Effective date: July 10, 2024

Please make sure to carefully read these Terms of Service ("Terms") for the Advancify as they contain important information about your legal rights, remedies, obligations and responsibilities. These Terms of Service constitute a legally binding agreement between you and Neuronext Inc, a company registered in state Delaware, United States, governing your access to and use of the Advancify website as specified further, including any subdomains thereof, as well as any mobile, tablet and other applications for either operating system and everything associated with services provided by Neuronext Inc (collectively further referred to as the “Neuronext”, “Advancify”, “Advancify Kids”, Advancify Services”, “we” or “us"). To accept these Terms, both individually and on behalf of your User(s), please click "I Agree" as prompted during the registration process in Advancify.

 

General Terms and Conditions Applicable to All Services Offered by Neuronext

Definitions.

• Account: Refers collectively to all your Covered Accounts as defined in the Neuronext Terms.
• Account Data: Electronic data and information submitted by or for the Manager and/or Managed User to Neuronext, or collected and processed as a result of their use of the Advancify Service, excluding Usage Data. This may include Personal Data.
• Administrative User: A Managed User or third party authorized by the Manager to access and manage the Managed Account(s).
• Dependent: Defined in the Neuronext Terms as the Manager’s minor child or legal dependent under the Manager’s guardianship.
• Advancify: is an application designed for adult users, such as parents and managers, to monitor digital learning activities, other online activities, and the eye strain levels of their dependents (children) through Advancify Kids.
• Advancify Kids: is an application for dependent users. It can only be activated with permission from an administrative account in Advancify.
• Feedback: Feedback, comments, ideas, and suggestions for improvements to Neuronext’s products and services provided by you or your Users.
• Managed Account: A unique collection of data such as Manager’s name, email, passwords, and other specific details utilized by any instance of the Advancify Service.
• Manager: is a registered user in Advancify.
• Advancify Content: Includes all content within Advancify Services such as designs, text, graphics, images, videos, logos, button icons, software, audio files, computer code, and Usage Data.
• Parent: is a Manager and the parent or legal guardian of managed users connected to the Advancify account via Advancify Kids.
• Service Providers: Refers collectively to Neuronext’s affiliates, resellers, referral partners, content providers, and service providers involved in the marketing, sale, or delivery of Services, as well as any authorized third-party distributors of Neuronext’s Products and/or Services.
• Services: Refers to the Advancify website and applications, and any other future services offered by Neuronext.
• Submissions: User behavior data which may include profile information, device types accessing the Neuronext, and other user-generated content.
• Support Services: Services provided by Neuronext to support Manager’s and Managed User’s use of the Advancify Services.
• User(s): Refers collectively to your Dependents, Subscribers, and Managed Users, each as defined in the applicable Neuronext Terms.
• Updates: Updates, upgrades, bug fixes, patches, and other error corrections or new features, functionality, tools, or content added to the Products.
• Usage Data: Information and data generated in connection with the use of the Advancify by the Manager and any Managed User, including but not limited to network policies, log and configuration information, URLs, metadata, and net flow data.
• User Device: Internet-enabled devices not provided by Neuronext or its business partners, such as mobile phones, tablets, computers, routers, and firewalls, along with associated software.
• You, Your: Refers to the individual agreeing to these Terms, responsible for the Covered Account and associated Dependents in connection with the Advancify. You may also be referred to as “Parent” within the context of the Advancify.

 

 

 

1)      Introduction.

 

Overview: ADVANCIFY, operated by Neuronext, is a digital tool designed for you, the subscriber’s parent or legal guardian ("Parent," "you," "your"), and other users ("Managers"). This tool is accessible via mobile or desktop applications and focuses on monitoring children’s digital learning activities and potential digital eye strain in users.

Digital Learning Activities: Advancify allows Managers (Parents) to monitor their children’s activities related to educational resources. It provides essential information about their learning, such as the resources used, duration and timing of usage, and other key metrics developed by Neuronext. These insights help Parents understand and enhance their children’s learning processes.

Eye Strain Monitoring: Advancify enables Managers (Parents) to monitor their children’s digital activities and provides insights into potential eye strain. It gathers information from connected Advancify Kids accounts of managed users to track eye strain levels during any digital activity, including learning periods, by monitoring their engagement with educational resources.

Flexible Information Delivery: ADVANCIFY offers information in various formats and reserves the right to modify this content at any time.

Advancify Kids: is an application for Dependent users (Kids). It can only be activated with permission from an administrative account in Advancify. Advancify Kids monitors and provides information about the digital eye strain of Managed Users during any digital activities, including learning periods, by tracking their activities linked to educational resources.

 

 

1.       Acknowledgements

You acknowledge, understand, and agree that:

 

1.1.    Entire Agreement: These Terms, including the Advancify Terms and the Privacy Policy, constitute the entire agreement between you, your User(s), and Neuronext, governing your use of the Services. This supersedes any prior agreements. You and your User(s) may also be subject to additional terms applicable to certain parts of the Services.

 

1.2.    Relationship: No joint venture, partnership, employment, or agency relationship exists between you, your User(s), and Neuronext as a result of these Terms or use of the Services.

