, crash statistics, bug statistics and other statistical data related to your use of the applicable App; and (b) any and all information, concepts, materials, and works of authorship provided by you to us for purposes of feedback or suggestions related to troubleshooting, enhancing, or improving any App Resources.

“Input” means, excluding the Momday Content, all data, text, images, photos, videos, materials, content, works of authorship, and information (including Personal Information and Consumer Health Data) that you: (a) provide to us or our Affiliates; (b) input and store in any Device through use of any App; (c) exchange between your Personal Data Repository and any Device through use of any App; (d) instruct us to transfer from any Device to your Personal Data Repository by activating sync, transfer, or other settings in any App; or (e) permit or enable any App to automatically collect, track, monitor, or generate through operation of any Tracking Features.

“Marks” means all trademarks, service marks, logos, identifiers of goods or services, names of products or services, business names, product images, symbols, trade dress, and other marks of MOMDAY or our Affiliates, including the trademark, MOMDAY™, the logo related thereto, and the marks of our Affiliates.

“Momday Content” means: (a) the Documentation; and (b) all content, works, materials, and information that we include within or make accessible through the Apps and Website, including all graphics (including graphical user interfaces, graphical layouts, graphical structures and graphical elements), questionnaires, surveys, information-intake forms, data fields, materials, images, photos, pictures, sounds, music, audio recordings, videos, writings, articles, instructions, guidance, tutorials, education, text, Marks, works of authorship, and data.

“Order” will have the meaning provided for such term in Section 10.2.

“Paid Subscription” will have the meaning provided for such term in Section 10.2.

“Personal Data Repository” means any server hosted by any Personal Host (including any cloud-based storage or online data repository) that you decide to use independent of us according to your agreement with such Personal Host. The following are non-limiting examples of Personal Data Repositories: Apple Health™ operated by Apple Inc. and Google Health Connect™ operated by Google LLC.

“Personal Host” means any third party that owns or operates any Personal Data Repository, such as Apple Inc. and Google LLC.

“Personal Information” means any information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual.

“Post” means any text, image, photo, or video that you publicly distribute or publish in connection with your use of any App Resources. A Post, as defined, may be publishable on a social media channel or other publication forum that you select.

“Privacy Policy” means our Privacy Policy, which is accessible at https://momday.com/privacy.

“Sensitive Information” means any Personal Information in your Input that reveals your genetic or biometric information, racial or ethnic origin, religious beliefs, mental or physical health diagnosis, sex life, sexual orientation, citizenship or immigration status, account credentials, financial information, or other information deemed sensitive under applicable law.

“Software” means: (a) the machine-readable, object code of the applicable App that is configured for operating the App; and (b) any Updated Versions of such object code. For clarity, the definition of Software excludes all source code.

“Tracking Features” means functions of the applicable App that are intended to cause Devices to automatically collect data by: (a) automatically tracking or monitoring your movements, behavior, health metrics, vitals, location, image, sounds, or vocals; (b) automatically tracking or monitoring the location or activity of your Devices; or (c) otherwise automatically performing electronic monitoring, tracking, or surveillance of you or your property.

“Updated Version” means any version of the machine-readable, object code of the applicable App that includes a patch, bug fix, update, upgrade, or enhancement that we decide, in our sole discretion, to make available.

“Website” means the website displaying these Terms.

4. REQUIREMENTS FOR MINORS

4.1 Minimum Age. As provided above, you must be at least 17 years old to use the applicable App and other parts of the App Resources.

4.2 Parent Responsibility. If you are at least 17 years old but under the Adult Age, your Parent must also be a party to these Terms, and your Parent will be responsible and liable for all acts and omissions of you.

4.3 Verification. We may use various methods to help verify that nobody under the Adult Age uses the applicable App without the consent of a Parent. According to one method, we may require an electronic payment to enable you to use the applicable App. If you are under the Adult Age, your Parent must use the Parent’s payment account to make such payment. Your Parent’s payment will be deemed your Parent’s agreement to be bound by these Terms.

5. RIGHTS GRANTED BY US; YOUR RESTRICTIONS; YOUR OBLIGATIONS

5.1 Usage Right with Restrictions. Subject to your full compliance with the terms and conditions of these Terms, you will have a revocable, non-assignable, non-sublicensable, personal, non-exclusive right to: (a) use the Software during the term of these Terms solely for: (i) displaying graphical interfaces generated by the Software on Devices, (ii) viewing, reading, and listening to Momday Content that is generated by the Software; (iii) inputting Input into Devices, (iv) causing Tracking Features to collect Input and store it in Devices, and (v) exchanging Input between Devices and your Personal Data Repositories through synchronization or other means; and (b) use the Documentation for purposes of using the applicable App. You may only exercise such right for your personal, non-commercial usage. Such right will automatically terminate upon the expiration or termination of these Terms, whichever occurs first. You hereby acknowledge and agree that the granting of such right will be contingent upon and conditioned upon your full compliance with the terms and conditions of these Terms (including the restrictions and prohibitions in Articles 4, 5, 6, 7, and 8) and the Documentation. If you breach any such terms or conditions, such right will be automatically revoked and terminated.

5.2 Intended Use.

(a) You acknowledge and understand that the Apps have been designed only for, and are intended only for, human physical fitness and exercise.

(b) ALL APP RESOURCES (INCLUDING MOMDAY CONTENT) IS INTENDED FOR GENERAL, INFORMATIONAL PURPOSES ONLY, NOT FOR ANY MEDICAL OR HEALTHCARE ADVICE.

(c) It is your sole responsibility to use your own discretion and judgment to select and use App Resources (including Momday Content) with the full knowledge and understanding that:

(i) every pregnancy and birth is unique, and individual health conditions may require dietary, fitness, or health considerations that are specific to you;

(ii) the App Resources are not intended to provide or serve as a substitute for any professional medical advice, diagnosis, or treatment;

(iii) although some of the App Resources may be prepared or reviewed by individuals with healthcare experience, our provision of such App Resources does not create a medical professional-patient relationship between you and MOMDAY; and

(iv) no App Resources constitute any opinion, medical advice, diagnosis, or treatment.

5.3 Unintended Uses

5.3.1 Not for Healthcare or Medical Conditions. No App Resources provide healthcare services. The App Resources are not intended to be a substitute for professional, medical consultation, advice, or treatment of medical conditions. Please consult with a healthcare provider for any such matters, including any health concerns or conditions that you experience during or after using the App Resources, such as physical or psychological pain, suffering, injury, or other health problems.

5.3.2 Not for Emergency Use. The App Resources are not intended or appropriate for any medical emergency. IF YOU HAVE A MEDICAL EMERGENCY, SEEK IN-PERSON EMERGENCY CARE IMMEDIATELY OR DIAL 911.

5.4 Your Responsibilities. It is your sole responsibility to know and understand your personal health condition. Before using or implementing any App Resources (or continuing to do so), it is your sole responsibility to carry out and complete the following steps in view of your personal health condition:

(a) obtain medical consultation from a healthcare professional (such as a licensed physician or physical therapist) with respect to your use of the App Resources;

(b) consult with your healthcare professional before making any changes to your lifestyle or diet, including taking any supplements;

(d) choose whether to use the App Resources;

(e) choose how often and how much to use the App Resources;

(f) choose which exercises and workouts described in the App Resources are appropriate for you;

(g) stop or limit your use of the App Resources for your personal wellbeing, health, and safety;

(h) consult your healthcare professional with full knowledge and understanding that the App Resources are based on general knowledge and are not tailored to the specific circumstances of any individual;

(i) immediately obtain medical or healthcare advice from your healthcare professional independent of anything you read or see in the App Resources;

(j) seek the advice of your healthcare professional with any questions you may have regarding any medical condition;

(k) immediately consult your healthcare professional for medical attention in connection with any pain, injury, or health concerns that you experience during or after using or relying upon any App Resources; and

(l) manage your own healthcare.

