end user license agreement

This End User License Agreement ("Agreement") is a legal agreement between you ("User," "you," or "your") and Entrinsia Inc. ("Entrinsia," "we," "us," or "our") governing your use of the MementoBook application and services (collectively, the "Service").

BY INSTALLING, ACCESSING, OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SERVICE.

For a quick summary, check out the condensed EULA.

1. definitions

1.1 "Service" means the MementoBook application, including mobile applications, web applications, and all related services provided by Entrinsia Inc.

1.2 "Content" means all data, information, text, graphics, photos, videos, audio recordings, handwritten notes, and other materials uploaded, created, or transmitted through the Service.

1.3 "User Content" means Content created, uploaded, or collected by you through your use of the Service.

1.4 "Guest" means an individual who interacts with the Service to leave a message at an event created by a User.

1.5 "Event" means a guestbook function created by a User to collect messages from Guests.

1.6 "Event Credit" means a prepaid credit that allows you to create one Event.

2. license grant

2.1 Limited License. Subject to your compliance with this Agreement, Entrinsia grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your personal or internal business purposes.

2.2 Restrictions. You may not:

• Copy, modify, or create derivative works of the Service
• Reverse engineer, decompile, or disassemble the Service
• Rent, lease, lend, sell, or sublicense the Service
• Remove or alter any proprietary notices on the Service
• Use the Service for any unlawful purpose
• Access the Service to build a competitive product or service
• Use automated systems to access the Service without permission
• Attempt to gain unauthorized access to the Service or related systems

3. user accounts

3.1 Account Creation. You must create an account to use certain features of the Service. You agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Maintain the security of your account credentials
• Immediately notify us of any unauthorized use of your account

3.2 Account Responsibility. You are responsible for all activities that occur under your account. We are not liable for any loss or damage arising from your failure to maintain account security.

3.3 Age Requirement. You must be at least 18 years old to create an account. By creating an account, you represent that you meet this age requirement.

3.4 Communication Consent. By creating an account, you consent to receive:

• Transactional emails and notifications related to your account, payments, and service operations
• Service updates, security alerts, and technical notices
• Event processing status notifications and video compilation updates
• Event Credit expiration reminders

Marketing communications require separate opt-in and you may unsubscribe at any time through your account settings or the unsubscribe link in emails.

4. user content and data

4.1 Ownership. You retain all ownership rights to your User Content. You are solely responsible for your User Content and the consequences of posting or sharing it.

4.2 License to Entrinsia. By uploading or creating User Content, you grant Entrinsia a worldwide, non-exclusive, royalty-free license to use, reproduce, store, modify, and process your User Content solely to provide and improve the Service. This license terminates when you delete your User Content or close your account, except for backup copies retained for legal compliance or technical requirements.

4.3 Content Responsibilities. You represent and warrant that:

• You own or have the necessary rights to all User Content
• Your User Content does not violate any third-party rights
• You have obtained all necessary consents from Guests who provide messages
• Your User Content complies with all applicable laws and regulations

4.4 Prohibited Content and Activities. You may not upload, create, or share Content that:

• Is illegal, harmful, threatening, abusive, harassing, defamatory, or violent
• Infringes on intellectual property, privacy, or publicity rights
• Contains viruses, malware, or harmful code
• Violates any applicable law or regulation
• Impersonates any person or entity
• Contains spam or unsolicited commercial communications
• Promotes hate speech, discrimination, or violence against any group
• Involves fraudulent activity or deceptive practices
• Is used for illegal surveillance, stalking, or harassment
• Creates malicious, deceptive, or harmful Events designed to mislead Guests

4.5 Guest Data and Privacy Compliance. When collecting messages from Guests:

• You are the data controller for all Guest information you collect
• You must obtain all necessary consents from Guests before collecting their data
• You must comply with all applicable privacy laws including GDPR, CCPA, and state privacy laws
• You must provide Guests with appropriate privacy notices before data collection
• You must inform Guests how their data will be used and stored
• You must honor Guest requests to access, modify, or delete their data

4.6 Children and Minors.

• The Service is not intended for use by children under 13 years of age
• If Guests at your Events include minors under 18, you are solely responsible for obtaining parental or guardian consent before collecting any personal information
• You must comply with COPPA (Children's Online Privacy Protection Act) and similar laws when Events involve minors
• We may delete any User Content or Guest data we believe involves a minor without proper parental consent
• If you become aware that a minor has provided information without consent, you must immediately delete it and notify us at support@entrinsia.com

4.7 Video, Audio, and Biometric Data.

• The Service allows collection of video messages, voice recordings, and photographs from Guests
• You must inform all Guests that they are being recorded before they create video or audio messages
• You must comply with all applicable recording consent laws (including one-party and two-party consent jurisdictions)
• The Service does not perform biometric identification, facial recognition, or biometric analysis. We do not extract, analyze, or store biometric identifiers or biometric information as defined by BIPA (Biometric Information Privacy Act) or similar laws
• If local law requires specific consent for video/audio recording, you are solely responsible for obtaining such consent
• You must post visible notices at kiosks informing Guests of recording capabilities

4.8 Data Retention. We will retain your User Content as long as your account is active or as needed to provide the Service. You may request deletion of your User Content at any time through your account settings or by contacting support@entrinsia.com. We may retain certain data for legal compliance, dispute resolution, and backup purposes for up to 90 days after deletion.