 

1.3.    Claims: Any claim or cause of action you or your User(s) may have with respect to Neuronext must be commenced within one year after the claim arises.

 

1.4.    Waiver: Neuronext's failure to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision.

 

1.5.    Assignment: Neither you nor your User(s) may assign the Terms or any rights or obligations without Neuronext’s express written consent.

 

1.6.    Benefit: The Terms benefit Neuronext’s successors, assigns, and licensees. Section titles are for convenience only and have no legal effect.

 

1.7.    Third-Party Rights: Except as specifically set forth herein, the provisions of these Terms confer rights only upon you, your User(s), and Neuronext, and no other persons.

 

1.8.    Equitable Relief: You and your User(s) agree that any breach may cause irreparable harm to Neuronext, and that Neuronext may seek injunctive relief to enforce these Terms without the need to post a bond.

 

1.9.    Severability: If any provision of these Terms is found unenforceable, it will not affect the validity of the rest of the Terms. The court should try to give effect to the parties' intentions as reflected in the unenforceable provision.

 

1.10.                     California Residents: California residents may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at their mailing address or by telephone.

 

2.       Managed Users

The Manager represents that:

3.1. For Dependent Managed Users: The Manager acts on behalf of such Managed Users in consenting to and granting Neuronext the right to access, use, and disclose the Managed User's Personal Data as necessary to provide the Neuronext.

3.2.  For Adult Managed Users: The Manager has all necessary authority, or has obtained all necessary consents from such Managed Users, to allow Neuronext to access, use, and disclose their Personal Data as needed to provide the Advancify. Neuronext reserves the right to verify such consents and may exclude any Managed User from the Manager's account if consent cannot be confirmed.

User Conduct Guidelines

When accessing or using the Products, both Manager and any Administrative Users must adhere to the following conduct guidelines:

3.3. Usage Restrictions: The Products are to be used for the Manager’s personal, family, community, or internal business purposes only and not on behalf of any third party.

3.4. Prohibited Actions: Manager and Administrative Users are not authorized to:

• (a) Impersonate any person or entity, falsify, or misrepresent their identity, credentials, affiliations, or intentions.
• (b) Collect, store, or use information about a Managed User without their express consent.
• (c) Engage in behavior that could be construed as stalking or harassing a Managed User.
• (d) Use the Products if they are unable to form legally binding contracts (e.g., under 18 without parental or guardian consent).
• (e) Use the Products if they are barred from receiving services under applicable laws of the United States or other jurisdictions.
• (f) Use the Products for purposes not expressly permitted by these Terms.

 

 

4. Registration

4.1. General Requirements To subscribe to the Advancify Services, a Subscriber must be represented by their parent or legal guardian who is 18 years or older, and who will subscribe to the Advancify Services on the Subscriber's behalf.

4.2. Parent or Legal Guardian Responsibilities You may only register your own child(ren) or legal Dependent(s) under their subscription to the Advancify Services. You represent and warrant that you are the legal parent or guardian of the Subscriber for any Covered Account to be monitored by the Advancify Services. If your child is 18 or older and you are not their legal guardian, you may subscribe to the Advancify Services on their behalf provided you have: (i) their prior written consent, (ii) notified Neuronext of such request per the notice provisions herein, and (iii) received Neuronext’s prior written approval, signed by a duly authorized officer. You acknowledge that your indemnity obligations under Section 20 of the General Terms and Conditions apply to any use of the Advancify Services that violates this section.

4.3. Covered Accounts Upon registration, you must identify each Subscriber and provide their username and password for each Covered Account linked to the Advancify Services.

4.4. Compliance with Third-Party Platforms You and the Subscriber acknowledge that most third-party platforms require users to be 13 years or older. Compliance with such age requirements is the sole responsibility of you and the Subscriber.

4.5. Account Creation and Security When creating an Account, you will be asked to create a username (using your email) and a password. It is crucial to use “strong” passwords (combinations of upper and lower case letters, numbers, and symbols). You are responsible for maintaining the accuracy and security of your contact information and account details. You must promptly notify Neuronext at privacy@advancify.co of any suspected breach or unauthorized use of your account. Neuronext is not liable for losses caused by failure to comply with these security obligations, and you are solely responsible for any losses incurred by Neuronext or others due to unauthorized account activity.

 

 

5. Collection of Subscriber’s Information

5.1. Information Collection During the registration process for the Advancify Services, Neuronext will collect essential details such as the name, email, eyeglasses using, and date of birth of the Subscriber associated with a Covered Account.

5.2. Consent for Information Use You and the Subscriber explicitly consent to Neuronext’s collection, monitoring, and review of all information associated with a Covered Account. This includes monitoring communications to and from the account.

5.3. Monitoring digital activities.

Advancify monitors users' digital activities on devices, collecting data about the duration of application use and internet activity, including the names of visited URLs and the times of visits. This data is collected to provide information on digital eye strain across devices, apps, and internet resources.