5.5 Momday Content and Marks. You will not copy, modify, edit, alter, create derivatives of, publicly display, publish, or distribute any Momday Content or Marks; provided, however, that if any feature of any App is designed to enable you to publish a copy of any portion of the Momday Content to any publication forum (including any social media channel), you may use such feature to perform such publication. By way of a non-limiting example, such feature may be designed to enable you to publish a Post that contains our workout card.

5.6 Limited Period of Use. You will not acquire under these Terms any right or license to use the applicable App after the App Removal Step occurs or these Terms are expired or terminated, whichever occurs first. Upon the expiration or termination of these Terms, your right to use the App Resources will automatically terminate, and you will have no right to access or use any App Resources that were previously accessible.

5.7 Individual Use of Account. You will not share your Account with another person, and you will not allow another person to use your Account. Without limiting the foregoing, you will not disclose or provide your Access Credentials to any third party without our prior written consent.

5.8 Other Prohibitions and Restrictions. You will not use any App Resources in any way or manner that violates the prohibitions or restrictions set forth in Article 4, 5, 6, 7 or 8.

5.9 Copy of Input. We will have no obligation to provide you with copies of any Input except to the extent that applicable privacy laws require us to furnish you with copies of any Personal Information contained within any Input. The Apps may or may not enable you to download a copy of the Input. Therefore, it is your sole responsibility to retain a copy of all Input that you desire to keep. Unless and until the Documentation expressly provides otherwise, the Apps will not be configured to enable you to download any Input.

5.10 No Shipment. We will have no shipment obligation for any portion of the App Resources and will not ship copies of software programs to you.

6. YOUR INFORMATION; TRACKING; PRIVACY CONSENTS AND SETTINGS

6.1 MOMDAY Is Not a Healthcare Provider. You understand and acknowledge that we are not a healthcare provider, nor are we a “covered entity” or “business associate,” as such terms are defined under the HIPAA Rules. Therefore, the HIPAA Rules do not apply to our receipt or use of your Consumer Health Data or any other Personal Information. If you are a “covered entity,” or “business associate,” as such terms are defined in the HIPAA Rules, you will not use any Apps or other App Resources in any manner that would make us a business associate or otherwise subject us to the HIPAA Rules.

6.2 Do Not Send Medical Information/Documentation to Us. Under no circumstances do we solicit or desire to receive from you: (a) any HIPAA Health Information; or (b) any photos, images, videos, or writings that contain, describe, depict, illustrate, or display any patient charts, medical diagnosis, medical examination, medical history, or clinical notes, reports, or writings prepared by any healthcare provider. In your Input, you agree not to include or provide any information or items of the type described above in this Section.

6.3 Fitness Questionnaires. You understand and acknowledge that the Apps may include fitness questionnaires, and each questionnaire may display a list of binary questions (e.g., yes/no questions) or multiple-choice questions relating to your health. When you answer the questions or otherwise submit a fully or partially completed questionnaire to us, MOMDAY and our Affiliates may receive your Personal Information within the questionnaire, which might include your Consumer Health Data. The Apps may be designed to generate a proposed exercise workout program for you based on the information you provide in the questionnaires. Currently, the Apps’ questionnaires collect the following categories of information:

Estimated date of delivery for childbirth (i.e., due date) and the corresponding answer, the date (month, day and year)
Delivery date of childbirth and the corresponding answer, the date (month, day and year)
Delivery type of childbirth and the corresponding answer, “Vaginal” or “Cesarean”
Status of clearance by a healthcare provider for exercise (i.e., “Cleared for exercise?”) and the corresponding answer, “Yes” or “Not Yet”
Recovery stage and the corresponding answer, “Rehabilitate” or “Build Strength”

6.4 Tracking and Tracking Settings. The Apps include one or more tracking settings that enable you to decide upon the categories of information that you want the Apps to track, collect, and transmit to your Personal Data Repositories. You understand that this tracked information may include your Personal Information, such as your Consumer Health Data. These tracking settings and categories may change from time to time based on our updates to the Apps. Currently, the Apps cooperate with your Personal Data Repositories to display a tracking setting. The tracking setting enables you to turn the tracking on or off for the categories of information listed below in this Section. You may consent to this tracking by changing the selector for the tracking setting to “on” or “yes.” You may later withdraw your consent and disable this tracking by changing the selector for the tracking setting to “off” or “no.” For Tracking Features that rely on certain utilities in your Device (such as geolocation tracking), you may also disable such Tracking Features by turning off such utilities using the settings within your Device. Furthermore, you may disable all Tracking Features of any App by completing the App Removal Step for such App.

Date of birth
Activity data (i.e., active energy)
Exercise data (i.e., workouts)
Heart rate data, including heart rate zones and average heart rate
Calories
Dumbbell weight
Time zone

6.5 Limited Sending of Health Data. You must not and will not provide any information to us relating to your health or medical conditions (including your Consumer Health Data) except to the extent that: (a) your answer to any question of the Apps’ fitness questionnaires discloses or reveals such information; or (b) you turn on or allow to remain turned on, any Tracking Features that track, generate, or collect any such information.

6.6 Your Consents.

6.6.1 Consumer Health Data. You understand and acknowledge that the intended purpose of the Apps is to collect, process, and store certain types of Consumer Health Data relating to you, as described above. As set forth more fully in our Privacy Policy, you hereby provide your consent for MOMDAY and our Affiliates to receive, use, and disclose your Consumer Health Data for our purposes of operating and providing the Apps to you.

6.6.2 Tracking. You understand and acknowledge that the Apps include Tracking Features. No App will operate any Tracking Features without your consent. You may provide and withdraw your consent in several ways, as described in our Privacy Policy.

6.6.3 Sensitive Personal Information. We are unable to fully control the types of information that you provide to us within your Input. Please do not include Sensitive Personal Information in your Input, except to the extent that your answer to any question of any Apps’ fitness questionnaire discloses or reveals any Sensitive Personal Information. With respect to any Sensitive Personal Information that we or our Affiliates receive from you, you hereby provide your consent for MOMDAY and our Affiliates to receive, use, and disclose your Consumer Health Data for our purposes of operating and providing the Apps to you, as set forth more fully in our Privacy Policy.

6.6.4 Withdrawing Consent and Stopping Tracking. You may withdraw your consents described in this Article 6 in several ways, as described in our Privacy Policy, including by completing the App Removal Step for all Apps.

6.7 Your Personal Data Repositories. Your Devices may enable you to create and connect your Devices to one or more Personal Data Repositories. After doing so, you may decide to use the Apps’ settings to connect your Apps to your Personal Data Repositories. Once you connect an App to any Personal Data Repository, the App may enable you to upload Input from your Device to the Personal Data Repository, download Input from the Personal Data Repository and transfer it to your Device, or synchronize Input between the Personal Data Repository and your Device. We do not control your Personal Data Repositories. We may access and use your Personal Data Repositories only as authorized by you through your Device’s settings. By using your Device’s settings to connect any App to any Personal Data Repository, you provide your consent for MOMDAY and our Affiliates to access and use the Personal Data Repository for our purposes of operating and providing the Apps to you. We will have no responsibility for your use of any Personal Data Repository or any damage to, loss of, or unauthorized access to any Input stored within any Personal Data Repository. You will, at all times, comply with the terms and conditions of your Personal Hosts.

6.8 Input and Privacy Policy. Input may be generated and received in several different ways. Certain Input may be generated by your Device based on Tracking Features and automatically transmitted to us or our Affiliates. You may provide other Input to us by: (a) submitting a fitness questionnaire or contact form of our Website or Apps; (b) posting app reviews at App Marketplaces; (c) sending emails, messages, screenshots, photos, and videos to us or our Affiliates; and (d) communicating with us or our Affiliates through video conferences, telephonic communications, and in-person discussions. If any Input we receive contains Personal Information, we will use the Personal Information in accordance with our Privacy Policy (including our Consumer Health Data Policy therein) and applicable law.