4.9 Data Backups.

• While we maintain routine backups of our systems, we do not guarantee backup or restoration of your User Content
• You are solely responsible for maintaining your own backups of important User Content
• We are not liable for any lost, corrupted, or deleted User Content
• Export your data regularly through the Service interface

5. copyright and DMCA compliance

5.1 Copyright Policy. We respect intellectual property rights and expect users to do the same. We respond to valid notices of copyright infringement under the Digital Millennium Copyright Act ("DMCA").

5.2 DMCA Takedown Procedure. If you believe Content on the Service infringes your copyright, send a written notice to our DMCA agent including:

• Your physical or electronic signature
• Identification of the copyrighted work claimed to be infringed
• Identification of the infringing material and its location on the Service
• Your contact information (address, telephone, email)
• A statement that you have a good faith belief the use is not authorized
• A statement under penalty of perjury that the information is accurate and you are authorized to act

5.3 DMCA Agent Contact:

Entrinsia Inc.
Attn: DMCA Agent
559 S El Monte Ave
Los Altos, CA 94022
Email: support@entrinsia.com

5.4 Counter-Notification. If your Content was removed due to a DMCA notice and you believe the removal was in error, you may submit a counter-notification with:

• Your physical or electronic signature
• Identification of the removed Content and its previous location
• A statement under penalty of perjury that the Content was removed by mistake
• Your contact information and consent to jurisdiction

5.5 Repeat Infringers. We may terminate accounts of users who repeatedly infringe copyright.

6. event management and kiosk mode

6.1 Event Creation. You may create Events to collect messages from Guests. You are responsible for:

• Managing access to your Events
• Setting appropriate permissions and passwords
• Monitoring Guest submissions for prohibited content
• Complying with all applicable laws when collecting Guest data
• Ensuring Events are not created for fraudulent, deceptive, or malicious purposes

6.2 Guest List Management. You may upload guest lists containing personal information. You represent that you have the right to process this information and have obtained all necessary consents from individuals on the list.

6.3 Kiosk Mode Security. When using Kiosk Mode at events:

• You are responsible for physically securing the kiosk device
• You must ensure devices are used in a supervised environment
• You must monitor Guest interactions to prevent misuse
• You must ensure Guests are informed they are being recorded (for video/audio messages)
• You must comply with all applicable recording consent laws in your jurisdiction
• You must maintain updated operating system and security software on kiosk devices
• You must configure device security settings to prevent unauthorized access
• You are liable for any misuse of the kiosk by Guests or third parties
• You must display visible notices informing Guests of recording capabilities

6.4 Device Management. You are solely responsible for all devices used to access the Service, including:

• Maintaining physical security of devices
• Keeping software and operating systems updated
• Preventing unauthorized physical or remote access
• Monitoring device usage during Events

7. video generation and compilation

7.1 Video Processing. The Service compiles Guest messages into video compilations using automated processing. Processing time varies based on the number and size of messages, typically completing within minutes to hours after your Event ends.

7.2 Storage and Delivery. Compiled videos are stored on our cloud servers and made available for download through your account. Videos may have file size limitations based on your subscription plan or Event Credit purchase.

7.3 Video Rights. You retain ownership of compiled videos containing your User Content. The license granted in Section 4.2 applies to video compilation, processing, and temporary storage.

7.4 Processing Accuracy. While we strive for high-quality video compilation, we do not guarantee:

• Perfect synchronization or ordering of messages
• Absence of processing errors or artifacts
• Specific video quality or resolution
• Availability of videos beyond the storage period included in your plan or Event Credit

8. pricing, subscriptions, and event credits

8.1 Pricing Models. The Service offers multiple pricing options:

• Free first event (no credit card required)
• Single Event Credits purchased individually
• Subscription plans with recurring billing (if available)

8.2 Event Credits.

• Event Credits may be purchased individually to create single Events
• Each Event Credit is valid for one (1) Event creation
• Event Credits expire one (1) year from the date of purchase
• Expired credits cannot be used and are non-refundable
• Credits are non-transferable and may not be resold or shared
• You will receive email notification 30 days before credits expire
• Unused credits have no cash value and cannot be exchanged for cash
• Event Credits purchased as part of a bundle or promotion may have different terms, which will be disclosed at purchase

8.3 Subscription Plans. If subscription plans are offered, certain features may require a paid subscription with recurring billing. Subscription terms, pricing, and features will be described on our website and in the Service.

