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Terms of Service

Last updated: May 24, 2026

PLEASE READ THESE TERMS CAREFULLY. THEY CONTAIN A BINDING ARBITRATION PROVISION AND CLASS-ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS.

These Terms of Service (the “Terms”) form a binding agreement between you and Here Now Labs, Inc., a Delaware corporation with its registered office at 1007 N Orange St, Fl 4, Wilmington, DE 19801 (“Here Now Labs,” “we,” “us,” or “our”), governing your access to and use of our websites, mobile and desktop applications, AI agents and automated tools, application programming interfaces, beta and experimental features, token-based features, and all other products, services, and content operated by Here Now Labs or any of its subsidiaries, affiliates, or successors (collectively, the “Services”). By accessing or using the Services, you agree to be bound by these Terms and by our Privacy Policy.

1. Eligibility

You must be at least 18 years of age (or the age of legal majority in your jurisdiction, whichever is higher) to use the Services. By using the Services, you represent and warrant that you have the legal capacity to enter into these Terms, that you are not barred from using the Services under the laws of any applicable jurisdiction, and that you are not located in, under the control of, or a national or resident of any country or on any list maintained by the U.S. government that prohibits or restricts such use.

2. The Services

The Services are provided on a continually evolving basis. We may add, change, suspend, discontinue, or remove any feature, content, or functionality at any time, with or without notice, and without liability to you. The Services may include software, hosted tools, AI systems, autonomous agents, blockchain-based features, and other experimental or beta offerings. Different parts of the Services may be governed by additional or supplemental terms, which will be incorporated by reference; in the event of a conflict, the supplemental terms control as to the relevant Service.

3. Accounts

Some Services require you to register an account. You agree to provide accurate, current, and complete information and to keep it updated. You are responsible for safeguarding your credentials, private keys, recovery phrases, and any access tokens, and for all activity that occurs under your account. You must notify us immediately of any unauthorized use. We may suspend or terminate accounts at our sole discretion.

4. Acceptable Use

You agree that you will not, and will not attempt to:

  • use the Services for any unlawful, fraudulent, deceptive, harmful, or infringing purpose, or in violation of these Terms or any applicable law, regulation, or third-party right;
  • upload, transmit, or generate content that is illegal, harmful, threatening, abusive, harassing, defamatory, obscene, hateful, sexually explicit involving minors, or that violates the privacy or intellectual property rights of others;
  • use the Services to develop, train, or improve any product or service that competes with the Services, or to derive or reproduce any underlying models, weights, prompts, or algorithms;
  • reverse engineer, decompile, disassemble, scrape, harvest, mirror, or otherwise attempt to discover the source code or non-public components of the Services, except to the extent such restriction is expressly prohibited by applicable law;
  • interfere with, disrupt, overload, or impair the Services, the servers or networks connected to them, or any other user’s use of them; circumvent any rate limits, access controls, or authentication mechanisms; or use automated means to access the Services except through documented interfaces;
  • probe, scan, or test the vulnerability of the Services, breach security or authentication measures, or exploit any bug, vulnerability, or unintended behavior;
  • impersonate any person or entity or misrepresent your affiliation with any person or entity; or
  • encourage or assist any third party to do any of the foregoing.

5. User Content

“User Content” means any content you submit, upload, post, generate using the Services, or otherwise make available through the Services, including text, images, audio, video, prompts, code, and files. As between you and Here Now Labs, you retain ownership of your User Content.

You hereby grant Here Now Labs a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, fully paid, transferable, and sublicensable license to host, store, cache, reproduce, modify, adapt, create derivative works of, publish, publicly perform, publicly display, distribute, transmit, translate, and otherwise use your User Content for the purposes of operating, providing, maintaining, securing, improving, marketing, and developing the Services and our and our affiliates’ products and services, including training and evaluating artificial intelligence and machine learning models. You waive, to the maximum extent permitted by law, any moral or similar rights in the User Content.

