TERMS OF SERVICE

These Terms of Service ("Terms") form a binding agreement between you and Skyly Technologies LLC ("Skyly," "we," "us," or "our") and govern your access to and use of the Skyly mobile application and related services (collectively, the "Services"). By downloading, installing, accessing, or using the Services, you agree to these Terms and to our Privacy Policy. If you do not agree to these Terms, do not download, install, access, or use the Services. PLEASE READ THESE TERMS CAREFULLY. SECTION 16 REQUIRES THAT DISPUTES BE RESOLVED BY INDIVIDUAL ARBITRATION AND LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE. YOU HAVE THE RIGHT TO OPT OUT OF ARBITRATION AS DESCRIBED IN SECTION 16.7.

1. ACCEPTANCE OF TERMS

In Short: By downloading, accessing, or using the Services, you agree to these Terms and to our Privacy Policy. These Terms, together with our Privacy Policy (which is incorporated by reference) and any additional terms we expressly incorporate, constitute the entire agreement between you and Skyly regarding the Services. If you access the Services through an application store (such as the Apple App Store or Google Play), additional terms imposed by the application store operator may also apply; where those terms conflict with these Terms, the application store terms control to the extent of the conflict as required by the store operator.

2. ELIGIBILITY

In Short: You must be at least 18 years old to use the Services. The Services are not directed to or intended for anyone under 18. You represent and warrant that (a) you are at least 18 years of age, (b) you have the legal capacity to enter into these Terms, (c) you are not barred from using the Services under the laws of the United States or any other applicable jurisdiction, and (d) you will comply with these Terms and all applicable law in your use of the Services. If we learn that a user is under 18, we will deactivate the account and take reasonable steps to delete the associated personal information.

3. ACCOUNT REGISTRATION AND SECURITY

In Short: To use most features, you must create an account and keep your credentials secure. You may register for an account using a supported email address and password, or through an available third-party authentication provider (currently Google Sign-In and Apple Sign-In). You agree to provide accurate, current, and complete information and to update it promptly as needed. You are responsible for safeguarding your account credentials and for all activity that occurs under your account. You agree to notify us promptly at privacy@skylyapp.com of any unauthorized access to or use of your account. We are not liable for any loss or damage arising from your failure to safeguard your credentials.

4. LICENSE TO USE THE SERVICES

In Short: Skyly grants you a personal, limited, non-transferable license to use the application for your own non-commercial use, subject to these Terms. Subject to your compliance with these Terms, Skyly grants you a personal, revocable, non-exclusive, non-transferable, non-sublicensable, limited license to install and use the Skyly application on a mobile device that you own or control, and to access and use the Services, solely for your own personal, non-commercial use. This license does not constitute a sale of the application or any copy, and Skyly and its licensors retain all right, title, and interest in and to the application. You agree that you will not:

• • rent, lease, lend, sell, redistribute, or sublicense the application;
• • copy, decompile, reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the application, except to the extent that applicable law expressly prohibits such a limitation;
• • remove, obscure, or alter any proprietary notices on the application;
• • use the application in any manner that could damage, disable, overburden, or impair our systems or interfere with any other party's use of the Services; or
• • use any robot, spider, scraper, or other automated means to access the Services for any purpose without our prior written consent.

Apple App Store and Google Play end-user license terms. If you obtained the application through the Apple App Store, the Licensed Application End User License Agreement incorporated by reference at apple.com/legal/internet-services/itunes also applies to your use of the application, with Skyly (not Apple) solely responsible for the application and its content. If you obtained the application through Google Play, your use is also subject to Google Play's Terms of Service. In each case, the application-store terms govern only your license to use the application itself; these Terms govern your relationship with Skyly for all other purposes.