8.4 Payment. By purchasing Event Credits or a subscription, you agree to:

• Provide accurate and complete payment information
• Pay all fees at the time of purchase (for Event Credits) or on the billing schedule (for subscriptions)
• Allow automatic renewal for subscriptions (if applicable) unless you cancel before the renewal date
• Pay applicable sales tax, VAT, or other taxes required in your jurisdiction

8.5 Auto-Renewal (Subscriptions Only). If subscriptions are offered, subscriptions automatically renew at the end of each billing period (monthly or annually) unless cancelled before the renewal date. You will be charged the then-current subscription rate. You will receive notice of upcoming renewals at least 7 days in advance.

8.6 Cancellation.

• Subscriptions: If subscriptions are offered, you may cancel your subscription at any time through your account settings or by contacting support@entrinsia.com. Cancellation takes effect at the end of the current billing period. You will retain access to paid features until the end of the period you have paid for.
• Event Credits: Event Credit purchases are final. Once purchased, credits cannot be cancelled, but you have one (1) year to use them before expiration.

8.7 Refunds.

• Event Credits: Event Credits are generally non-refundable after purchase. If you experience technical issues that prevent you from using a credit, contact support@entrinsia.com within 14 days of the issue occurring, and we will work with you to resolve it or provide a replacement credit at our discretion.
• Subscriptions: Subscription refunds (if applicable) are provided at our discretion on a case-by-case basis. Generally, we do not provide refunds for partial billing periods. Contact support@entrinsia.com within 14 days of charge to request a refund with detailed reasoning.
• Free Events: Your first event is free with no payment required and no refund applicable.

8.8 Price Changes.

• We reserve the right to change Event Credit prices and subscription prices at any time
• For existing subscribers, we will provide at least 30 days' notice before any subscription price increase takes effect
• Event Credit price changes apply to future purchases only; already purchased credits remain valid until expiration
• Continued use after price changes constitutes acceptance of the new pricing

8.9 Payment Processors. Payments are processed through third-party payment processors (including Stripe, PayPal, Apple Pay, Google Pay, or others). Your payment information is subject to the processor's privacy policy and terms of service. We do not store your complete credit card information on our servers.

9. privacy and data protection

9.1 Privacy Policy. Your use of the Service is also governed by our Privacy Policy, available at https://www.entrinsia.com/privacy. The Privacy Policy is incorporated into this Agreement by reference.

9.2 Data Security. We implement reasonable administrative, technical, and physical security measures to protect your data, including:

• Encryption of data in transit (TLS/SSL) and at rest
• Regular security audits and updates
• Access controls and authentication measures
• Secure cloud infrastructure with reputable providers

However, no method of transmission or storage is 100% secure, and we cannot guarantee absolute security against all threats. You are responsible for maintaining the security of your account credentials.

9.3 Data Location and Processing.

• Your data may be stored and processed in the United States or other countries where we or our service providers operate
• We use third-party cloud services (including AWS, Google Cloud Platform, Cloudflare, or similar providers) for data storage, processing, and content delivery
• Data may be transmitted through and processed by these third-party services in accordance with their security standards and our agreements with them
• By using the Service, you consent to the transfer and processing of your data in these locations

9.4 Data Export. You may export your User Content at any time through the Service interface. Exported data includes Event information, Guest messages, and compiled videos (subject to storage limits and availability).

9.5 Data Deletion Requests. You may request deletion of your User Content or account through your account settings or by contacting support@entrinsia.com. We will process deletion requests within 30 days, subject to:

• Legal data retention requirements
• Ongoing disputes or investigations
• Technical limitations requiring backup retention periods (up to 90 days)

10. intellectual property

10.1 Service Ownership. The Service, including all software, designs, algorithms, user interfaces, trademarks, and content provided by Entrinsia, is owned by Entrinsia Inc. and protected by United States and international intellectual property laws, including copyright, trademark, patent, and trade secret laws.

10.2 Trademarks. "MementoBook," "Entrinsia," and associated logos are trademarks or registered trademarks of Entrinsia Inc. You may not use these marks without our prior written permission, except that you may include "Powered by MementoBook" with our logo when sharing content created through the Service, provided you do so in accordance with our brand guidelines.

10.3 Feedback. If you provide feedback, suggestions, or ideas about the Service ("Feedback"), you grant Entrinsia a perpetual, irrevocable, worldwide, royalty-free, fully sublicensable license to use, modify, create derivative works from, and incorporate such Feedback into the Service without any obligation or compensation to you.

11. service availability and modifications

11.1 Service Availability. We strive to provide reliable, uninterrupted service but do not guarantee that the Service will be:

• Available at all times without interruption
• Error-free or free from bugs or defects
• Secure from all cyber threats or unauthorized access
• Compatible with all devices, operating systems, or browsers
• Free from data loss or corruption

The Service may be temporarily unavailable due to maintenance, updates, technical issues, or circumstances beyond our reasonable control.