6.9 No Privacy for Posts. It is your decision whether to distribute or publish Posts. You understand and acknowledge that Posts are not private. If you publish any Post that contains or reveals any Personal Information, you acknowledge and agree that you have no reasonable expectation of privacy for such Personal Information, and you assume all risks relating to such publication.

7. ACCEPTABLE USE AND RESTRICTIONS

7.1 Responsibility for Input and Posts. You will have sole responsibility for: (a) the use, accuracy, quality, integrity, legality, reliability, and appropriateness of all Input; and (b) the accuracy, integrity, legality, appropriateness, distribution, and publication of all Posts.

7.2 Prohibited Conduct. You will not, directly or indirectly, perform (or allow anyone to perform) any act or omission relating to any App Resources, any part of the App Environment, MOMDAY, or these Terms that involves or consists of:

(a) any submission, post, publication, or use of any material or content that: (i) contains or expresses medical or healthcare advice; (ii) may reasonably be considered obscene, defamatory, offensive, abusive, hateful, inflammatory, harassing, violent, or otherwise objectionable; (iii) contains or depicts nudity; (iv) contains or promotes pornographic or other sexually explicit material; (v) promotes discrimination, violence, or hatred based on race, religion, nationality, sex, gender, disability, age, or sexual orientation; (vi) is likely to deceive any person acting reasonably under the circumstances; (vii) contains any deepfake or digital forgery, including any intimate visual depiction of an identifiable person generated by means of artificial intelligence technology; (viii) contains any type of unauthorized or unsolicited advertising, including spam; or (ix) impersonates any person;

(b) any gross negligence, recklessness, fraud, intentional wrongdoing, libel, slander, unethical conduct, misrepresentation, falsity, deception, an inaccurate statement, harassment, racism, sexism, bigotry, violence, assault, battery, a crime, or a violation of applicable law; or

(c) any infringement upon, misappropriation of, or violation of any intellectual property rights, proprietary rights, privacy rights, or personal rights, including rights to image, name, likeness, or voice;

(d) any personal information, image, name, likeness, or voice of any third party without obtaining such third party’s prior written consent; provided, however, that a Parent may use the Apps to distribute and publish Posts that depict any child of the Parent who is involved with the Parent’s use of the Apps;

(e) any false, deceptive, or erroneous information;

(f) any disruption of, interference with, or harm to any App Resources or any servers or networks that store or manage any App Resources;

(g) any interference with our activities or overall business, or that harms any of our customers, employees, affiliates, agents, officers, or directors;

(h) any threatening of, bypass of, or destruction of any security measure used with or incorporated into any App Resources;

(i) any transmission of any content, data, or material that contains or deploys any virus, robot, malware, cyberattack, or other type of malicious or deleterious program;

(j) any scraping, pulling, extraction, or data mining of any information or data from any App Resources; or

(k) any violation of any usage restrictions or policies displayed by or within any App Resources.

7.3 Takedown/Removal. If you conclude that any Post by another user violates your rights or these Terms, you may send a written complaint to us under Section 17.1, and we will investigate your complaint. In addition to any other rights afforded to us under these Terms, we reserve the right, but have no obligation, to moderate the Input and Posts, and take remedial action if any Input or Post violates the prohibitions provided in this Article 7, including our take down, removal, blocking, or disablement of access to such Input or Post, as the case may be. We will have no liability to you arising from any such action taken by us.

7.4 Compliance with Third-Party Terms. The Apps may contain, require the use of, or be functionally connectable to third-party technologies, including software, software-as-service, open source code, databases, libraries, algorithms, and servers, including online music platforms. In such event, you will be responsible for complying with the third-party terms specified by us that govern your use of such third-party technology. We may provide certain notices to you in the Documentation or Apps in connection with such third-party technology. You will be responsible for complying with such notices and third-party terms.

8. INTELLECTUAL PROPERTY AND RESTRICTIONS

8.1 Your Ownership. As between you and us, you will remain the owner of all Input and Posts. We will not acquire ownership of any Input or Posts.

8.2 Your License to Us. You hereby grant to us, an irrevocable, perpetual, paid-up, royalty-free, free-of-charge, sublicensable, assignable, worldwide, non-exclusive license, under your rights in all Input, Posts, and Improvement Information, to: (a) perform our obligations under these Terms and conduct transactions for purposes of these Terms; (b) develop, improve, and evaluate our products and services; (c) extract, modify, process, and analyze Input to generate Deidentified Information; (d) use, reproduce, distribute, perform, display, publish, create derivatives of, modify, alter, make, use, monetize, market, sell, offer for sale, import, export, and commercialize all Deidentified Information and Improvement Information in aggregated form or any other form without compensating you; and (e) use, reproduce, distribute, perform, display, publish, create derivatives of, modify, alter, make, use, monetize, market, sell, offer for sale, import, export, and commercialize all Posts.

8.3 Your Waiver. You hereby perpetually and irrevocably waive any and all: (a) rights of paternity, integrity, disclosure, or withdrawal relating to any Input or Posts; (b) any other rights relating to any Input or Post that may be known as or referred to as “moral rights;” and (c) any rights to receive attribution or personal credit for authorship or contribution relating to any Input or Post.

8.4 Our Property.

8.4.1 No Sale of Apps. We are not selling the Apps to you. Instead, we are only providing you with a limited right to use the Apps in accordance with these Terms. Therefore, you will not acquire any ownership rights in the Apps.

8.4.2 Ownership of Our Property. As between you and us, we will retain all ownership and property rights (including copyrights, data rights, digital asset rights, trade secret rights, trademark rights, patent rights, other intellectual property rights, and rights to image, name, likeness, and voice) in and to: (a) all App Resources and the App Environment; (b) all source code relating to the App Resources or the App Environment; (c) all algorithms, routines, scripts, workflows, formulas, logic, methods, data libraries, database structures, and technical information that are codified or programmed by, specify or determine the design of, or otherwise relate to such source code, any App Resources, or any portion of the App Environment; (d) our Marks, including all goodwill associated with the business symbolized by our Marks; (e) anything developed or delivered by or on behalf of us under these Terms; and (f) any and all derivative works, modifications, and improvements of any of the foregoing items set forth in this Section (the items set forth in the foregoing subsections (a) through (f) being collectively referred to as “Our Property”). You will not acquire any rights in Our Property, whether implied or otherwise, other than those rights expressly stated in these Terms. We (and our Affiliates, as applicable) reserve all rights not expressly granted to you in these Terms. If and when you ever claim or acquire any right, title, or interest in or to any portion of Our Property, you hereby assign, transfer, and convey to us, all right, title, and interest in and to such portion, including all copyrights (including all rights to create derivative works based on such portion), data rights, digital asset rights, patent rights, intellectual property rights, and property rights therein. If and when such assignment is found to be impermissible under any applicable law with respect to any portion of Our Property, you hereby grant to us, a worldwide, perpetual, irrevocable, paid-up, free-of-charge, royalty-free, sublicensable, assignable, non-exclusive license, under your intellectual property rights and other rights, to use, market, copy, reproduce, create derivative works of, modify, perform, display, distribute, disclose, publish, deploy, monetize, and otherwise commercialize such portion for any purpose.