5. USER CONTENT

In Short: You retain ownership of content you submit. You grant us a limited license to host and display that content for the purpose of operating the Services; we do not use your content to train artificial-intelligence or machine-learning models. "User Content" means content you submit to the Services, including profile photos, profile text, messages to other users, and feedback. You retain all ownership rights you have in your User Content. License you grant to Skyly. You grant Skyly a worldwide, non-exclusive, royalty-free, sublicensable (solely to our service providers for the purpose of operating the Services on our behalf), and transferable (solely in connection with a business transfer permitted under these Terms) license to host, store, reproduce, display, transmit, and distribute your User Content for the sole purpose of operating, providing, maintaining, and improving the Services. This license terminates when you delete the relevant User Content or your account, except to the extent User Content has been shared with other users who have not deleted it, or except as necessary for backup, legal-compliance, or abuse-investigation purposes and subject to the retention periods described in our Privacy Policy. Artificial-intelligence and machine-learning training. Skyly does not use your User Content, including messages, profile content, or images, to train, fine-tune, or otherwise develop artificial-intelligence or machine-learning models. We do not sell or license your User Content to third parties for the purpose of training such models. If our practices change, we will update these Terms and the Privacy Policy and, where required, obtain your affirmative consent before processing your User Content for that purpose. Representations about User Content. You represent and warrant that you own or otherwise have the right to submit your User Content and to grant the license above, that the User Content does not infringe or violate any third party's rights, and that the User Content complies with these Terms and applicable law.

6. USER CONDUCT AND PROHIBITED ACTIVITIES

In Short: Certain behavior is prohibited on the Services. Violations may result in content removal, account suspension, or termination. You agree that you will not, and will not permit any third party acting on your behalf to:

• • submit false, misleading, fraudulent, or impersonating content, including false identity, employer, or credential claims;
• • harass, threaten, bully, stalk, defame, or intimidate any other user or person;
• • submit sexually explicit content, nudity, or content that sexualizes minors in any form;
• • submit content that depicts, facilitates, or promotes violence, self-harm, eating disorders, or other physical or mental harm;
• • submit content that promotes hate speech, discrimination, or harassment on the basis of race, ethnicity, national origin, religion, disability, age, sex, gender identity, sexual orientation, or other protected status;
• • submit content that solicits, advertises, or facilitates prostitution, trafficking, the sale of controlled substances, or any other illegal transaction;
• • use the Services for commercial solicitation, advertising, recruiting, or multi-level marketing, except where expressly permitted by Skyly in writing;
• • collect or harvest information about other users, including through scraping, automated means, or social-engineering techniques;
• • attempt to circumvent any content-moderation, safety, verification, or access-control feature of the Services; or
• • use the Services to violate any applicable law or regulation, including anti-spam, export-control, consumer-protection, anti-discrimination, and data-protection laws.

We reserve the right, but undertake no obligation, to review, monitor, remove, or restrict access to User Content and to suspend or terminate accounts for suspected violations of these Terms, applicable law, or the rights of third parties, with or without notice where permitted by law.

7. SAFETY: REPORTING AND BLOCKING

In Short: The Services include tools to report other users and to block interaction. We act on reports in a reasonable time and consistent with our policies. The Services include in-app tools that allow you to report another user's content or conduct and to block another user from contacting you or viewing your profile. We review reports in a reasonable time and take action consistent with these Terms, the Community Guidelines (if any), and applicable law. Action may include content removal, feature restriction, warnings, account suspension, or termination. Reporting users' identities are not disclosed to reported users. These reporting and blocking features are provided as safety tools and are not a substitute for contacting law enforcement. If you believe you are in immediate danger, contact your local emergency services.

8. SUBSCRIPTIONS, AUTO-RENEWAL, AND CANCELLATION

In Short: Paid subscriptions renew automatically until cancelled. You may cancel at any time through your application-store account settings.

8.1 Subscription plans

Skyly offers paid subscription plans, including Business Class and First Class. The features included in each tier, pricing, and billing intervals are shown in the application at the point of subscription. We may update pricing or features from time to time; changes will apply prospectively, and we will notify you in advance of any price increase to a subscription you have purchased.