11.2 Modifications to Service. We reserve the right to:

• Modify, suspend, or discontinue any feature of the Service at any time with or without notice
• Change pricing and subscription terms with advance notice
• Update this Agreement as needed (notice will be provided for material changes)
• Impose usage limits or restrictions on features
• Change storage limits, video processing capabilities, or other Service specifications

11.3 Beta and Experimental Features.

• We may offer beta, preview, early access, or experimental features ("Beta Features")
• Beta Features are provided "as-is" without warranties of any kind
• Beta Features may be modified, removed, or changed at any time without notice
• Beta Features may have limited support, documentation, and reliability
• You participate in Beta Features at your own risk
• Feedback on Beta Features helps us improve the Service and is appreciated
• Beta Features may become paid features in the future

11.4 Notice of Changes. We will provide notice of material changes to this Agreement or the Service through:

• Email notification to your account email address
• In-app notifications within the Service
• Prominent notices on our website at https://www.entrinsia.com
• Updates to the "Last Updated" date at the top of this Agreement

Continued use of the Service after receiving notice constitutes acceptance of the changes. If you do not agree to changes, you must stop using the Service and may close your account.

12. third-party services and integrations

12.1 Third-Party Services. The Service may integrate with or rely on third-party services, including:

• Payment processors (Stripe, PayPal, Apple Pay, Google Pay)
• Cloud storage and computing providers (AWS, Google Cloud Platform, Microsoft Azure)
• Analytics and monitoring services
• Content delivery networks (CDNs) for faster video delivery
• Email service providers for transactional and notification emails
• Authentication services (OAuth providers)

12.2 Third-Party Terms. Your use of third-party services through the Service is governed by their respective terms of service and privacy policies. We are not responsible for third-party services, their availability, security, practices, or any changes they make to their terms or services.

12.3 No Endorsement. We do not endorse, control, or assume responsibility for any third-party services, content, advertisements, or links. Your dealings with third parties found through the Service are solely between you and them.

12.4 Third-Party Links. The Service may contain links to third-party websites or resources. We provide these links for convenience only and do not control, endorse, or assume responsibility for their content, practices, or availability.

13. termination

13.1 Termination by You. You may terminate this Agreement at any time by:

• Closing your account through the Service interface in account settings
• Contacting support@entrinsia.com with a termination request

Please note that closing your account does not entitle you to refunds for unused Event Credits or unexpired subscription periods.

13.2 Termination by Entrinsia. We may suspend or terminate your account and access to the Service immediately, with or without notice, if:

• You violate this Agreement or any applicable law or regulation
• You engage in fraudulent, abusive, harmful, or illegal behavior
• Your account has been inactive for more than 2 years
• Required by law, court order, subpoena, or government request
• We discontinue the Service or specific features
• You fail to pay required fees when due
• We believe in good faith that termination is necessary to protect our rights, the rights of others, or to prevent harm
• You repeatedly violate intellectual property rights
• You attempt to circumvent security measures or access restrictions

13.3 Content Removal. We reserve the right to remove, restrict access to, or modify any Content at any time, with or without notice, that:

• Violates this Agreement or our policies
• Infringes third-party intellectual property or other rights
• Is reported as harmful, illegal, abusive, or inappropriate
• We determine in our sole discretion is objectionable or contrary to the Service's purpose
• Violates applicable law or poses legal risk to Entrinsia

We may remove Content without prior notice and without liability to you. Content removal does not entitle you to refunds.

13.4 Effect of Termination. Upon termination of your account:

• Your right to use the Service immediately ceases
• You may export your User Content within 30 days of termination by contacting support@entrinsia.com
• We may delete your User Content after the 30-day export period
• You remain responsible for all charges and obligations incurred before termination
• Unused Event Credits are forfeited without refund
• Subscription payments already made are non-refundable
• Backup copies may be retained for legal compliance for up to 90 days
• Compiled videos may be deleted based on storage policies

13.5 Survival. The following sections survive termination of this Agreement:

• Section 4.1 (User Content ownership)
• Section 4.2 (License to Entrinsia - for backed up content only)
• Section 8 (Pricing, Subscriptions, and Event Credits - payment obligations)
• Section 10 (Intellectual Property)
• Section 14 (Disclaimers)
• Section 15 (Limitation of Liability)
• Section 16 (Indemnification)
• Section 17 (Dispute Resolution)
• Section 18 (Export Compliance)
• Section 19 (General Provisions)

14. disclaimers

14.1 AS-IS BASIS. THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT OF THIRD-PARTY RIGHTS
• TITLE
• ACCURACY OR COMPLETENESS
• QUIET ENJOYMENT
• INTEGRATION OR COMPATIBILITY