5.4. Eye Strain Reporting We provide timely alerts about the Subscriber’s online activities through the Advancify application. Should we detect a high level of eye strain in a User, which we determine at our sole discretion, we will notify you promptly. Your consent to this monitoring is a mandatory condition for using the Neuronext Apps.

5.5. Delivery of Alerts Neuronext aims to send alerts via push notifications to your mobile device(s), provided they are properly configured to receive such notifications.

5.6. Eye tracking.

The Manager (Parents) can grant permission for the Advancify Kids desktop version to access the webcam. This webcam will be used by our eye-tracking technology to monitor eye activity for fatigue detection. If our algorithms detect fatigue, they will notify the child to take a break. ALL DATA FROM EYE TRACKING IS PROCESSED LOCALLY ON THE DEVICE. WE DO NOT SEND VIDEO OR PHOTOS FROM THE WEBCAM TO OUR SERVERS.

5.7. Learning Content Detection and Categorization on Advancify Kids Desktop Version.

We request the Manager to grant additional permissions for the Advancify Kids Desktop version to recognize and categorize learning content by subject. If the Manager provides the requested permissions, the system can take screenshots during PC usage to identify and categorize learning content.

ALL DATA FROM THE SCREENSHOTS IS PROCESSED AND CATEGORIZED LOCALLY ON THE DEVICE. WE NEVER SEND SCREENSHOTS TO OUR SERVERS. ONLY THE LEARNING CATEGORIES—SUCH AS MATH, PHYSICS, BIOLOGY, AND OTHERS—ARE SENT TO OUR SERVERS TO PROVIDE MANAGERS (PARENTS) WITH ESSENTIAL INFORMATION ABOUT THEIR CHILDREN’S LEARNING ACTIVITIES.

6. Subscription and Payments

6.1 Subscription Terms Services are available on an annual subscription basis. If you opt for a yearly subscription, a subscription fee is charged annually to your payment method. For services involving multiple users under one parent, only one subscription fee is applicable for all such users. Yearly subscriptions automatically renew each year unless you cancel on behalf of your User(s). The subscription term starts on the day you first subscribe and renews on the same day each year. You can cancel the subscription at any time via the “Account” page on our site. Upon cancellation, services will terminate on the day of cancellation. Certain rights and obligations, such as intellectual property ownership, warranty disclaimers, indemnity, and section 21, will survive the termination of your subscription. No refunds are provided.

7. Payment; Service Providers

7.1. Purchases and Payment Terms. If you or a Managed User purchase Products directly from Neuronext, you authorize Neuronext to charge the purchase or subscription fees to the payment method on file according to the terms set in the Managed Account. If purchases are made through a Service Provider, payment terms are defined by your agreement with that Service Provider. However, this agreement will not alter the terms herein and is not binding on Neuronext.

7.2. Account Data If purchases are made through a Service Provider, you acknowledge that the Service Provider may access your Account Data. Neuronext is not liable for any access or use of your Account Data by the Service Provider.

7.3. Payment Details At registration, you authorize Neuronext to charge the applicable subscription fee annually until you cancel the subscription. All fees are in US Dollars and exclude any taxes or governmental assessments. You are responsible for all taxes associated with your purchases. Neuronext may invoice you for any taxes that are required to be withheld.

7.4. Third Party Charges and Mobile Alerts You are responsible for any fees incurred through internet access providers or other third parties, including data charges and charges for SMS messages or mobile services accessed through the Services. Neuronext is not liable for these third-party charges.

 

8. Cancellation; Suspension or Termination.

8.1. Neuronext may suspend or terminate your and your User(s)' access to the Services due to non-payment of fees. Neuronext may also limit, suspend, or cancel the Services at its discretion if it suspects breach of these Terms. Suspensions will continue until the issue is resolved to Neuronext’s satisfaction. Upon deactivation or cancellation, Neuronext has the right to delete your and your User(s)' information but is not obligated to do so.

This revision aims to enhance clarity and readability while ensuring all essential details are retained and effectively communicated.

 

 

9. Privacy

9.1. Links to Third-Party Websites; YouTube; Google

•  Third-Party Links: The Services may provide links to third-party websites, resources, or services. Neuronext is not responsible for the availability, terms, or content of these sites, nor does it endorse them. You and your User(s) assume all risks from using these external sites and agree that Neuronext is not liable for any damages arising from such use.
•  YouTube API Services: The Services use the YouTube API Services. By using these services, you agree to be bound by the YouTube Terms of Service and Google Privacy Policy, which are integrated into our Privacy Policy.

9.2. Protection of Personal Data. Neuronext uses Account Data to deliver and improve the Products and complies with our Privacy Policy. We maintain strong administrative, physical, and technical safeguards to protect the security, confidentiality, and integrity of Personal Data. Neuronext may share Account Data with third-party service providers under the same data protection standards.

9.3. International Data Transfers. Neuronext may process and store Account Data internationally, ensuring compliance with data protection obligations regardless of where data is transferred.

9.4 Communications. By using the Neuronext Apps or providing Personal Data, you agree to receive electronic communications from Neuronext regarding security, privacy, and administrative issues, as well as product updates and marketing. In the event of a security breach, Neuronext will notify you electronically, unless you request a written notice at privacy@advancify.co.