8.4.3 Intellectual Property Restrictions. Your right to use the App Resources will be contingent upon and conditioned upon your full compliance with the terms and conditions provided in this Section and the other provisions of these Terms. In the event of the breach of any such terms, conditions, or provisions, your right to use the App Resources will be automatically revoked and terminated. You will not directly or indirectly (by causing or permitting others to): (a) license, sublicense, sell, resell, market, rent, lease, sublease, loan, transfer, assign, distribute, display, publish, host, outsource, disclose, permit timesharing or service bureau use of, make available or accessible to any third party, or otherwise commercially exploit, any part of the App Resources or Access Credentials, except as expressly permitted under Section 5.5; (b) “frame” or “mirror” any part of the App Resources on any server or other infrastructure of you or any third party; (c) embed, incorporate, store, or include any address or other information (including any uniform resource locator or other web address) on or in any server or other infrastructure of you or any third party that links to, connects to, identifies, specifies, or contains any part of our App Resources, including any webpage or graphical interface thereof; (d) make any App Resources, Marks, Access Credentials, or programs, data, or materials resulting from the App Resources available in any manner to any third party for use in the third party’s business operations; (e) enter into time sharing or data sharing arrangements with any third party that involve the use of any part of the App Resources; (f) modify, enhance, adapt, improve, or create derivative works of any part of the App Resources; (g) disassemble, decompile, decrypt, reduce to human-readable form, port, translate, localize, reverse engineer, or hack any App Resources or Access Credentials; (h) access, view, assemble, reconstruct, identify or discover any source code relating to any App Resources, the structure, sequence, or organization of such source code, or any algorithms, methods, or models contained in, characterized by or corresponding to such source code; (i) remove, alter, or modify any markings or notices of us or our Affiliates’ proprietary rights, including attribution, copyright, proprietary, and other legal notices displayed on, by or through the App Resources; (j) submit or transmit to the App Resources, any Input containing any software malware, viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents, or programs; (k) interfere with, disable, encumber, impede, or disrupt the integrity, performance or operation of any App Resources; (l) cause any denial of service with respect to any App Resources; (m) perform or disclose any functional evaluation, probes, scans, vulnerability tests or benchmark or performance tests of any App Resources; (n) perform or disclose any of the following security test activities related to the Apps or associated infrastructure: network discovery, port and service identification, vulnerability scanning, password cracking, remote access testing, or penetration testing; (o) cause or enable any robot, bot, artificial intelligence system, machine learning system, spider, scraper, wanderer, gatherer, harvester, site search/retrieval application or other automatic device, data processor, software module or process (each, a “Robot”) to: (1) penetrate, interact with or operate with any App Resources; (2) conduct any step, aspect or portion of any process managed by any App Resources; or (3) extract, scrape, data mine, pull, or retrieve any information or data from any App Resources; (p) use, perform or reproduce any App Resources in conjunction with any Robot; (q) obtain unauthorized access to any App Resources, for example, by bypassing Access Credentials, including license control features that limit, track or record the number of users, in or for the App Resources; (r) descramble, circumvent, decrypt or bypass any Access Credentials; (s) share any Access Credentials with any third party, allow any third party to use the Access Credentials, or disclose or provide to any third party, any Access Credentials for accessing any App Resources without our signed, prior written consent; (t) access or use any App Resources for any purpose, reason or motive other than for the intended purposes expressly set forth in these Terms or the applicable Documentation; (u) access or use any App Resources to develop or support, or assist a third party in developing or supporting, products, or services competitive with us; (v) access or use any App Resources after the expiration or termination of these Terms, whichever comes first; or (w) violate any other usage restrictions contained in these Terms or the applicable Documentation.

8.4.4 Infringers. If you discover or become aware that a third party is infringing upon or misappropriating our intellectual property rights in any App Resources, you will promptly report such event to us in writing, together with the details known by you.

8.4.5 Third-Party Trademarks. Any third-party Marks (including logos) displayed through any App Resources or referenced by us will remain the property of their respective owners. Unless expressly indicated otherwise by us, (a) our use of such third-party Marks will not imply any relationship, sponsorship, or endorsement by or between us and the owners of these Marks, and (b) the purpose of such use is only to identify the applicable third-party goods or services and will be considered nominative, fair use under applicable trademark law.

9. UPDATES; MAINTENANCE; AUDITS

9.1 Updated Versions and Maintenance. We will have the right, but not the obligation to: (a) provide customer support for the App Resources; (b) maintain, fix, enhance, or upgrade the App Resources or App Environment; and (c) create or provide Updated Versions. We will not be obligated to provide you with assistance, help, trouble-shooting, or other support relating to any App Resources. Nothing in these Terms will provide you with the right to any replacement for, repair of, or recovery of any App Resources or any Input.

9.2 Remote Support. At your request, we may decide, at our sole discretion, provide you with technical support related to the applicable App, using tools, scripts, software, or utilities (collectively, “Tools”) to provide the support. In doing so, we may use the Tools to remotely trouble shoot the App and remotely monitor the App. We will end the monitoring at the end of the support session.

9.3 Auditing. To the extent permitted by applicable laws, we may use Tools to: (a) collect Input and Improvement Information; and (b) audit your compliance with these Terms, including remotely monitoring the operation of the applicable App while you are using it. Before we perform this remote monitoring, we will obtain your consent.

10. FEES AND PAYMENT

10.1 Free Trial Subscription. When you download certain Apps, we may allow you to use such Apps on a trial basis free of charge for a limited period, as set forth in the Supplemental App Terms. As described in Section 10.2, when such period ends, we may require the payment of App Fees for the continued use of such Apps.

10.2 Paid Subscription. We may offer Apps that require the payment of fees (“App Fees”) to download them, use them after any free usage period expires, or unlock certain features, such as premium features. Through your Account, you may place an order (“Order”) for an App that requires you to pay App Fees to: (a) download the App; (b) activate designated features of the App; or (c) obtain a subscription providing you with the right to use the App (or designated features thereof) for the limited period of time specified in the Supplemental App Terms, subject to Section 11.3 (“Paid Subscription”). The Supplemental App Terms will state the amount of the App Fees you must pay for your Order and may also specify certain features that you will receive by paying the App Fees. Your payment of App Fees for any App (or designated features thereof) will not give you the right to any future features or Updated Versions for the App unless the Order expressly states otherwise. You agree to pay the App Fees in accordance with these Terms, including the applicable Order and other Supplemental App Terms. All Orders will be incorporated into, and a part of, these Terms.

10.3 No Refunds. Please be sure you are satisfied with the Apps before you make any purchases under these Terms. We make no warranties regarding any Apps, as set forth in these Terms. ALL SALES BY US ARE FINAL. WE WILL NOT BE OBLIGATED TO PROVIDE ANY REFUNDS, AND YOU WILL NOT HAVE THE RIGHT TO ANY REFUND RELATING TO ANY APP RESOURCES FOR ANY REASON. You will not have the right to cancel your payment obligation under any active Paid Subscription during any subscription period.

10.4 Auto Renewal of Paid Subscriptions. The Supplemental App Terms may indicate that the subscription period for a Paid Subscription will automatically renew for a new subscription period of equal duration unless you properly use your Account settings to cancel the renewal of the Paid Subscription before the prior subscription period expires. Upon each renewal under this Section, MOMDAY or our Affiliate will automatically charge your Financial Account in the amount of the App Fee, as may be adjusted under Section 10.5.

10.5 Price Changes. At any time, we may change the rate or pricing of the App Fees, but if you have an active Paid Subscription for any App:

(a) such change will only take effect following the end of the subscription period;

(b) we will provide you with at least thirty (30) days’ advance notice of such change by means of a push notification or other message within the applicable App, email, or text message; and

(c) unless you cancel the renewal of the Paid Subscription before the active Paid Subscription expires, the subscription period for the Paid Subscription will automatically renew at the changed rate or pricing of the App Fees.