14.2 NO GUARANTEES. ENTRINSIA DOES NOT WARRANT THAT:

• The Service will be uninterrupted, timely, secure, or error-free
• Results obtained from the Service will be accurate, reliable, or complete
• Any errors, bugs, defects, or security vulnerabilities will be corrected
• The Service will meet your specific requirements or expectations
• Video compilations will be free from processing errors, artifacts, or quality issues
• Guest data will be collected without technical issues or data loss
• The Service will be compatible with all devices, operating systems, or networks
• Your User Content will be preserved without corruption or loss

14.3 Use at Your Own Risk. You acknowledge and agree that:

• Your use of the Service is at your sole risk and discretion
• You are solely responsible for any damage to your devices, networks, or loss of data
• We are not responsible for Guest conduct, Guest Content, or Guest use of data
• You should maintain independent backups of all important User Content
• You are responsible for ensuring compliance with all applicable laws

14.4 No Professional Advice. The Service does not provide legal, tax, accounting, medical, financial, or other professional advice. You should consult appropriate licensed professionals for such advice. Any information provided through the Service is for general informational purposes only.

14.5 Third-Party Content. We are not responsible for any third-party content, including Guest Content, and do not endorse or verify such content. You rely on third-party content at your own risk.

15. limitation of liability

15.1 EXCLUSION OF DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ENTRINSIA INC., ITS AFFILIATES, PARENT COMPANY, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, AND LICENSORS (COLLECTIVELY, THE "ENTRINSIA PARTIES") SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• LOSS OF PROFITS, REVENUE, OR BUSINESS OPPORTUNITIES
• LOSS OF DATA, USER CONTENT, GUEST MESSAGES, OR COMPILED VIDEOS
• LOSS OF USE, GOODWILL, OR REPUTATION
• BUSINESS INTERRUPTION OR WORK STOPPAGE
• COST OF SUBSTITUTE SERVICES OR TECHNOLOGY
• REPUTATIONAL HARM OR EMBARRASSMENT
• PERSONAL INJURY OR EMOTIONAL DISTRESS
• COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES

RESULTING FROM OR RELATED TO:

• YOUR USE OF OR INABILITY TO USE THE SERVICE
• UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR USER CONTENT OR TRANSMISSIONS
• ANY CONDUCT OR CONTENT OF GUESTS, THIRD PARTIES, OR OTHER USERS
• ANY INTERRUPTION, SUSPENSION, TERMINATION, OR MODIFICATION OF THE SERVICE
• ANY BUGS, VIRUSES, TROJAN HORSES, ERRORS, OR INACCURACIES IN THE SERVICE
• DAMAGE TO YOUR DEVICES, EQUIPMENT, OR OTHER PROPERTY
• DATA BREACHES OR SECURITY INCIDENTS (EXCEPT TO THE EXTENT CAUSED BY OUR GROSS NEGLIGENCE)
• LOSS OR CORRUPTION OF EVENT CREDITS
• FAILURE OF VIDEO COMPILATION OR PROCESSING
• DELETION OR EXPIRATION OF CONTENT

THIS LIMITATION APPLIES REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED, INCLUDING CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR OTHERWISE, EVEN IF THE ENTRINSIA PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.2 MAXIMUM LIABILITY. IN NO EVENT SHALL THE ENTRINSIA PARTIES' TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT OR THE SERVICE EXCEED THE GREATER OF:

• THE TOTAL AMOUNT YOU PAID TO ENTRINSIA IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR
• ONE HUNDRED DOLLARS ($100.00 USD)

15.3 Basis of the Bargain. You acknowledge and agree that the limitations of liability in this Section 15 are fundamental elements of the agreement between you and Entrinsia, and that Entrinsia would not provide the Service at the current pricing without these limitations. These limitations will apply even if any limited remedy fails of its essential purpose.

15.4 Jurisdictional Limitations. Some jurisdictions do not allow the exclusion or limitation of certain warranties, liabilities, or damages. In such jurisdictions, the disclaimers and limitations in this Agreement will be limited to the maximum extent permitted by applicable law. This Agreement gives you specific legal rights, and you may also have other rights that vary by jurisdiction.

15.5 Claims Must Be Filed Promptly. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising from or related to use of the Service or this Agreement must be filed within one (1) year after such claim or cause of action arose, or be forever barred.

16. indemnification

16.1 Your Indemnification Obligation. You agree to indemnify, defend (at our option), and hold harmless the Entrinsia Parties from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees, expert witness fees, and legal costs) arising from or related to:

• Your use or misuse of the Service
• Your User Content, including any Guest data you collect
• Your violation of this Agreement or any Entrinsia policy
• Your violation of any third-party rights, including intellectual property rights, privacy rights, publicity rights, or contractual rights
• Your violation of any applicable federal, state, local, or international law, statute, ordinance, or regulation
• Your Events, including the conduct of Guests at your Events
• Your operation of kiosks or devices running the Service
• Any claim that your User Content caused harm to a third party
• Your failure to obtain necessary consents from Guests, individuals in Guest lists, or minors
• Your failure to comply with recording consent laws or privacy laws
• Disputes between you and Guests or other users
• Your breach of any representation or warranty in this Agreement

16.2 Indemnification Process. We will provide you with prompt written notice of any claim subject to indemnification, though failure to provide notice does not relieve you of your indemnification obligations except to the extent you are materially prejudiced. You will cooperate fully with us in defending such claims. We reserve the right to assume exclusive control of the defense and settlement of any claim subject to indemnification, in which case you will assist us as reasonably requested and at your expense.