8.2 Billing and auto-renewal

Subscriptions are billed by Apple (through StoreKit) for iOS users and by Google (through Google Play Billing) for Android users. Skyly does not collect or process your payment-card or banking information; billing is handled by the application store and, where applicable, by our subscription-management service provider (RevenueCat). Automatic renewal. Unless you cancel at least 24 hours before the end of the then-current billing period, your subscription will automatically renew for a successive period of the same length at the then-current price, and your application-store account will be charged accordingly. The billing interval and the renewal price are shown to you at the point of subscription and in your application-store subscription-management settings. Free trials. Where a free trial is offered, it will be identified as such at the point of sign-up, with the duration and the price that will apply if you do not cancel before the trial ends clearly disclosed. To avoid being charged, cancel before the trial ends.

8.3 How to cancel

You may cancel your subscription at any time through your application-store account settings:

• • Apple (iOS): Open Settings, tap your name, tap Subscriptions, select Skyly, and tap Cancel Subscription. You may also manage subscriptions at apps.apple.com/account/subscriptions.
• • Google (Android): Open the Google Play app, tap your profile icon, tap Payments & subscriptions, tap Subscriptions, select Skyly, and tap Cancel subscription. You may also manage subscriptions at play.google.com/store/account/subscriptions.

Cancellation will take effect at the end of your then-current billing period; you will retain access to paid features through the end of that period. Deleting the application from your device does not cancel your subscription.

8.4 Refunds

Except as required by applicable law, all fees are non-refundable once charged. Refund requests are handled by Apple or Google under their respective policies. You may request a refund from Apple at reportaproblem.apple.com or from Google at support.google.com. If applicable law in your jurisdiction provides you with a statutory right to a refund that cannot be waived by contract, that right is preserved and we will honor it.

8.5 California residents; other state disclosures

If you are a resident of California, you may cancel at any time without incurring any penalty other than forfeiture of the unused portion of the subscription period. California Civil Code Section 1689.7 permits California residents to obtain a full refund by providing written notice to us at privacy@skylyapp.com within three business days of an initial purchase made outside the ordinary course of business; a cancellation form is available from us on request. Residents of other states that provide analogous rights may exercise them by contacting us at the same address.

9. THIRD-PARTY SERVICES

In Short: The Services integrate third-party services, and your use of those services is subject to their own terms. The Services rely on and interact with third-party services, including the Apple App Store, Google Play, Google Sign-In, Apple Sign-In, Google Maps and Places, authentication and backend services, payment processors, push-notification providers, and others identified in our Privacy Policy. Your use of those third-party services is subject to the separate terms and privacy policies of the relevant providers. Skyly is not responsible for the content, availability, or practices of third-party services and does not endorse them.

10. INTELLECTUAL PROPERTY

In Short: Skyly and its licensors own the Services and related intellectual property; no ownership rights transfer to you. The Services, the Skyly application, and all content made available on or through the Services (other than User Content) are owned by Skyly or its licensors and are protected by United States and international copyright, trademark, trade-secret, patent, and other intellectual-property laws. Skyly, the Skyly logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Skyly or its affiliates or licensors. You may not use any such mark without our prior written permission.

11. COPYRIGHT POLICY (DMCA)

In Short: If you believe that content on the Services infringes your copyright, you may submit a notice to our designated agent under 17 U.S.C. 512.

11.1 Designated agent

Skyly has designated an agent to receive notifications of claimed copyright infringement under 17 U.S.C. § 512. The designated agent is registered with the United States Copyright Office: Designated Agent: Skyly Technologies LLC — DMCA Agent Address: 1063 North Cypress Point Drive, Venice, FL 34293, United States Email: dmca@skylyapp.com Copyright Office Registration Number: 1071850

11.2 Notice of claimed infringement

To submit a notice of claimed infringement, your notice must include all of the following, as required by 17 U.S.C. § 512(c)(3):

• • a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• • identification of the copyrighted work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works;
• • identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Skyly to locate the material;
• • information reasonably sufficient to permit Skyly to contact the complaining party, such as an address, telephone number, and, if available, an email address;
• • a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
• • a statement that the information in the notification is accurate, and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Incomplete notices may not be actionable. Under 17 U.S.C. § 512(f), any person who knowingly materially misrepresents that material is infringing may be liable for damages.