10.6 Payment Method and Terms. MOMDAY and our Affiliates may accept payment through the App Marketplaces or through payment networks controlled by our Affiliates, which may enable you to pay App Fees via your financial account (including your credit card account, debit card account, or bank account) that you register through the Account issued by the relevant App Marketplace (“Financial Account”). Our Affiliates may have their own terms and conditions. You will review and abide by their terms and conditions. If your payment transaction is not successful, your purchase will not be fulfilled. Upon the completion of a successful payment transaction, we will endeavor to promptly fulfill your Order.

10.7 Authorization for Automatic Recurring Payment. You hereby authorize us and our Affiliates to: (a) automatically charge your Financial Account for the amounts owed by you in accordance with these Terms; and (b) automatically withdraw such amounts by initiating debit entries to the Financial Account. You will maintain the availability of funds within the Financial Account for the full payment of such amounts. You certify that you are an authorized holder and user of the Financial Account. You may cancel this authorization by cancelling the renewal of the Paid Subscription in accordance with these Terms, but the effective date of such cancellation will be the end of any active Paid Subscription period for the applicable App. If you owe any amounts as of the date of such cancellation, this authorization will remain in effect until we have received such amounts. By providing your authorization under this Section, you understand and agree that we will automatically charge App Fees to your Financial Account upon each automatic renewal of the subscription period that occurs in accordance with Section 10.4.

10.8 Taxes and Additional Charges. You will be solely responsible for paying for all local, state, provincial, federal, and national sales, use, excise, value added, import/export, and other similar taxes or duties (other than taxes based on our net income) that may be assessed in connection with any App as required by applicable law (collectively, the “Transactional Taxes”). You will owe the Transactional Taxes in addition to the App Fees. If MOMDAY or our Affiliates collect any Transactional Taxes from you, MOMDAY or our Affiliates will remit the collected Transactional Taxes to the relevant tax authorities. You will remain responsible for paying any uncollected Transactional Taxes to the relevant tax authorities. Depending on which Financial Account you use, additional charges may be issued by your Financial Account provider. We have no control over this. The additional charges are your sole responsibility.

10.9 Third-Party Utility Fees. You understand that, to use the applicable App, you must obtain certain services from third parties. At a minimum, to download the App to your Device and use the App, you will be responsible for obtaining reliable cellular phone service or reliable Internet service, including a WiFi spot within range of your Device. You will be responsible for all fees charged by these third parties, including utility fees, data fees, and text messaging fees.

10.10 Currency. Unless the applicable Supplemental App Terms expressly provide otherwise, all App Fees will be payable in the currency of the country or jurisdiction where you reside, and you will pay the App Fees without deduction for currency exchange variation, tax collection, or other charges.

11. TERM AND TERMINATION

11.1 Term. The term of these Terms will begin on the Effective Date and continue until these Terms expire or are terminated in accordance with this Article 11.

11.2 Your Termination. You may terminate these Terms at any time with or without cause by completing the App Removal Steps for all Apps.

11.3 Our Termination.

11.3.1 Free Trial Subscriptions. We may terminate your right to use any App provided by us free of charge, at any time and for any reason.

11.3.2 Paid Subscriptions. Each Paid Subscription for the applicable App will automatically terminate upon the expiration of the subscription period for such Paid Subscription unless renewed under Section 10.4 or terminated earlier by us in accordance with this Article 11.

11.3.3 Disruption. If we experience a Disruption that affects, involves, or impacts the applicable App used under a Paid Subscription, we may suspend the Paid Subscription for the duration of the Disruption. Furthermore, we may terminate the Paid Subscription or these Terms entirely based on business reasons arising from or relating to any Disruption.

11.4 Termination With Cause. In the event you breach these Terms or violate any applicable law when performing activities relating to these Terms, these Terms will be automatically terminated. In such event, we may immediately deactivate and otherwise remove your access to the entire App Resources, including all Apps. Such action will not be our exclusive remedy for your breach, nor will our termination relieve you of the liabilities caused by your breach.

11.5 Termination Methods. To the extent we have the right to terminate any App usage or subscription in accordance with these Terms, we may take any of following steps in our sole discretion: (a) notify you of the termination by sending an email to the email address you provided to us, by sending a text message to the phone number you provided to us, or by pushing, sending, or posting a message displayed within the applicable App, Account, or App Marketplace; (b) designing or programming the applicable App to automatically deactivate or become disabled upon such termination; or (c) deactivating or disabling the applicable App upon such termination.

11.6 Effects of Termination. Upon the App Removal Step or the termination of any usage right or subscription to use any App in accordance with these Terms, whichever occurs first: (a) you will no longer have any right to access or use such App, and all Input related to such App may immediately be permanently unusable, unreadable, inaccessible, or destroyed, and (b) all of your rights to use such App and the related App Resources under these Terms will be automatically terminated. Upon the expiration or termination of these Terms entirely, (i) you will no longer have any right to access or use any App Resources, (ii) all Input may immediately be permanently unusable, unreadable, inaccessible, or destroyed, and (iii) all of your rights under these Terms will be automatically terminated.

11.7 Data Retention. If you cancel the Paid Subscription in accordance with these Terms, MOMDAY and our Affiliates may continue to store the Input relating to any App until you complete the App Removal Step for such App. After the termination of these Terms and in accordance with applicable law, we will have the right to: (a) use, archive, store, and otherwise retain all Improvement Information and Deidentified Information, which will be Our Property; and (b) to the extent permitted by applicable law, retain any Personal Information that we receive for purposes of keeping records to demonstrate compliance with applicable law, communicating with you or your legal representatives, completing transactions with you, addressing legal matters with you, or satisfying privacy regulations or legal requirements under applicable law.

11.8 Survival. The restrictions, conditions, and prohibitions under Articles 4 through 8 of these Terms (and our rights under such Articles) will survive the termination or expiration of these Terms. The rights and obligations under the following provisions will survive the termination or expiration of these Terms: Article 10, Section 11.7, this Section, and Articles 12 through 17, together with and all other provisions, which, by their terms, contemplate survival.

12. RISKS ASSUMED BY YOU; WAIVER OF CLAIMS

12.1 Risky Conditions. There are a variety of conditions and events that can cause the applicable App to: (a) display or indicate false, inaccurate, or erroneous information; or (b) expose or reveal Input (including Consumer Health Data) to unauthorized third parties, including the following conditions and events: (i) Disruptions; (ii) App errors, bugs and design defects; (iii) cyberattacks, hacks, malware, or viruses that affect the applicable App or App Environment; (iv) defects or malfunctions of Devices; (v) hardware or software conflicts; (vi) your failure to comply with the instructions in the Documentation or Supplemental App Terms; (vii) the use of any hardware or software not provided by us; or (viii) your error or improper use of the applicable App. You hereby assume all risks relating to such conditions and events.

12.2 Risks of Posts. You understand that your publication of any Post that depicts you, your child, or any other person exposes the depicted people to risks of being identified by wrongdoers of the public. You hereby assume all risks relating to your Posts.

12.3 Other Risks Assumed by You. YOU HEREBY ASSUME ALL RISK OF DAMAGE, LOSS AND LIABILITY THAT COULD ARISE FROM: (A) THE INACCESSIBILITY OR CORRUPTION OF ANY INPUT; (B) THE USE, LOSS OF USE, FUNCTION, MALFUNCTION, OPERATION, OR ERRONEOUS OPERATION OF ANY APP RESOURCES; OR (C) THE PUBLICATION OF ANY POSTS.

12.4 Waiver of Claims. YOU HEREBY WAIVE AND FORFEIT ALL CLAIMS AND LEGAL ACTIONS AGAINST US OR OUR AFFILIATES (INCLUDING ALL DAMAGES AND REMEDIES RELATING TO SUCH CLAIMS AND ACTIONS) ARISING FROM OR RELATING TO: (A) ANY OF THE RISKS ASSUMED BY YOU UNDER THESE TERMS; (B) ANY MATTER FOR WHICH YOU ARE RESPONSIBLE, AS DESCRIBED IN THESE TERMS; OR (C) ANY PRODUCT LIABILITY CLAIMS, TORTIOUS CLAIMS, OR STRICT LIABILITY CLAIMS RELATED TO ANY APP RESOURCES OR THESE TERMS.