16.3 Settlement. You may not settle any claim subject to indemnification without our prior written consent if the settlement imposes any obligation or liability on Entrinsia or requires an admission of fault by Entrinsia.

16.4 Exclusive Remedy. This indemnification is in addition to, and not in lieu of, any other remedies available to Entrinsia under law or equity.

17. dispute resolution

17.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles. California residents are also protected by applicable California consumer protection laws, including the California Consumer Legal Remedies Act.

17.2 Informal Resolution. Before filing any formal legal action, you agree to first contact us at support@entrinsia.com to attempt to resolve the dispute informally. Provide a detailed description of the dispute and your desired resolution. We will attempt to resolve disputes in good faith within 60 days. This informal resolution process is a prerequisite to filing any formal claim.

17.3 Binding Arbitration. If informal resolution fails, any dispute, claim, or controversy arising from or related to this Agreement or the Service (including any breach, termination, enforcement, interpretation, or validity) shall be resolved through binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Consumer Arbitration Rules (the "AAA Rules"), as modified by this Section 17.

17.4 Arbitration Procedures.

• Arbitration will be conducted by a single neutral arbitrator selected in accordance with AAA Rules
• The arbitration will take place in New Castle County, Delaware, or remotely via videoconference at the arbitrator's or your discretion
• The arbitration will be conducted in English
• The arbitrator's decision will be final and binding on both parties
• The arbitrator may award injunctive or declaratory relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim
• The arbitrator shall apply Delaware law consistent with the Federal Arbitration Act
• Each party will bear their own costs and attorneys' fees unless the arbitrator awards them to the prevailing party
• For claims under $10,000, you may choose whether the arbitration is conducted through written submissions, by phone, or in person

17.5 Arbitration Fees. If your claim is for less than $10,000, Entrinsia will pay all AAA filing, administration, and arbitrator fees unless the arbitrator determines your claim was frivolous. For claims over $10,000, fees will be allocated according to AAA Rules. If the arbitrator finds in your favor for an amount greater than any final settlement offer Entrinsia made, Entrinsia will pay you 150% of the arbitration award or $10,000, whichever is greater.

17.6 Exceptions to Arbitration. Either party may bring a claim in small claims court if the claim qualifies and remains in small claims court. Either party may also seek injunctive or equitable relief in court to prevent actual or threatened infringement, misappropriation, or violation of intellectual property rights, trade secrets, or confidential information.

17.7 CLASS ACTION WAIVER. YOU AND ENTRINSIA AGREE THAT ANY PROCEEDINGS TO RESOLVE DISPUTES, WHETHER IN ARBITRATION OR COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU AND ENTRINSIA EXPRESSLY WAIVE ANY RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS BASIS. YOU AND ENTRINSIA ALSO WAIVE ANY RIGHT TO PARTICIPATE AS A CLASS MEMBER IN ANY CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

If a court or arbitrator determines that this class action waiver is unenforceable, then the arbitration agreement in Section 17.3 will be null and void (but all other provisions of this Agreement remain in effect). This class action waiver cannot be severed from the arbitration agreement.

17.8 Jury Trial Waiver. TO THE EXTENT PERMITTED BY LAW, YOU AND ENTRINSIA WAIVE ANY RIGHT TO A JURY TRIAL FOR ANY DISPUTES ARISING FROM OR RELATED TO THIS AGREEMENT OR THE SERVICE.

17.9 Venue. If arbitration does not apply or is found to be unenforceable, you agree that any judicial proceeding may be brought exclusively in:

• The state or federal courts located in New Castle County, Delaware, OR
• The state or federal courts located in Santa Clara County, California (Northern District of California)

You consent to personal jurisdiction and venue in these courts and waive any objection based on inconvenient forum.

17.10 Time Limitation. Regardless of any statute or law to the contrary, any claim or cause of action arising from or related to this Agreement or the Service must be filed within one (1) year after the claim or cause of action arises, or it will be permanently barred.

17.11 Opt-Out of Arbitration. You have the right to opt out of binding arbitration within 30 days of first accepting this Agreement by sending written notice to support@entrinsia.com with the subject line "Arbitration Opt-Out" and including your name, address, and a clear statement that you wish to opt out of arbitration. If you opt out, all disputes will be resolved in court according to Section 17.9.