9.5. Privacy Policy Consent. By using the Services, you consent to Neuronext’s collection and processing of information as outlined in our Privacy Policy available at https://www.advancify.co/privacy.

9.6. Privacy of Minors. For information regarding policies on children under the age of 13, please contact Neuronext at privacy@advancify.co. You may terminate Neuronext's access to any Covered Account managed through the Advancify Services by canceling the subscription via the "Account" page. Our Services do not offer in-app purchases to children under 13.

 

 

10. Manager Acknowledgements and Warranties.

Manager and Managed User declare and guarantee to Neuronext the following:

10.1. Manager possesses the necessary authority and right to enter into and abide by the Neuronext Apps Terms, both individually and on behalf of Managed User. Manager is fully authorized to represent and bind Managed User, and to provide the commitments and consents herein.

10.2. Manager holds or controls all required rights to bestow the permissions and licenses granted in this document, including the authority to oversee and gather the Account Data through the Neuronext Management Services.

10.3. Manager has obtained and possesses consent from all Managed Users as mentioned in clause 3.1., including permission to disclose Managed User’s Personal Data to Neuronext.

10.4. In instances where Manager or Managed User utilizes a Neuronext Apps, Manager has notified or will notify all network users under surveillance that their activities and related data, including Account Data of all Managed Users, might be accessed by either Manager or Neuronext or the relevant Service Provider.

10.5. Both Manager and Managed User will adhere to all applicable federal, state, or local laws, avoiding any violations or infringements of third-party rights, including those related to intellectual property, privacy, or publicity, especially in the use of Account Data or in the access and usage of the Products.

10.6. The rights exercised by Neuronext, as granted by Manager and Managed User, will comply with relevant laws and not infringe upon third-party rights.

10.7. All account information provided by either Manager or Managed User will be accurate, complete, and current at the time of submission, and will be updated as necessary to maintain its accuracy and completeness.

 

 

 11. Supported Uses

11.1. The Products are restricted to systems and applications that are supported as indicated in the documentation provided with the Products or available online by Neuronext. The Products are not intended for use in critical applications such as weapon systems, nuclear facilities, transportation, aviation, life-support, or other hazardous environments where product failure could result in injury or death. The responsibility for such usage lies entirely with the Manager and Managed User.

12. Access and Support Permissions

12.1. Manager and Managed User acknowledge and consent that directly requesting Support Services for the setup, ongoing usage, or troubleshooting of Neuronext's Products or Managed Accounts through any communication means grants Neuronext or its authorized representatives express permission to access their Products, User Devices, or Managed Account details remotely. This access is solely for the purposes of reviewing or modifying logs, configurations, software processes, or any other local data on these devices or within Neuronext servers, essential for troubleshooting, debugging, or optimizing the services provided by Neuronext.

Manager has the option to specify restrictions on the level of access granted to Neuronext and its representatives at the time of requesting support, detailing any specific limitations on access to logs, diagnostics, configurations, software processes, or other local data.

It is understood that nothing within the Neuronext Apps Terms mandates Neuronext to offer any Support Services. Neuronext is not obliged to rectify any defects in the Products or to update them.

Manager is expected to promptly report any defects discovered in the Products to Neuronext, assisting in the development of enhanced versions of these Products. MANAGER AND MANAGED USER ACCEPT THAT ALL SUPPORT SERVICES AND RELATED INFORMATION, CONTENT, OR MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE." EXCEPT AS EXPLICITLY STATED, NEURONEXT DOES NOT GUARANTEE ANY SPECIFIC OUTCOMES FROM USING THE SUPPORT SERVICES NOR THE ACCURACY OR RELIABILITY OF THE INFORMATION AND MATERIALS PROVIDED THROUGH THESE SERVICES. THE USE OF THESE SERVICES AND ALL RELATED CONTENT IS AT THE SOLE RISK OF THE MANAGER AND MANAGED USER.

FURTHERMORE, MANAGER AND MANAGED USER ACKNOWLEDGE THAT THESE DISCLAIMERS AND LIMITATIONS ARE SUPPLEMENTARY TO, AND NOT A REPLACEMENT FOR, THE DISCLAIMERS AND LIMITATIONS SPECIFIED IN SECTION 19 OF THE NEURONEXT TERMS.

 

13.Misconduct and Investigations

13.1. Right to Monitor Access: You and the Managed User acknowledge that Neuronext reserves the right, though not the obligation, to monitor the access and usage of Neuronext Apps by any user at any point without prior notice. Neuronext may do this if it reasonably believes it necessary to: (i) comply with laws or regulations, respond to a legal process or governmental requests (such as subpoenas, warrants, or court orders), (ii) address claims made against Neuronext, (iii) enforce compliance with the Neuronext Apps Terms, including investigating potential violations, (iv) perform risk assessments, or prevent, detect, and investigate fraud, security, or technical issues, (v) protect the rights, property, or safety of Neuronext, its users, or the public, and (vi) manage and enhance the functionality of the Neuronext Apps including support purposes. Neuronext has the right to investigate and respond appropriately to misconduct reports, but it is not obligated to take any action. Neuronext is not liable for the actions or omissions of any Manager, Administrative User, Managed User, or any third party, irrespective of its own actions or inactions.