13. WARRANTIES AND WARRANTY EXCLUSIONS

13.1 Warranties and Covenants by You. You hereby represent, warrant, and covenant that: (a) you, as a user or as a parent or guardian of a user, are at least of the Adult Age; (b) you have full power and authority to enter into and perform these Terms; (c) the execution and performance of these Terms does not conflict with or violate any agreement to which you are a party or any court order to which you are subject; and (d) with respect to your activities related to these Terms, you have complied with, and will comply with all applicable law.

13.2 Availability Less Than 100%. THE APP RESOURCES AND THE APP ENVIRONMENT, INCLUDING REMOTE ACCESS AND ANY MOBILE NOTIFICATIONS, WILL NOT BE AVAILABLE 100% OF THE TIME. There may be instances in which you do not receive notifications as well as instances in which App Resources are unavailable due to maintenance work.

13.3 Exclusion of Warranties.

13.3.1 Overall Warranty Exclusion. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, (A) WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, RELATED TO ANY APP RESOURCES, THE APP ENVIRONMENT, OR ANY OTHER MATTERS, AND (B) WE DISCLAIM THE FOLLOWING: (I) ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF TITLE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, AND PERFORMANCE; (II) ALL IMPLIED WARRANTIES, DUTIES, AND CONDITIONS OF MERCHANTABILITY, INTEGRATION, OR FITNESS FOR A PARTICULAR PURPOSE; (III) ALL WARRANTIES REGARDING THE RELIABILITY, ACCURACY, COMPLETENESS, CORRECTNESS, OR USEFULNESS OF ANY TECHNOLOGY, SOFTWARE, CONTENT, OR DATA PROVIDED BY YOU OR ANY THIRD PARTY; AND (IV) ALL WARRANTIES AND LIABILITIES ARISING FROM OR RELATED TO SUCH TECHNOLOGY, SOFTWARE, CONTENT, OR DATA.

13.3.2 As Is; As Available; Errors. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MOMDAY AND EACH OF OUR AFFILIATES OPERATES AND PROVIDES THE APP RESOURCES OR THE APP ENVIRONMENT, AS THE CASE MAY BE, ON AN “AS IS” AND “AS-AVAILABLE” BASIS, AND WITH ALL ERRORS AND FAULTS. WE DO NOT WARRANT OR GUARANTEE THAT ANY PART OF THE APP RESOURCES OR APP ENVIRONMENT WILL BE: (A) ERROR-FREE OR WITHOUT DEFECTS OR VIRUSES; (B) SATISFACTORY TO YOU; (C) PERFORMED ERROR-FREE, UNINTERRUPTED OR WITHOUT SECURITY VULNERABILITIES; OR (D) OPERABLE IN COMBINATION WITH ANY HARDWARE, OTHER SOFTWARE, SYSTEMS OR INPUT NOT SUPPLIED BY US OR SPECIFIED IN THE DOCUMENTATION. WE DO NOT WARRANT OR GUARANTEE THAT WE WILL CORRECT ANY ERRORS OR DEFECTS IN ANY PART OF THE APP RESOURCES OR APP ENVIRONMENT.

13.3.3 Communication Channels. YOU ACKNOWLEDGE THAT WE DO NOT CONTROL THE TRANSFER OF INPUT OVER COMMUNICATION CHANNELS, INCLUDING THE INTERNET AND MOBILE COMMUNICATION NETWORKS, AND THAT THE APP RESOURCES AND APP ENVIRONMENT MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATION CHANNELS. WE WILL NOT BE RESPONSIBLE FOR: (A) ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS; OR (B) ANY ISSUES RELATED TO THE PERFORMANCE, OPERATION, OR SECURITY OF THE APP RESOURCES OR APP ENVIRONMENT THAT ARISE FROM THE USAGE OF SUCH COMMUNICATION CHANNELS OR THIRD-PARTY TECHNOLOGY.

14. LIMITATION OF LIABILITY

14.1 Overall Exclusion of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE WILL HAVE NO LIABILITY ARISING FROM OR RELATING TO THE USE, UNAVAILABILITY, FUNCTION, MALFUNCTION, OPERATION, OR ERRONEOUS OPERATION OF ANY PART OF THE APP RESOURCES OR THE APP ENVIRONMENT.

14.2 Exclusion of Special Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE NOR ANY OF OUR AFFILIATES WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ANY LOSS OF REVENUE OR PROFITS, ANY LOSS OF OR DAMAGE TO ANY INPUT, ANY LOSS OF OR DAMAGE TO ANY DEVICES OR OTHER PROPERTY, ANY PERSONAL INJURY (INCLUDING ANY HEALTH ISSUE, HARM, INJURY, PAIN, SUFFERING, OR DEATH), OR ANY DAMAGES OR LOSS ARISING FROM OR RELATING TO REPUTATIONAL HARM OR LOSS OF PRIVACY, OR ARISING FROM OR IN ANY WAY RELATING TO THE USE OF (OR INABILITY TO USE) ANY PART OF ANY APP RESOURCES OR APP ENVIRONMENT EVEN IF WE OR ANY AFFILIATE OF OURS HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE.

14.3 Maximum Liability. THE MAXIMUM LIABILITY OF US AND OUR AFFILIATES FOR ALL LOSSES, DAMAGES, AND LIABILITIES RELATING TO ANY CLAIM ARISING FROM OR RELATING TO THESE TERMS, THE APP RESOURCES OR THE APP ENVIRONMENT, WHETHER IN CONTRACT, IN TORT (BASED ON NEGLIGENCE OR ANOTHER BASIS), OR OTHERWISE, WILL IN NO EVENT EXCEED, IN THE AGGREGATE, THE TOTAL AMOUNT OF FEES THAT YOU HAVE ACTUALLY PAID TO US UNDER THESE TERMS PURSUANT TO ANY ORDERS; PROVIDED, HOWEVER, THAT SUCH TOTAL AMOUNT WILL BE LIMITED TO: (A) THE TOTAL OF THE FEES PAID WITHIN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM; OR (B) FIFTY US DOLLARS (USD $50.00), WHICHEVER IS LESS.

15. INDEMNIFICATION

15.1 Indemnification Obligation. You will, at all times during and after the term of these Terms, defend, indemnify, reimburse and hold harmless, us and our parents, subsidiaries, affiliates, stockholders, managers, directors, officers, employees, customers, licensors, service providers, suppliers, vendors, licensees, contractors, beneficiaries, assignees, successors in interest, and third parties that provide products or services to, or receives products or services from, us (collectively, “Our Group”) from and against any and all losses, claims, lawsuits, proceedings, expenses, recoveries and damages, including reasonable legal expenses, costs and attorneys’ fees, arising from or relating to: (a) any property damage related in any way to any App Resources or these Terms; (b) any damage to, theft of or loss of access to any data, content, device or any other property related in any way any App Resources or these Terms; (c) any personal injury (including harm to health, impairment of fitness, stress, injury, medical condition, pain, suffering, or death) relating in any way to any App Resources or these Terms; (d) your provision of any Input; (e) the use of any Input by any member of Our Group for purposes of providing any product or service (including App Resource) to or for you; (f) your voluntary use of any Tracking Features; (g) your use or publication of any Post; (h) your connection of any App to any third-party data source, hardware or server, including any Personal Data Repository; (i) any unauthorized access to or loss of any Input or other data that is stored within any Personal Data Repository or any Device; (j) any violation of any rights of any person other than you relating in any way to any App Resources or these Terms; (k) any financial loss, lost opportunities, harm, or damage caused by the use, unavailability, function, malfunction, operation, or erroneous operation of any part of any App Resources or the App Environment; (l) any matter for which you are responsible, as described in these Terms; (m) any risk that you have assumed, as described in these Terms; (n) any violation of applicable law by you or any other party involving or relating to the use of any part the App Resources or the App Environment or any activities performed in connection with these Terms; (o) any unauthorized access to or unauthorized use of any part of the App Resources or any Device caused, directly or indirectly, by your breach of these Terms, your negligence or any other act or omission by you; (p) your breach of any obligation, term, condition, covenant, representation, or warranty provided in these Terms; or (q) your negligence, recklessness, wrongdoing (intentional or otherwise), or criminal conduct (the items set forth in the foregoing subsections (a) through (q) being collectively referred to as “Indemnifiable Claims”).

