Welcome to the Xder (“Xder”, “we”, “us”, “our”) mobile app (the “Xder Software”), website and any other mobile or web applications or services owned, controlled or offered by Xder now or in the future (collectively, the “Xder Services”). For clarity, any reference herein to “Xder Services” includes “Xder Software.” Users who access, download, use, purchase and/or subscribe to the Xder Services (collectively or individually “You” or “Your” or “User” or “Users”) must do so under the following Terms and Conditions of service (this “Agreement”).

This Agreement sets forth the rules for your use of the Xder Services, designed to create a genuine community and comply with the law for our users. By using Xder’s services, you agree to be bound by the terms of this Agreement, including our Privacy Policy, so it is important that you read this agreement carefully before creating an account. We may also update this agreement from time to time, so please check back regularly for updates. Additionally, please note that by using Xder services, you agree that we may use your personal data as set out in our Privacy Policy.

SECTION 22 OF THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW DISPUTES BETWEEN YOU AND US ARE RESOLVED. IN PARTICULAR, THE ARBITRATION PROVISION OF THAT SECTION, WITH LIMITED EXCEPTIONS, REQUIRES DISPUTES BETWEEN YOU AND US TO BE SUBJECT TO BINDING AND FINAL ARBITRATION, UNLESS YOU OPT OUT. IN ADDITION: (1) YOU WILL ONLY BE PERMITTED TO BRING CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, AND NOT IN ANY CLASS OR REPRESENTATIVE PROCEEDING; AND (2) YOU WAIVE YOUR RIGHT TO SEEK RELIEF IN COURT AND HAVE A JURY TRIAL ON YOUR CLAIMS. PLEASE SEE SECTION 22 FOR MORE INFORMATION ABOUT THIS ARBITRATION AGREEMENT, THE POSSIBLE EFFECTS OF THIS ARBITRATION AGREEMENT, AND HOW TO OPT OUT OF THE ARBITRATION AGREEMENT.

FOR RESIDENTS OF THE EUROPEAN UNION, THE UNITED KINGDOM OR OTHER COUNTRIES OUTSIDE THE UNITED STATES: SEE SPECIAL TERMS FOR INTERNATIONAL USERS (“SPECIAL TERMS”). IF YOU ARE A RESIDENT OF ANY OF THE COUNTRIES LISTED IN THE SPECIAL TERMS, YOU MAY HAVE ADDITIONAL RIGHTS OR CERTAIN PARTS OF THIS AGREEMENT, SUCH AS THE ARBITRATION AGREEMENT, MAY NOT APPLY TO YOU.

As explained in Section 10 below, please note that if you subscribe to Premium Services (as defined below), such as Xder PREMIUM or Xder FULL, the terms of your subscription will automatically renew at the end of your subscription period. at Xder’s then-current rate for such services, unless you cancel your subscription in accordance with Section 9.

We recommend that you retain a copy of this Agreement for your records. You may receive a copy of this Agreement by emailing us at: help@xder.com, Subject: Copy of Terms of Service Agreement.

1. AGE AND SAFETY RESTRICTIONS.
   1. NO USE BY MINORS. Xder services are designed exclusively for legal adults. NO PERSON UNDER THE AGE OF EIGHTEEN (18) (OR THE AGE OF MAJORITY IN LOCATIONS WHERE EIGHTEEN (18) YEARS OF MAJORITY IS NOT THE AGE OF MAJORITY) MAY ATTEMPT, DIRECTLY OR INDIRECTLY, TO VIEW, DOWNLOAD, POSSESS OR OTHERWISE USE THE SERVICES OF Xder.