13.2.Manager’s Cooperation: The Manager agrees to actively cooperate with Neuronext or its representatives during such investigations. This includes providing Neuronext with any information it reasonably requests to aid the investigation process.

 

14. License Grants

Subject to the terms of these Neuronext Terms, Neuronext grants Manager and Managed User a personal, non-exclusive, non-transferable, non-sublicensable, revocable, limited license to:

1. Install, administer, and operate the Advancify within a home network or any compatible network over which Manager has administrative authority.
2. Install and integrate the Advancify with Manager’s and Managed User’s network, User Devices, and other devices that access the Advancify and/or Managed Accounts.
3. Use the Advancify in its complete, unmodified form on any such network, computer, mobile device, User Device, or other devices designed to interact with the Advancify.
4. Access the Advancify and utilize the features and functionality provided by Neuronext through the Advancify.
5. Access and use Neuronext Content solely for personal, non-commercial use by Manager and Managed Users.

Any use beyond this scope is expressly prohibited. Unauthorized use of Neuronext Content may violate copyright, trademark, and applicable communication regulations and statutes and is strictly prohibited.

Ownership Neuronext retains all rights, title, and interest, including all intellectual property rights, in:

• The design and technical specifications of the Neuronext Apps.
• All current or future Neuronext applications.
• The Advancify and Neuronext Content.

Manager and Managed User acknowledge that the source code, object code, and the structure of the Neuronext Apps are the intellectual property and proprietary and confidential information of Neuronext and/or its collaborators. Manager and Managed User agree they have no rights to the Products apart from those expressly granted in these Terms.

·         No Other Rights Granted Apart from the explicitly stated license rights, no additional ownership rights, title, or interests are granted to Manager and Managed User, nor any security interest in any intellectual property relating to the Neuronext Apps.

·         Proprietary Notices Manager and Managed User must not remove or obscure any copyright or trademark notices from the Neuronext Content or Apps. All Neuronext symbols, trademarks, and service marks are owned by Neuronext, and no rights are granted to Manager and Managed User therein.

·         Third-Party Content The Neuronext Apps may include content from Neuronext’s partners and licensors. Except as stated within these Terms, Manager and Managed User may not copy, modify, or redistribute any content accessed through the Neuronext Apps.

·         Usage Data By using the Neuronext Apps, Manager and Managed User assign and transfer all rights in and to the Usage Data to Neuronext, allowing its use for enhancing service provision, feature development, and performance analysis as outlined in the Privacy Policy.

·         Account Data Manager and Managed User grant Neuronext a worldwide, perpetual, irrevocable license to use, modify, and exploit their Account Data for the purposes of providing the Neuronext Apps. They retain all copyright and trademark rights to their Account Data.

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·         Ownership and Use Restrictions Neuronext, or its licensors, holds ownership or is the authorized user of all trademarks, registered trademarks, and service marks associated with the Services. Neuronext also owns or licenses all content and information provided through the Services, unless specified otherwise. Use of the Services does not confer a license to any content, features, or materials accessed through the Services. Modification, rental, lease, loan, sale, distribution, or creation of derivative works of such content, in whole or in part, is prohibited unless expressly permitted by these Terms or otherwise authorized by Neuronext. Any commercial use of the Services is strictly prohibited unless allowed under these terms or explicitly approved by Neuronext.

·         Legal Risks and Restrictions Use of the Services beyond the scope provided in these terms may lead to violations of copyright and other laws in the United States and other jurisdictions, potentially resulting in liability. No additional licenses or authorizations are granted for any intellectual property included on the Services, including trademarks, service marks, or other copyrightable material.

·         Protection of Service Information All information available on the Services, including text, graphics, interfaces, and their arrangement, is protected by copyright law.

·         Trademark Information Product names, logos, designs, titles, words, or phrases may be protected under law as trademarks, service marks, or trade names of Neuronext or other entities. These marks may be registered both in the United States and internationally.

·         Use of Neuronext Marks The Neuronext logos and service names are trademarks of Neuronext ("Neuronext Marks"). Without prior written consent from Neuronext, you and your users are prohibited from displaying or using the Neuronext Marks in any manner. No content on the site grants a license or right to use any Neuronext Marks without our explicit permission.

·         Feedback Ownership All feedback provided by you and your users becomes the exclusive property of Neuronext. This feedback may be used by Neuronext or its affiliates for any purpose, including the development, enhancement, and marketing of Neuronext's products and services. You and your users irrevocably transfer and assign all rights, title, and interest in any feedback, including all global intellectual property rights therein, to Neuronext and waive any moral rights you or your users may have in such feedback.