You represent and warrant that you own or have all rights, licenses, consents, and permissions necessary to grant the foregoing license and to submit your User Content, and that your User Content does not violate these Terms or any applicable law or third-party right. We may, but are not obligated to, monitor, review, screen, or remove User Content at any time and for any reason.

6. Outputs and AI-Generated Content

The Services may generate content, predictions, recommendations, or other outputs (“Outputs”) in response to your input. To the extent permitted by law and subject to your compliance with these Terms, we assign to you our right, title, and interest (if any) in and to Outputs generated for you. You are responsible for your use of Outputs, including assessing their accuracy, appropriateness, and fitness for any purpose. Outputs may not be unique; the same or similar Outputs may be generated for other users. Outputs are generated probabilistically and may be inaccurate, incomplete, biased, offensive, or otherwise unsuitable, and should not be relied upon as professional advice (including legal, medical, financial, or tax advice).

7. Intellectual Property

Except for User Content and assigned Outputs, the Services and all related software, content, designs, models, prompts, datasets, trademarks, logos, and other materials are owned by Here Now Labs or its licensors and are protected by intellectual-property and other laws. Subject to your compliance with these Terms, Here Now Labs grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your personal or internal business purposes. No other rights are granted by implication, estoppel, or otherwise.

8. Third-Party Services and Links

The Services may interoperate with or link to third-party software, networks, websites, or services, including blockchain networks, wallet providers, AI model providers, app stores, payment processors, and social platforms. We do not control, and are not responsible or liable for, those third-party services or any of their content, policies, practices, or performance. Your use of them is at your own risk and subject to their terms.

9. Beta and Experimental Features

Portions of the Services may be designated as beta, preview, alpha, experimental, research, or similar (“Beta Features”). Beta Features are provided on an “AS IS” and “AS AVAILABLE” basis, may contain bugs or errors, may be changed, suspended, or discontinued at any time without notice, and are not subject to any service-level commitments. We disclaim all warranties and obligations of any kind with respect to Beta Features to the maximum extent permitted by law.

10. Digital Assets and Tokens

Certain Services may involve digital assets, cryptocurrencies, tokens, on-chain transactions, or interactions with public or private blockchain networks (collectively, “Digital Assets”). You acknowledge and agree that:

  • transactions on blockchain networks are recorded on a public ledger, are generally irreversible, and may be subject to network congestion, fees, and forks that are outside our control;
  • the value of Digital Assets can be highly volatile, may decline to zero, and is not guaranteed by Here Now Labs;
  • Here Now Labs does not provide investment, financial, legal, tax, or accounting advice, and nothing in the Services constitutes any such advice or any offer, solicitation, or recommendation to buy or sell any Digital Asset or security;
  • Digital Assets and related features may be unavailable to, or prohibited for, residents of certain jurisdictions, and you are solely responsible for determining whether your use of any such feature is lawful in your location;
  • you are solely responsible for the security and custody of your wallets, private keys, and recovery phrases, and for any taxes, duties, levies, and reporting obligations arising from your use of Digital Assets; and
  • we do not control, are not responsible for, and make no representations about the operation, security, performance, or availability of any blockchain network or third-party wallet.

11. Fees, Purchases, and Refunds

If a Service requires payment, you agree to pay all applicable fees and taxes. Fees are non-refundable except as required by law or as expressly stated by us. We may change fees at any time on a going-forward basis. You authorize us and our payment processors to charge your selected payment method for all fees due.

12. Disclaimer of Warranties

THE SERVICES, INCLUDING ALL CONTENT, OUTPUTS, BETA FEATURES, AND DIGITAL ASSET FUNCTIONALITY, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HERE NOW LABS AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS DISCLAIM ALL WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY DATA OR CONTENT WILL BE PRESERVED.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HERE NOW LABS OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUES, DATA, USE, GOODWILL, BUSINESS, OR DIGITAL ASSETS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS ($100) OR (B) THE AMOUNTS YOU ACTUALLY PAID TO HERE NOW LABS FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY. The foregoing limitations apply even if any limited remedy fails of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you; in such cases, our liability will be limited to the smallest amount permitted by law.