   2. MUST BE A LEGAL ADULT. BY ACCEPTING THIS AGREEMENT, CREATING A USER ACCOUNT (AS DEFINED BELOW), AND ENTERING A DATE OF BIRTH FOR AGE VERIFICATION PURPOSES, YOU AFFIRMATIVELY REPRESENT AND WARRANT THAT:

      • YOU ARE CURRENTLY EIGHTEEN (18) YEARS OLD OR OLDER (OR THE AGE OF MAJORITY IN LOCATIONS WHERE EIGHTEEN (18) YEARS OF MAJORITY IS NOT THE AGE OF MAJORITY).
      • IS ABLE TO LEGALLY ENTER INTO AND PERFORM ALL OBLIGATIONS SET FORTH IN THIS AGREEMENT.
      • YOU ARE NOT LOCATED IN A COUNTRY SUBJECT TO A US GOVERNMENT EMBARGO, OR WHICH HAS BEEN DESIGNATED BY THE US GOVERNMENT AS A “TERRORISM SUPPORTING” COUNTRY.
      • NOT ON ANY US GOVERNMENT PROHIBITED OR RESTRICTED LIST.
2. SECURITY; YOUR INTERACTIONS WITH OTHER MEMBERS; NO CRIMINAL BACKGROUND OR IDENTITY CHECK. PLEASE NOTE THAT XDER DOES NOT CONTROL ANY OF THE THINGS OUR USERS SAY OR DO. YOU ARE SOLELY RESPONSIBLE FOR YOUR USE OF THE XDER SERVICES AND YOUR INTERACTIONS WITH OTHER USERS (WHETHER WITHIN OR OUTSIDE THE XDER SERVICES). XDER MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE CONDUCT, IDENTITY, INTENTIONS, LEGITIMACY, OR TRUTHFULNESS OF ANY USER.
   • XDER DOES NOT CURRENTLY CONDUCT CRIMINAL OR OTHER BACKGROUND TESTS ON OUR USERS. XDER RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND TESTS OR OTHER SCREENING TESTS (SUCH AS SEX OFFENDER REGISTRY SEARCHES) AT ANY TIME AND TO USE AVAILABLE PUBLIC RECORDS FOR ANY PURPOSE.
   • XDER DOES NOT INVESTIGATE THE BACKGROUND OF OUR USERS OR ATTEMPT TO VERIFY THE INFORMATION PROVIDED BY OUR USERS IN CONNECTION WITH ACCOUNT CREATION, INCLUDING THE ACCURACY OF THE DATE OF BIRTH REPORTED FOR AGE VERIFICATION PURPOSES.
   • XDER DOES NOT VERIFY THE INFORMATION PROVIDED BY USERS REGARDING THE IDENTITY, HEALTH, PHYSICAL OR OTHER CONDITION OF USERS.
   • XDER IS A PLATFORM THAT promotes positive experiences in the sexual field. YOU ACKNOWLEDGE THAT YOU MAY RECEIVE ACCESS TO USER-GENERATED CONTENT WHICH COULD BE DEEMED OBJECTIONABLE IN CERTAIN CONTEXTS.
   • YOU UNDERSTAND THAT XDER IS NOT RESPONSIBLE FOR THE ACTIVITIES OR LEGAL CONSEQUENCES OF YOUR USE IN LOCATIONS THAT MAY ATTEMPT TO CRIMINAL OR LIMIT YOUR PERSONAL INTERACTIONS. YOU SHOULD MAKE YOUR OWN INFORMED DECISIONS REGARDING USE OF THE APP IN YOUR LOCATION AND EVALUATE ANY POSSIBLE CONSEQUENCES.
3. WARNING: IMPORTANT DISCLAIMER REGARDING LOCATION DATA.

   • AS DETAILED IN OUR PRIVACY POLICY, USERS WITH ADVANCED SKILLS WHO USE THE DISCOVER YOUR IDENTITY.

   • THE XDER SERVICES ARE DESIGNED SOLELY AS PERSONAL LOCATION SERVICES FOR INDIVIDUAL USE AND SHOULD NOT BE USED AS AN EMERGENCY LOCATION SYSTEM, WHILE DRIVING A VEHICLE OR IN ANY HAZARDOUS ENVIRONMENT WHERE FAILURE-FREE PERFORMANCE IS CRITICAL. THEY SHOULD ALSO NOT BE USED IN APPLICATIONS WHERE A FAILURE OR INACCURACY OF THE XDER SERVICES COULD DIRECTLY RESULT IN DEATH, PERSONAL INJURY OR SERIOUS PROPERTY DAMAGE.