15.2 Indemnification Payments. If any member of Our Group suffers or incurs any expenses, costs, damages or other liabilities arising from or relating to any Indemnifiable Claim, such member may periodically provide you with invoices for the amount of such expenses, costs, damages and other liabilities. Such member may provide you with any such invoice before the initiation or occurrence of any judicial proceeding, lawsuit, or court judgment with respect to such Indemnifiable Claim. Within thirty (30) days after you receive each such invoice, you will fully pay the invoiced amount to such member.

16. THIRD-PARTY TERMS

16.1 Terms of App Marketplaces. If you use an App Marketplace to download the applicable App or pay any App Fees, the App Marketplace may require you to agree to certain terms and conditions required by the App Marketplace. Such terms and conditions might affect your rights and remedies related to the transactions that you perform using such App Marketplace. You agree to abide by such terms and conditions, including the additional terms provided in this Article 16.

16.2 Apple’s Minimum Terms. In accordance with our agreement with Apple Inc. (“Apple”), MOMDAY and you agree to the following terms of this Section 16.2:

16.2.1 Acknowledgement. MOMDAY and you acknowledge that: (a) these Terms are concluded between MOMDAY and you only, and not with Apple; and (b) MOMDAY, not Apple, is solely responsible for the applicable App and the content thereof. These Terms may not provide for usage rules for such App that are in conflict with, Apple’s App Marketplace terms and conditions as of the Effective Date, which MOMDAY acknowledges that MOMDAY has had the opportunity to review.

16.2.2 Scope of License. The license granted to you for such App must be limited to a non-transferable license to use such App on any Apple-branded products that you own or control and as permitted by the usage rules set forth in Apple’s App Marketplace terms of service, except that such App may be accessed, acquired, and used by other Apple accounts associated with you via family sharing or volume purchasing.

16.2.3 No Maintenance or Support by Apple. As between Apple and MOMDAY, MOMDAY will be solely responsible for providing any maintenance and support services with respect to such App, as specified in these Terms or as required under applicable law. MOMDAY and you acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to such App.

16.2.4 Warranty. MOMDAY will be solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of such App to conform to any applicable warranty expressly set forth in these Terms, (a) you may notify Apple, (b) Apple will refund the purchase price for such App to you, and (c) to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to such App, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any such warranty will be MOMDAY’s sole responsibility.

16.2.5 Product Claims. MOMDAY and you acknowledge that MOMDAY, not Apple, will be responsible for addressing any claims by you or any third party relating to such App or your possession and/or use of such App, including: (a) product liability claims; (b) any claim that such App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation, including in connection with such App’s use of the HealthKit and HomeKit frameworks. These Terms will not limit MOMDAY’s liability to you beyond what is permitted by applicable law.

16.2.6 Intellectual Property Rights. MOMDAY and you acknowledge that, in the event of any third party’s claim that such App or your possession and use of such App infringes such third party’s intellectual property rights, MOMDAY, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.

16.2.7 Legal Compliance. You represent and warrant that: (a) 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 (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

16.2.8 Developer Name and Address. In Section 17.1 of these Terms, MOMDAY has stated its name and address, and the contact information (telephone number and email address) to which any of your questions, complaints, or claims with respect to such App should be directed.

16.2.9 Third-Party Terms of Agreement. You will comply with all applicable third-party terms of agreement when using such App.

16.2.10 Third-Party Beneficiary. MOMDAY and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

17. MISCELLANEOUS

17.1 Notices. All notices under these Terms must be in writing and may be given as described in this Section. We may provide you with written notice under this Terms via an email to the email address that you provide to us, via a text message to any mobile phone number you provide to us, or via any message or notification to any messaging system within your Account or the applicable App. You will keep your email address up to date in your Account. You may provide us with written notice by sending your notice to our email address or street address, each of which is set forth in this Section below. We may change our notice address by sending a notice to you using any notice method described in this Section. Any notice that you provide relating to or involving any dispute, claim, controversy, arbitration, lawsuit, or legal action must, to be effective, be delivered to us at least via a nationally or internationally recognized courier with proof of delivery service requested, or via registered or certified U.S. mail with return receipt requested and postage prepaid.

Our Notice Address:

Momday, LLC

PMB 570

1151 Walker Road, Suite 100

Dover, Delaware 19904

Email Address: hello@momday.com

17.2 Government Rights. The Apps are “commercial products” or “commercial services,” as such terms are defined in FARS §2.101. Any use, reproduction, display, modification, performance, distribution, or disclosure of such commercial products or commercial services by the U.S. government will be governed solely by these Terms and will be prohibited except to the extent expressly permitted by these Terms.

17.3 Export Restrictions. The export laws and regulations of the United States and any other relevant local export laws and regulations will apply to the Apps. Such export laws will govern your use of the Apps (including technical data) and any App deliverables provided under these Terms. You will comply with all such export laws and regulations (including “deemed export” and “deemed re-export” regulations). You will not, directly or indirectly, export any portion of Apps or export any data, information, software programs or materials resulting from any Apps (or direct product thereof) in violation of these laws. You will not use any data, information, software programs or materials resulting from any Apps (or direct product thereof) for any purpose prohibited by these laws including nuclear, chemical or biological weapons proliferation, or the development of missile technology.

17.4 Assignment. You will not assign any rights or delegate any obligations under these Terms without our prior written consent. Any attempted assignment in violation of these Terms will be null and void. We may assign all or any part of our rights or obligations under these Terms without your consent to any subsidiary, affiliate, successor in interest or other party through contractual assignment, merger, acquisition, or otherwise. These Terms will be binding upon the heirs, successors, legal representatives and permitted successors or permitted assigns of the parties.

17.5 Force Majeure. We will not be liable for any failure or delay in the performance of our obligations pursuant to these Terms if: (a) such failure or delay could not have been prevented by reasonable precautions; or (b) such failure or delay is caused, directly or indirectly, by any Disruption.

17.6 Independent Contractors. In the performance of these Terms, you and MOMDAY will at all times act as, and be deemed to be, independent contractors. You will not be considered an employee, joint venturer, agent or partner of MOMDAY. Neither you nor MOMDAY will be authorized to assume or create any obligations or responsibilities, express or implied, on behalf of, or in the name of, one another.

17.7 Governing Law. These Terms will be governed by and construed in accordance with the laws of the State of Delaware, excluding: (a) its conflict of laws principles; and (b) the United Nations Convention on Contracts for the International Sale of Goods.

17.8 Dispute Resolution Definitions. For the purposes of these Terms: (a) the term “Dispute” will mean any dispute, controversy, claim, or cause of action arising out of or relating to: (i) these Terms (including any Supplemental App Terms) or the interpretation, enforceability, breach, termination, applicability, or validity of the foregoing; (ii) any portion of Our Property, any Input, or any Post; or (iii) any other dispute arising out of or relating to the relationship between you and us; (b) the term “Your Group” will mean you and those in privity with you, such as your beneficiaries; and (c) the term “Parties” means you and us, and the term, “Party” means either you or us.