 

 

15. Restrictions on Use

Manager and Managed User are prohibited from engaging in the following activities:

• Reverse Engineering: Decompiling, reverse engineering, disassembling, attempting to derive the source code, or decrypting the Neuronext Apps.
• Modifications: Making modifications, adaptations, improvements, translations, or derivative works from any Product(s).
• Commercial Use: Using the Product(s) in a manner that directly derives revenue, or for purposes other than those for which they are designed.
• Unauthorized Installation and Use: Installing or using the Neuronext Content, or Apps on non-approved devices or accessing them in an unauthorized manner.
• Unauthorized Distribution: Distributing the Neuronext Apps, or access credentials to unauthorized users or devices.
• Competitive Use: Using Neuronext Content, or Apps  to create a competing product or service, or using Neuronext's proprietary information without express written consent.
• Automated Interactions: Using the products to send automated queries or unsolicited commercial emails.
• Intellectual Property Misuse: Using Neuronext’s proprietary information or intellectual property in the design, development, or distribution of external applications, accessories, or devices.
• Circumvention of Security Measures: Bypassing or circumventing any security or protective measures of the Products, including accessing the Apps post-account suspension, cancellation, or prohibition.
• Prohibited Actions: Reproducing, distributing, or otherwise exploiting Neuronext Apps, or Content in any unauthorized manner.
• Security Breaches: Probing, scanning, or testing the vulnerability of Neuronext systems or networks, or breaching security or authentication measures.
• Interference: Interfering with or compromising the Neuronext Apps, systems, or user access, including through malware or denial-of-service attacks.
• Privacy Violations: Using or storing Neuronext Content in ways inconsistent with the Privacy Policy or these Terms, or violating the privacy rights of users or third parties.
• API Abuse: Damaging Neuronext servers or services through improper API use, or using the API to introduce harmful software.
• Competitive Behavior: Using any Product(s) for the direct purpose of competing with Neuronext.
• Legal Violations: Using any Product(s) or Neuronext materials in violation of applicable laws or regulations.
• Incitement and Assistance: Attempting, advocating, encouraging, or assisting any third party in engaging in any prohibited actions.

These restrictions extend beyond the termination of the Neuronext Terms and are designed to protect the integrity and proprietary rights of Neuronext’s services and intellectual property.

 

 

16. Restriction on Modification

16.1. Manager and Managed User are strictly prohibited from modifying the Neuronext Apps or Neuronext Content except as explicitly permitted under Sections 1,3 and 4 of the Neuronext Apps Terms. Engaging in any unauthorized alterations will:

·         Void Warranties: Nullify all express or implied warranties associated with the Neuronext Apps.

·         Risk of Termination: Lead to immediate termination of their access to the Neuronext Apps.

This condition is imposed to ensure that the Neuronext Apps are used in a manner consistent with the intended design and functionality specified by Neuronext, safeguarding the integrity and performance of the applications.

17. Restriction on Distribution

17.1. Manager and Managed User are expressly forbidden from distributing or providing access to any of the Products outside the specific permissions granted by the Neuronext Apps Terms. Specifically, they must not:

·         Misrepresent Role: Claim or imply themselves to be distributors, authors, or creators of any Products.

·         Unauthorized Sublicensing: Suggest, either explicitly or implicitly, that they possess the rights to sublicense or distribute any of the Products.

·         Prohibited Transactions: Loan, lease, rent, resell, or otherwise distribute or provide access to the Products without the direct authorization provided through the Neuronext Apps Terms.

Any action to distribute or provide access to the Products without Neuronext’s express written consent is strictly prohibited and may result in severe consequences, including but not limited to, termination of service and legal action to safeguard Neuronext’s intellectual property rights and contractual interests.

 

 

18. Modifications and Updates

18.1. Neuronext maintains the right, at its sole discretion, to modify, discontinue, or alter any of its Products, or parts thereof, including any features, functionality, tools, or content, at any time and for any reason—or for no reason—without needing to notify the Manager or Managed User. This includes:

• Product Changes: Neuronext may adjust or cease offering certain products or services, in whole or in part, which could impact how current services operate.
• Updates and Enhancements: Periodically, Neuronext may develop and roll out updates that modify existing features or introduce new features, potentially also removing existing functionalities entirely.
• Automatic or Manual Updates: Depending on the Product settings and connectivity, updates may automatically download and install, or the Manager may be prompted to manually initiate these processes.
• Mandatory Compliance: Manager is required to promptly implement all updates, including security patches and performance improvements as provided by Neuronext.
• Consequences of Non-Compliance: Failure to install the latest updates may impair the functionality of the Products, leading to decreased performance or operational issues.
• Continuity of Features: Neuronext does not guarantee the continued provision of any particular features, functionality, tools, or content within the Products.

All updates are considered part of the Products once available and are subject to the terms and conditions stipulated in the Neuronext Apps Terms. Neuronext disclaims any liability for modifications, discontinuations, or feature removals that may occur over the lifecycle of the Products.