14. Indemnification

You will indemnify, defend, and hold harmless Here Now Labs and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, demands, losses, liabilities, damages, judgments, awards, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to (a) your use of or access to the Services; (b) your User Content; (c) your violation of these Terms or any applicable law or third-party right; or (d) your use of any Digital Asset, Beta Feature, or third-party service. We may assume the exclusive defense and control of any matter subject to indemnification, and you agree to cooperate with our defense.

15. Termination

We may suspend or terminate your access to the Services at any time, for any reason or no reason, with or without notice, and without liability. You may stop using the Services at any time. Upon termination, your right to use the Services ceases immediately, and we may delete your account and User Content. Sections that by their nature should survive termination (including Sections 5, 6, 7, 8, 10, 12, 13, 14, 16, 17, 18, and 19) will survive.

16. Copyright and DMCA

If you believe content on the Services infringes your copyright, send a written notice to our designated agent that includes the information required by 17 U.S.C. § 512(c)(3). Notices may be sent to team@herenowlabs.xyzwith the subject line “DMCA Notice.” We may terminate the accounts of repeat infringers.

17. Governing Law

These Terms and any dispute arising out of or relating to them or the Services will be governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles, and, where applicable, the federal laws of the United States.

18. Mandatory Arbitration; Class-Action Waiver

Please read this Section carefully. It requires you and Here Now Labs to resolve disputes through individual binding arbitration and waives the right to a jury trial and to participate in class or representative actions.

Informal resolution. Before initiating arbitration, you and Here Now Labs agree to attempt in good faith to resolve any dispute informally for at least sixty (60) days after written notice of the dispute is delivered to team@herenowlabs.xyz (for disputes initiated by you) or to your account email (for disputes initiated by us).

Arbitration. If the dispute is not resolved informally, it will be resolved by binding, individual arbitration administered by JAMS under its then-current Streamlined Arbitration Rules and Procedures, except as modified here. The arbitration will be conducted in the English language and seated in Wilmington, Delaware, unless the parties agree otherwise. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek temporary or preliminary injunctive relief in any court of competent jurisdiction to protect intellectual-property or confidentiality rights pending arbitration.

Class-action waiver.You and Here Now Labs agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person’s claims and may not preside over any form of representative or class proceeding.

Jury-trial waiver. To the maximum extent permitted by law, you and Here Now Labs each waive the right to a trial by jury for any claim or cause of action arising out of these Terms or the Services.

Opt-out. You may opt out of this arbitration agreement by sending written notice to team@herenowlabs.xyz within thirty (30) days of first accepting these Terms, stating your name, account email, and a clear statement that you wish to opt out of arbitration.

Carve-outs. Notwithstanding the foregoing, either party may bring an individual action in small-claims court for disputes within its jurisdiction.

19. General

These Terms, together with the Privacy Policy and any supplemental terms, constitute the entire agreement between you and Here Now Labs regarding the Services and supersede any prior agreements. If any provision is held invalid or unenforceable, the remaining provisions will remain in full force, and the invalid provision will be modified to the minimum extent necessary to make it enforceable. Our failure to enforce any right or provision will not be a waiver of that right or provision. You may not assign or transfer these Terms or any rights hereunder without our prior written consent; we may freely assign these Terms. Headings are for convenience only. Neither party will be liable for any failure or delay in performance caused by circumstances beyond its reasonable control. These Terms do not create any agency, partnership, joint venture, employment, or franchisee relationship.

20. Changes to These Terms

We may modify these Terms at any time. If we make material changes, we will provide notice (such as by updating the “Last updated” date or by other reasonable means). Your continued use of the Services after the effective date of the revised Terms constitutes your acceptance of them. If you do not agree, you must stop using the Services.

21. Contact

Here Now Labs, Inc.
1007 N Orange St, Fl 4
Wilmington, DE 19801
team@herenowlabs.xyz

© 2026 Here Now Labs, Inc.