11.3 Counter-notification

If your content has been removed or disabled in response to a notice of claimed infringement and you believe the removal or disabling was the result of mistake or misidentification, you may submit a counter-notification to our designated agent. A counter-notification must include:

• • your physical or electronic signature;
• • identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access was disabled;
• • a statement under penalty of perjury that you have a good-faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
• • your name, address, and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or, if you are outside the United States, the Federal District Court for any judicial district in which Skyly may be found), and that you will accept service of process from the person who provided notification under Section 11.2 or an agent of that person.

Upon receipt of a valid counter-notification, we will follow the procedures set forth in 17 U.S.C. § 512(g), including providing a copy of the counter-notification to the original complaining party and restoring or re-enabling access to the material between 10 and 14 business days unless we first receive notice that the complaining party has filed an action seeking a court order to restrain further infringement.

11.4 Repeat-infringer policy

Skyly maintains a policy of terminating, in appropriate circumstances, the accounts of users who are determined to be repeat infringers, consistent with 17 U.S.C. § 512(i).

12. TERMINATION

In Short: You may delete your account at any time. We may suspend or terminate access for violations of these Terms or as otherwise permitted by law. You may terminate these Terms at any time by deleting your account through the application settings. We may suspend or terminate your access to the Services, with or without notice, if you violate these Terms, if we are required to do so by law, or if continued provision of the Services to you becomes commercially impracticable. The provisions of these Terms that by their nature should survive termination (including Sections 5, 10, 13, 14, 15, 16, 17, 18, and 19) shall survive.

13. DISCLAIMERS

In Short: The Services are provided on an as-is and as-available basis, without warranties of any kind except those that cannot be disclaimed by law. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, AND NON-INFRINGEMENT. SKYLY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY MATERIAL AVAILABLE ON OR THROUGH THE SERVICES WILL BE FREE OF MALICIOUS CODE. SKYLY DOES NOT VERIFY THE IDENTITY, CLAIMS, OR CONDUCT OF OTHER USERS EXCEPT WHERE EXPRESSLY STATED IN THE APPLICATION. ANY INTERACTION WITH ANOTHER USER, WHETHER IN THE APPLICATION OR OFFLINE, IS AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS AND FOR TAKING APPROPRIATE PRECAUTIONS FOR YOUR SAFETY. Some jurisdictions do not allow the disclaimer of certain warranties, so some of the above disclaimers may not apply to you. In those jurisdictions, the above disclaimers apply to the maximum extent permitted by law.

14. LIMITATION OF LIABILITY

In Short: Our liability is limited as described in this section, subject to any rights that cannot be limited by law. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SKYLY OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SKYLY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE. SKYLY'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO SKYLY IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) USD 100. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you. Nothing in these Terms limits any liability that cannot be limited by law, including liability for fraud, gross negligence, or willful misconduct.

15. INDEMNIFICATION

To the maximum extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Skyly and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against all claims, demands, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to (a) your use of the Services, (b) your User Content, (c) your violation of these Terms, or (d) your violation of any applicable law or the rights of any third party.

16. DISPUTE RESOLUTION AND ARBITRATION

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH SKYLY AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF. THIS SECTION CONTAINS A CLASS AND REPRESENTATIVE-ACTION WAIVER. YOU HAVE THE RIGHT TO OPT OUT OF ARBITRATION AS DESCRIBED IN SECTION 16.7.

16.1 Agreement to arbitrate

You and Skyly agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Services, or the relationship between you and Skyly (a "Dispute") shall be resolved exclusively by individual binding arbitration, except as provided in Sections 16.5 and 16.6. This agreement to arbitrate is governed by the Federal Arbitration Act.

16.2 Informal resolution

Before initiating arbitration, you and Skyly agree to attempt to resolve the Dispute informally. You must first send written notice describing the Dispute to legal@skylyapp.com; we must first send written notice to you at the email address associated with your account. The parties will attempt in good faith to resolve the Dispute within 60 days of the notice.

16.3 Arbitration rules and forum

Arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules in effect at the time arbitration is commenced, as modified by these Terms. The Consumer Arbitration Rules are available at adr.org. The arbitration will be conducted by a single neutral arbitrator.