 

19. Third Party Hardware

19.1. When Manager and/or Managed User employ Third Party Hardware to operate the Neuronext Apps, including any User Devices not directly supplied by Neuronext, it's important to note the following guidelines:

• Support and Warranty Claims: Any issues, questions, or concerns regarding the functionality or operation of Third Party Hardware should be addressed directly through the third party's warranty and customer support services. This includes hardware that may be utilizing or incorporating Neuronext technology or apps.
• Exclusion of Neuronext Responsibility: Neuronext explicitly disclaims any responsibility for the functionality, performance, or operability of Third Party Hardware. Users of such hardware should not expect any support or warranty coverage from Neuronext concerning these devices.
• Warranty Limitations: The limited warranty provided by Neuronext applies solely to Neuronext’s products and services and explicitly excludes any Third Party Hardware, even if it includes Neuronext technology or is capable of running Neuronext Apps.

This distinction ensures that Neuronext is not held accountable for the performance or reliability of hardware provided by third-party manufacturers and clarifies where users should seek assistance for hardware-related issues.

 

 

20. Indemnity Agreement

20.1. You and your users agree to defend, indemnify, and hold harmless Neuronext, along with its directors, officers, employees, agents, affiliates, and Service Providers (defined below), from any claims, liabilities, damages, costs, and expenses, including reasonable legal fees, arising from or related to the following:

• Your and your users' use of the Products or Services,
• Any violations or breaches of these Terms or applicable laws by you and/or your users,
• Unauthorized use or distribution of the Products or Services by you or your users,
• Any acts of gross negligence or willful misconduct by you or your users,
• The posting or transmitting of any materials through the Services by you and/or your users, which includes but is not limited to:
• Any third-party claims alleging that the information or materials provided by you or your users infringe on any proprietary rights,
• Any illegal use or disclosure of third-party personal information acquired through alerts received from Neuronext by you and/or your users.

 

 

21. DISCLAIMERS: BOTH YOU AND THE SUBSCRIBER EXPLICITLY ACKNOWLEDGE AND AGREE THAT:

21.1. THE NEURONEXT APPS ARE PROVIDED "AS IS," WITH NO WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, (I) WARRANTIES FOR INFORMATION, DATA, DATA PROCESSING SERVICES, OR UNINTERRUPTED ACCESS, (II) WARRANTIES REGARDING THE AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS, OR CONTENT OF INFORMATION, AND (III) WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A SPECIFIC PURPOSE.

21.2. NEURONEXT DOES NOT GUARANTEE THAT THE ADVANCIFY SERVICES WILL BE TIMELY, SECURE, UNINTERRUPTED, OR ERROR-FREE, NOR THAT DEFECTS WILL BE RECTIFIED.

21.3. NEURONEXT MAKES NO ASSURANCES THAT THE ADVANCIFY SERVICES WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS, OR THAT THEIR USE WILL PROTECT SUBSCRIBERS OR THIRD PARTIES FROM HARM.

21.4. ANY INFORMATION ACQUIRED THROUGH THE USE OF THE ADVANCIFY SERVICES IS PROVIDED TO YOU AT YOUR DISCRETION AND RISK, WITH SOLE RESPONSIBILITY RESTING ON YOU FOR ANY RESULTANT DAMAGE FROM NEURONEXT'S PROVISION OR FAILURE TO PROVIDE SUCH INFORMATION.

21.5. NO ADVICE, RESULTS, OR INFORMATION OR MATERIALS, WHETHER ORAL OR WRITTEN, OBTAINED VIA THE ADVANCIFY SERVICES SHALL ESTABLISH ANY WARRANTY NOT EXPLICITLY OUTLINED HEREIN.

21.6. NEURONEXT DOES NOT OFFER LEGAL OR MEDICAL ADVICE AS PART OF THE ADVANCIFY SERVICES.

21.7. IF YOU AND/OR THE SUBSCRIBER ARE DISSATISFIED WITH THE ADVANCIFY SERVICES, THE SOLE RECOURSE IS TO DISCONTINUE THEIR USE.

LIMITATIONS OF LIABILITY: TO THE FULLEST EXTENT PERMISSIBLE BY LAW, IN NO EVENT SHALL NEURONEXT, ITS SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM THE USE OF, OR INABILITY TO USE, THE PRODUCTS OR SERVICES, OR ANY RELATED CONTENT, MATERIALS, OR FUNCTIONS, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, ANTICIPATED PROFITS, OR BUSINESS, DATA, OR SALES, OR THE COST OF SUBSTITUTE SERVICES, EVEN IF NEURONEXT OR ITS REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (B) AGGREGATE DAMAGES, LOSSES, CLAIMS, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE OR OTHERWISE) ARISING FROM YOUR AND/OR YOUR USER(S)' USE OF THE PRODUCTS OR SERVICES EXCEEDING THE AMOUNT OF SUBSCRIPTION FEES PAID BY YOU TO NEURONEXT. THESE LIMITATIONS APPLY DESPITE ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND SURVIVE THE TERMINATION OF THESE TERMS. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO SOME OF THE ABOVE RESTRICTIONS MAY NOT APPLY TO YOU AND/OR YOUR USER(S).