18. mobile application stores

18.1 Scope. If you download the MementoBook application from the Apple App Store or Google Play Store, the following additional terms apply to your use of the app.

apple app store

18.2 Acknowledgment. You acknowledge and agree that:

• This Agreement is concluded between you and Entrinsia Inc. only, and not with Apple Inc. ("Apple")
• Entrinsia, not Apple, is solely responsible for the MementoBook app and its content
• Apple has no obligation to provide maintenance or support services for the app

18.3 License Scope. The license granted to you under this Agreement is limited to a non-transferable license to use the MementoBook app on any Apple-branded device that you own or control and as permitted by the Usage Rules in the Apple Media Services Terms and Conditions.

18.4 Maintenance and Support.

• Entrinsia is solely responsible for providing maintenance and support services for the app
• Apple has no obligation whatsoever to furnish any maintenance or support services
• For support, contact support@entrinsia.com

18.5 Warranty.

• Entrinsia is solely responsible for any product warranties, whether express or implied by law
• To the extent permitted by law, in the event of any failure of the app to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the app to you
• To the maximum extent permitted by applicable law, Apple will have no other warranty obligation with respect to the app
• Any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be Entrinsia's sole responsibility

18.6 Product Claims.

• Entrinsia, not Apple, is responsible for addressing any claims by you or any third party relating to the app or your possession and/or use of the app, including but not limited to:
  • Product liability claims
  • Any claim that the app fails to conform to any applicable legal or regulatory requirement
  • Claims arising under consumer protection, privacy, or similar legislation

18.7 Intellectual Property Rights. In the event of any third-party claim that the app or your possession and use of the app infringes that third party's intellectual property rights:

• Entrinsia, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim
• You must comply with applicable third-party terms when using the app (e.g., payment processor terms, cloud service terms)

18.8 Legal Compliance. You represent and warrant that:

• You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country
• You are not listed on any U.S. Government list of prohibited or restricted parties

18.9 Third-Party Terms. You must comply with applicable third-party terms of agreement when using the app (for example, if you use VoIP features, you must not be in violation of your wireless data service agreement).

18.10 Third-Party Beneficiary. Apple and Apple's subsidiaries are third-party beneficiaries of this Agreement. Upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary.

google play store

18.11 Google Play Terms. If you download the app from Google Play, you also agree to Google's Terms of Service available at https://play.google.com/about/play-terms/.

18.12 Google Responsibilities. You acknowledge and agree that:

• This Agreement is between you and Entrinsia Inc. only, not with Google LLC or its affiliates ("Google")
• Entrinsia, not Google, is solely responsible for the MementoBook app, its content, and any support or maintenance
• Google has no obligation or liability to you with respect to the app or this Agreement
• You will comply with Google Play's Terms of Service when using the app

18.13 Refunds.

• Apple App Store: Refund requests for app purchases made through the Apple App Store must be directed to Apple, not Entrinsia. Apple handles all App Store transaction refunds according to their policies. For in-app purchases of Event Credits, contact support@entrinsia.com.
• Google Play Store: Refund requests for app purchases made through Google Play must be directed to Google, not Entrinsia. Google handles all Play Store transaction refunds according to their policies. For in-app purchases of Event Credits, contact support@entrinsia.com.
• Direct Purchases: Event Credits or subscriptions purchased directly through our website or app (not through app stores) are subject to the refund policy in Section 8.7 of this Agreement.

18.14 Contact for Support. For technical support, questions about the app, or account issues:

• Email: support@entrinsia.com
• Mailing Address: Entrinsia Inc., 559 S El Monte Ave, Los Altos, CA 94022
• Do not contact Apple or Google for app-specific support - they cannot assist with MementoBook issues

19. export compliance and geographic restrictions

19.1 Export Control. The Service and related technology may be subject to U.S. export control laws and regulations, including the Export Administration Regulations (EAR) and sanctions programs administered by the Office of Foreign Assets Control (OFAC). You agree to comply with all applicable export and import laws and regulations of the United States and other countries.

19.2 Prohibited Jurisdictions. You may not use the Service if you are located in, or a resident or national of:

• Any country subject to U.S. embargo or comprehensive trade sanctions (currently including Cuba, Iran, North Korea, Syria, and the Crimea region of Ukraine)
• Any country designated as a "state sponsor of terrorism" by the U.S. government
• Any jurisdiction where use of the Service would violate local law or our ability to provide the Service

19.3 Sanctions Compliance. You represent and warrant that:

• You are not on any U.S. government list of prohibited or restricted parties, including the Treasury Department's List of Specially Designated Nationals and Blocked Persons, the Commerce Department's Denied Persons List or Entity List, or any similar list
• You are not owned or controlled by, or acting on behalf of, any person or entity on such lists
• You will not use the Service in any way that would violate U.S. or international sanctions

19.4 Government End Users. If you are a U.S. government end user, the Service is provided as "Commercial Computer Software" and "Commercial Computer Software Documentation" as defined in FAR 12.212 and DFARS 227.7202. U.S. government users acquire the Service with only those rights set forth in this Agreement, in accordance with 48 C.F.R. 12.212 (for civilian agencies) and 48 C.F.R. 227.7202-1 and 227.7202-3 (for Department of Defense).