16.4 Venue and hearing

You and Skyly agree that the arbitration will take place by documents-only hearing, telephone or video conference, or in person. Where an in-person hearing is elected, you may elect as the hearing location either Washington, DC (Skyly's counsel's principal place of business), or the federal judicial district in which you reside.

16.5 Small-claims carve-out

Either party may bring an individual action in small-claims court for Disputes within that court's jurisdiction, in lieu of arbitration.

16.6 Injunctive relief for intellectual-property claims

Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual-property or confidential-information rights, pending final resolution of the Dispute.

16.7 Right to opt out of arbitration

You have the right to opt out of this Section 16 by sending written notice to Skyly at legal@skylyapp.com within 30 days of first accepting these Terms. Your notice must include your name, the email address associated with your account, and a clear statement that you wish to opt out of arbitration. Opting out does not affect any other provision of these Terms and will not affect your ability to use the Services.

16.8 Class-action and jury-trial waiver

YOU AND SKYLY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION. YOU AND SKYLY EACH WAIVE THE RIGHT TO A TRIAL BY JURY.

16.9 Time for filing

Any Dispute must be filed within two (2) years after the claim first accrued; otherwise the claim is permanently barred. This provision does not apply if it is prohibited by applicable law.

16.10 Reverse severability

If Section 16.8 is found to be unenforceable with respect to any claim or remedy, then that claim or remedy (and only that claim or remedy) shall be severed from arbitration and may be brought in a court of competent jurisdiction, with the remainder of the Dispute remaining subject to arbitration. If any other provision of this Section 16 is found to be unenforceable, the remainder of this Section 16 shall continue in full force and effect.

17. GOVERNING LAW

These Terms and any Dispute arising out of or relating to them or the Services shall be governed by the laws of the State of Florida, without regard to its conflict-of-laws principles, except to the extent that federal law (including the Federal Arbitration Act) applies. Nothing in this Section 17 deprives you of the protection of the mandatory consumer-protection laws of your place of residence.

18. CHANGES TO THESE TERMS

In Short: We may update these Terms. We will provide reasonable notice of material changes and, where required, obtain your agreement to the updated Terms before they take effect. We may amend these Terms from time to time. The updated version will be posted in the application and identified by a new "Last updated" date. Where a change is material, we will provide reasonable advance notice through the Services (including through in-app notice) and, where legally required or where the change materially reduces your rights, will request your agreement to the updated Terms before they take effect with respect to your account. Your continued use of the Services after the effective date of a non-material amendment constitutes acceptance of the amendment; if you do not agree to an amendment, your sole remedy is to stop using the Services and delete your account.

19. GENERAL PROVISIONS

Entire agreement. These Terms, together with the Privacy Policy and any other terms expressly incorporated, constitute the entire agreement between you and Skyly regarding the Services and supersede all prior or contemporaneous agreements on that subject. Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without Skyly's prior written consent. Any attempted assignment in violation of this section is void. Skyly may assign or transfer these Terms in connection with a merger, acquisition, financing, or sale of company assets, or by operation of law. Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. The reverse-severability rule in Section 16.10 applies to Section 16 specifically. No waiver. Skyly's failure to enforce any provision of these Terms is not a waiver of that or any other provision. Notices. We may provide notice to you through the Services, including through in-app messaging, or to the email address associated with your account. You may provide notice to us at privacy@skylyapp.com or at the postal address in Section 20. Export control. You may not use or export the Services in violation of United States export laws and regulations. Relationship of the parties. Nothing in these Terms creates an agency, partnership, joint venture, or employment relationship between you and Skyly. Third-party beneficiaries. Except as expressly provided in Section 4 with respect to Apple and Google for Apple App Store and Google Play distribution, and in Section 11 with respect to copyright owners under the DMCA, these Terms do not create any third-party-beneficiary rights.

20. CONTACT

If you have questions about these Terms or the Services, contact us at: Skyly Technologies LLC 1063 North Cypress Point Drive Venice, FL 34293 United States Email (general): privacy@skylyapp.com Email (copyright/DMCA): dmca@skylyapp.com