 

22.Compliance with Law:

22.1. You and your Users commit to abiding by all relevant laws, regulations, and rules concerning your use of the Service. Without limiting the above, you and your Users agree to adhere to all applicable laws governing the transmission of technical data from either the United States or your respective country of residence.

23. Applicable Law/Jurisdiction:

23.1. Both you and your Users stipulate that these Terms are governed by the laws of the State of Delaware, United States, excluding any conflict-of-law principles. It's important to note that your use of the Services or the Site might be subject to additional local, state, national, and international laws. Both you and your Users explicitly consent to the exclusive jurisdiction of the state and federal courts of Delaware for resolving any disputes with Neuronext or related to your and/or your Users' use of the Services, and you both agree to submit to the personal jurisdiction of these courts.

24. Changes to these Terms:

24.1.Neuronext reserves the right to make changes to these Terms periodically. You are advised to review these Terms regularly for updates. These Terms replace all prior notices or statements regarding our Terms concerning the use of the Services. The effective date of our Terms is provided at the top of this statement. We recommend frequent visits to our Site to stay informed about the current Terms and any modifications. If significant changes are made to the Terms, we will publish the revised Terms and their effective date on this Site and may notify you of these changes by displaying a notice (or a link to it) on the Site or through other means. By continuing to use the Services after any modifications to these Terms, both you and your Users agree to be bound by the updated Terms.

 

25. Third Party Specific Provisions.

25.1. iOS Store

The following provisions apply to Products downloaded from the iOS Store:

• Acknowledgement: The Manager and Managed User acknowledge that these Neuronext Terms are between the Manager, Managed User, and Neuronext, not with Apple, Inc. or any of its affiliates (collectively, “Apple”). Neuronext, not Apple, is solely responsible for the Products and their content.
• Scope of License: The license granted to the Manager and Managed User for the use of Products is limited to a personal, non-transferable, non-assignable, revocable, and non-exclusive right to use the Products on any Apple-branded devices owned or controlled by the Manager or Managed User. This license is valid for the relevant subscription period and is subject to the terms and conditions set forth in these Neuronext Terms, as well as the usage rules outlined in the App Store Terms of Service.
• Maintenance and Support: Neuronext, not Apple, is solely responsible for providing maintenance and support services for the Products. The Manager and Managed User acknowledge that Apple has no obligation whatsoever to furnish any maintenance and/or support services for the Products.
• Warranty: Neuronext, not Apple, is solely responsible for any breach of warranties specifically set forth in these Neuronext Terms. If the Products fail to conform to any such warranties, the Manager or Managed User may notify Apple, and Apple will refund the purchase price paid for the applicable Product(s). To the maximum extent permissible by applicable law, Apple will have no other warranty obligation whatsoever to the Manager or Managed User with respect to the Products. Any other claims, losses, liabilities, damages, costs, or expenses related to a failure to conform to any warranty will be Neuronext’s sole responsibility.
• Product Claims: The Manager and Managed User acknowledge that Apple is not responsible for addressing any claims that the Manager, Managed User, or any third party may have relating to the Products or the Manager’s or Managed User’s possession and/or use of the Products, including without limitation:
  (a) product liability claims,
  (b) any claim that the Products fail to conform to any applicable legal or regulatory requirement, or
  (c) any claims arising under consumer protection or similar legislation.
• Intellectual Property Rights: The Manager and Managed User acknowledge and agree that, in the event of any third-party claim that the Products or their use and possession of the Products infringe on a third party’s intellectual property rights, Neuronext, not Apple, will be solely responsible for investigating, defending, settling, and discharging any such intellectual property infringement claim.
• Legal Compliance: The Manager and Managed User each represent and warrant that:
  (i) they are not located in a country that is subject to a U.S. Government embargo or is listed in Title 15, Part 740 Supplement 1 Country Group E of the U.S. Code of Federal Regulations; and
  (ii) they are not listed on any U.S. Government list of prohibited or restricted parties.
• Neuronext Contact Information: The Manager and Managed User should direct any questions, complaints, or claims regarding the Products to Neuronext at:
• Neuronext Inc.
  1207 DELAWARE AVE #301
  WILMINGTON, DE 19806
  privacy@advancify.co
• Third-Party Terms of Agreement: The Manager and Managed User must comply with applicable third-party terms of agreement when using the Products.
• Third-Party Beneficiary: The Manager and Managed User acknowledge and agree that Apple and Apple’s subsidiaries are third-party beneficiaries of these Neuronext Terms. Upon acceptance of these Neuronext Terms by the Manager and Managed User, Apple will have the right (and will be deemed to have accepted the right) to enforce these Neuronext Terms against the Manager and/or Managed User as third-party beneficiaries.

 

25.2.  Google API Services. The Products' use of information received from Google APIs will adhere to Google API Services User Data Policy, including the Limited Use requirements, as specified at: https://developers.google.com/terms/api-services-user-data-policy.

 

26. Neuronext Name and Address

26.1. Manager and Managed User should direct any questions, complaints, or claims with respect to the Products to Neuronext at:

Neuronext Inс.

1207 DELAWARE AVE #301

WILMINGTON, DE 19806

privacy@advancify.co