17.9 Arbitration.

17.9.1 Binding Arbitration. Except as provided in Section 17.10, no member of Our Group or Your Group will submit any Dispute to any court of law, the Parties hereby forfeit their right to file and litigate any lawsuit in a court of law relating to any Dispute, and each Party may only resolve Disputes through binding arbitration as provided in this Section 17.9 (“Arbitration”).

17.9.2 Waiver of Right to Trial by Jury. You understand that, in the absence of this Section 17.9, you might have had a right to litigate disputes through a court, including the right, if any and subject to the rules of your jurisdiction, to litigate claims on a class-wide or class-action basis. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH MEMBER OF YOUR GROUP AND OUR GROUP HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES THOSE RIGHTS AND ALL RIGHT TO TRIAL BY JURY IN CONNECTION WITH ALL DISPUTES. EACH SUCH MEMBER WILL RESOLVE DISPUTES SOLELY THROUGH BINDING ARBITRATION IN ACCORDANCE WITH THE PROVISIONS OF THIS SECTION 17.9. NO PART OF THE ARBITRATION WILL BE CONSOLIDATED WITH ANY OTHER ARBITRATION OR CONDUCTED ON A CLASS-WIDE OR CLASS ACTION BASIS. EACH PARTY AGREES AND ACKNOWLEDGES THAT SUCH WAIVER IS A SUBSTANTIVE PROVISION BARGAINED BY THE PARTIES AS CONSIDERATION FOR ENTERING INTO THESE TERMS.

17.9.3 American Arbitration Association. The Party who initiates any Arbitration proceeding will submit the Dispute to the American Arbitration Association (“AAA”) for binding resolution. The Dispute will be resolved exclusively and finally by the AAA. The Parties will agree upon another arbitration forum if the AAA ceases all of its operations.

17.9.4 Election of Arbitrators. The Arbitration will be conducted by and before three (3) arbitrators. The Parties will confer to mutually select the arbitrators. If the Parties are unable to agree upon the arbitrators within thirty (30) days after the Dispute is submitted to the AAA, the AAA will independently assign the three (3) arbitrators.

17.9.5 Substantive Law; Award Limitations; Place; Language. In the Arbitration, the arbitrators will apply the laws of the State of Delaware, excluding: (a) its conflict of law principles; and (b) the United Nations Convention on Contracts for the International Sale of Goods. The arbitrators will not have the right to award treble damages, punitive damages, or attorneys’ fees to the prevailing Party. The location of the Arbitration will be in New Castle County of the State of Delaware or any other location that the Parties agree upon. The Arbitration will be conducted in the English language. Any decision or award rendered in the Arbitration proceeding will be final and binding on Our Group and Your Group, and judgment may be entered thereon in any state or federal court having jurisdiction. This Section 17.9 will be governed by the Federal Arbitration Act, 9 U.S.C. Section 1, et seq.

17.9.6 AAA Contact Information. Information regarding the AAA may be obtained from the AAA online at www.adr.org or by calling the phone number or writing to the address specified at such website.

17.10 Injunctive Relief. Notwithstanding Section 17.9, in the event that you breach or threaten to breach Article 4, 5, 6, 7, or 8, or you infringe upon or violate the intellectual property rights, privacy rights, rights of publicity, or similar rights of us or any third party in connection with the purposes or subject matter of these Terms, we will be entitled, in addition to any other remedies available, to seek a temporary restraining order and other injunctive relief in a court of law without any requirement to prove actual damages or to post a bond, and we will be entitled to any other appropriate equitable relief that the court deems proper.

17.11 Challenge of Arbitration Enforceability. If you file any lawsuit relating to any Dispute in any court of law based on any allegation or claim that the arbitration provisions of these Terms are unenforceable, invalid, or unlawful, (a) the governing law specified in Section 17.7 will govern such lawsuit; (b) the state and federal courts serving New Castle County of the State of Delaware will have sole and exclusive jurisdiction over such lawsuit and to hear and determine such Dispute; (c) you hereby irrevocably waive all claims of immunity from such jurisdiction; (d) you hereby irrevocably waive any right to resolve such lawsuit and Dispute through any different courts based on forum or venue inconvenience; and (e) if any such court determines that such Dispute is properly subject to arbitration under these Terms, we will have the right to be awarded by such court or the arbitrators, the total of the attorneys’ fees and costs that we incurred related to such lawsuit.

17.12 Reservation of Remedies. You acknowledge and agree that we have, will reserve, will retain, and may exercise, both during and after the termination of these Terms, all rights and remedies available to us (whether derived from these Terms, from applicable law or otherwise) as a result of or in connection with your breach of these Terms or misuse of Our Property.

17.13 Waiver. Our delay or failure in enforcing any right or remedy afforded under these Terms or by law will not prejudice or operate to waive that right or remedy or any other available right or remedy.

17.14 Severability. If any term of these Terms is held invalid or unenforceable by a court of competent jurisdiction, or becomes invalid or unenforceable by operation of law, the remainder of these Terms will continue in full force and effect, and such term will be replaced with another term consistent with the purpose and intent of these Terms.

17.15 Arbitral/Judicial Modification. If any arbitrator or court deems any provision of these Terms unenforceable because of its scope with respect to disclaimer, limitation, waiver, area, time, business activities, ownership or other matters, such arbitrator or court, as the case may be, will have the power to modify such provision, through reductions or limitations thereon or to delete specific words or phrases. In its reduced form, such provision will then be enforceable and will be enforced under applicable law.

17.16 Entire Agreement. These Terms (including the Supplemental App Terms) form the complete agreement between you and MOMDAY relating to the subject matter of these Terms, and these Terms supersede all prior or contemporaneous agreements or representations, written or oral, regarding the subject matter described herein.

17.17 Amendment. Subject to Section 17.18, these Terms may not be modified, and the rights, obligations, and restrictions may not be altered or waived, except in a writing signed by both Parties. These Terms will not be modified by any course of dealing, course of performance, or usage of trade.

17.18 Updated Versions. From time to time, we may modify any portion of these Terms, resulting in an updated version thereof. We may provide you with a written notice of such modification (including a link to or copy of such updated version) in accordance with Section 17.1. If you decline to accept and be bound by any updated version of these Terms, your sole recourse is to complete the App Removal Steps for all Apps, permanently discontinue using all Apps, and terminate these Terms in accordance with these Terms.

17.19 Controlling Terms; Conflicts. These Terms supersede the terms in any purchase order, procurement internet portal, or other similar document not provided by MOMDAY, and no terms included in any such purchase order, portal, or document will apply to any Apps. If any of these Terms conflict with any Supplemental App Terms, these Terms will control and prevail.

17.20 Construction; Interpretation. Each Party acknowledges and agrees that: (a) it has reviewed and fully understands the terms and provisions of these Terms; (b) no presumption or burden of proof will arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of these Terms or the changes made through any revisions; and (c) the rule of construction to the effect that any ambiguities are resolved against the drafting party will not be employed in the interpretation of these Terms.

17.21 English Language. These Terms will be interpreted and construed exclusively in the English language. All notices and correspondence related to these Terms will be written exclusively in the English language.

17.22 Electronic Signature. For purposes of these Terms, (a) your electronic signature will be deemed your written signature, and (b) the following will be deemed your electronic signature: (i) your click or tap inputs submitted to us electronically through a screen or graphical interface that you receive from us or our Affiliates; (ii) your consent or approval expressed in an email, HTML document, web interface, mobile interface, or other graphical interface received by us; and (iii) any image that represents your signature, including your printed name displayed in standard or stylized format on an electronic document in PDF or other digital format. You agree that your electronic signature of these Terms will be deemed, and will have the same force and effect as your original, hand-written signature of these Terms.

End of App Terms

Rev. No. 10-01-2026-V1