20. general provisions

20.1 Entire Agreement. This Agreement, together with our Privacy Policy (https://www.entrinsia.com/privacy), Terms of Service (if separate), and any other policies referenced herein, constitutes the entire agreement between you and Entrinsia regarding the Service and supersedes all prior or contemporaneous agreements, understandings, representations, or communications, whether written or oral.

20.2 Severability. If any provision of this Agreement is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions will remain in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' intent, or if that is not possible, it will be severed from this Agreement.

20.3 Waiver. Our failure to enforce any provision of this Agreement, or to exercise any right or remedy, does not constitute a waiver of that provision, right, or remedy, or our right to enforce it in the future. Any waiver must be in writing and signed by an authorized representative of Entrinsia to be effective. No waiver of any breach or default shall be deemed a waiver of any subsequent breach or default.

20.4 Assignment. You may not assign, transfer, delegate, or sublicense this Agreement or your rights and obligations under it, in whole or in part, without our prior written consent. Any attempted assignment without consent is void. We may assign this Agreement at any time without restriction or notice, including in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets.

20.5 Force Majeure. We are not liable for any failure or delay in performance of our obligations under this Agreement due to causes beyond our reasonable control, including but not limited to:

• Acts of God, earthquakes, floods, fires, or other natural disasters
• War, terrorism, civil unrest, riots, or government action
• Epidemics, pandemics, or public health emergencies
• Strikes, labor disputes, or supply chain disruptions
• Internet service provider failures, telecommunications disruptions, or utility outages
• Severe cyberattacks or coordinated denial-of-service attacks beyond standard security measures

Performance will be excused during the period of such force majeure event, and we will resume performance as soon as reasonably practicable.

20.6 No Agency. Nothing in this Agreement creates any agency, partnership, joint venture, or employment relationship between you and Entrinsia. Neither party has authority to bind the other or make commitments on its behalf without prior written consent.

20.7 Independent Contractors. You and Entrinsia are independent contractors. This Agreement does not create any third-party beneficiary rights except as expressly stated.

20.8 Notices.

• Notices to You: We may provide notices to you by email to the address associated with your account, through in-app notifications, or by posting on our website. Email notices are deemed received 24 hours after sending. You are responsible for keeping your email address current.
• Notices to Entrinsia: Notices to us must be sent to support@entrinsia.com or by U.S. Mail to:
  Entrinsia Inc.
  559 S El Monte Ave
  Los Altos, CA 94022
  Attn: Legal Department

20.9 Language. This Agreement is written in English. Any translated versions are provided for convenience only. In case of any conflict between the English version and a translation, the English version controls and prevails.

20.10 Headings. Section headings in this Agreement are for convenience only and do not affect the interpretation of any provision.

20.11 Relationship to Terms of Service. This EULA governs your use of the MementoBook application. If we maintain separate Terms of Service for our website or other aspects of our business, both documents apply to your use of the Service. In case of conflict, this EULA controls with respect to the application.

20.12 Updates to Agreement. We may update this Agreement from time to time. When we make material changes, we will update the "Last Updated" date and notify you as described in Section 11.4. Your continued use of the Service after changes take effect constitutes acceptance of the updated Agreement.

21. california residents - additional rights

21.1 California Consumer Rights. Under California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights information:

Provider Information:

Entrinsia Inc.
559 S El Monte Ave
Los Altos, CA 94022
Email: support@entrinsia.com

Pricing: Pricing for Event Credits and subscriptions (if applicable) is described on our website and in the Service at the time of purchase.

Complaint Assistance: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at:

1625 North Market Blvd., Suite N 112
Sacramento, CA 95834
Telephone: (800) 952-5210
Website: www.dca.ca.gov

22. contact information

For questions, support, or inquiries about this Agreement or the Service, contact us at:

Entrinsia Inc.
559 S El Monte Ave
Los Altos, CA 94022

General Support & Inquiries: support@entrinsia.com
Website: https://www.entrinsia.com

DMCA Copyright Agent:

Entrinsia Inc.
Attn: DMCA Agent
559 S El Monte Ave
Los Altos, CA 94022
Email: support@entrinsia.com

23. acknowledgment and acceptance

BY INSTALLING, ACCESSING, OR USING THE SERVICE, YOU ACKNOWLEDGE THAT:

• You have read and understood this Agreement in its entirety
• You agree to be bound by all terms and conditions herein
• You have the legal capacity and authority to enter into this Agreement
• If you are using the Service on behalf of an organization, you have authority to bind that organization to this Agreement
• You have had sufficient opportunity to review this Agreement and consult with legal counsel if desired
• You understand the binding nature of the arbitration and class action waiver provisions

IF YOU DO NOT AGREE TO THESE TERMS, DO NOT INSTALL, ACCESS, OR USE THE SERVICE.