   • XDER IS NOT INTENDED FOR USE FOR FAMILY SEARCH, FLEET TRACKING OR OTHER BUSINESS OR COMMERCIAL PURPOSES. CURRENTLY, THERE ARE OTHER PRODUCTS DESIGNED SPECIFICALLY FOR SUCH PURPOSES.

4. INTERNATIONAL USERS.

   • Use outside the United States of America. Xder operates and offers its services from the United States of America. Regardless of your location, your use of these services is governed by the laws of the state of California, USA. Xder makes no representation that its services are appropriate for use in other locations or that they are legal in all jurisdictions. Those who access or use Xder services from other locations do so at their own risk and are responsible for compliance with local laws. You acknowledge and agree that your data will be transferred to and processed in the United States of America and other jurisdictions around the world, which may not offer the same protections as your country of residence. For more detailed information on how we collect, use and transfer your data, we recommend that you consult our Privacy Policy.

   • Special terms. If you reside in certain countries, including countries in the European Union and the United Kingdom, you may be granted additional rights, and certain parts of this agreement may not be enforceable as required by the law of your jurisdiction.

   • English language. In the event of any discrepancy between this English version of this agreement and any translated copy thereof, the English version shall prevail.

     THE REGISTRATION OF YOUR ACCOUNT; THE USE OF YOUR ACCOUNT.

   1. Registration of your account. When you create an account on any of the Xder Services (a “User Account”) and provide us with information, you must ensure that this information is accurate and up-to-date at all times. By accepting this Agreement and creating a User Account, you represent and warrant that you are a legal adult and that you have provided your exact date of birth for age verification.

   2. Accounts are for strictly personal and individual use. Use of another person’s account is not permitted at any time. You may not buy, sell, rent or assign access to your User Account or username without our written permission. Additionally, you must not share or transfer your account credentials to third parties.

   3. Security of your account. You are solely responsible for maintaining the confidentiality of your password and account. You agree to notify Xder immediately of any unauthorized use of your account or any other breach of security.

   4. • It is your responsibility to take all necessary measures to ensure that any content you obtain from Xder is free of viruses or other harmful elements.
      • Xder assumes no responsibility for any possible damage that may affect your computer hardware, software or other devices or technologies. These damages may include, but are not limited to, problems resulting from security breaches, virus infections, errors, tampering, fraud, omissions, interruptions, defects, delays in operation or transmission, network or computer line failures, or any other type of technical or non-technical problems.
   5. We are under no obligation to retain a record of your Xder account. Our service does not involve the retention of personal data or information that you have stored in your account. Xder is not intended for data storage. You are solely responsible for backing up your own information, including contact details of people you meet through Xder.

5. PRIVACY POLICY. At Xder, we deeply value the privacy and security of our users’ data. We maintain a separate privacy policy that details our policies and practices; We highly recommend reading it. To learn how Xder collects, uses and shares your personal data, please see our Privacy Policy. By using the Xder Services, you agree that we may use your personal data in accordance with our Privacy Policy.

6. SERVICE MODIFICATIONS. We reserve the right, at our discretion, to modify, add or discontinue the Xder Services or any part thereof at any time, for any reason and without any liability to you, except as set forth in this Section 7. However, We reserve the right to make such modifications, additions or discontinuations without notice if necessary to comply with the law, protect or enforce legal rights, or to address or prevent an emergency.

   • If we make significant changes to the Premium Services that: (a) reduce the functionality available to you in such Premium Service and (b) are mandatory (i.e. do not require you to update the Xder Software for them to take effect); You may cancel your account accordingly within ten (10) days of such modifications (as provided in Section 10.3) and receive a prorated refund of any amounts previously paid, but unused, for such Premium Services.

   • We reserve the right to establish fees at any time for access to all or part of the Xder Services and to modify such prices at any time. However, any changes will not affect the fees for Premium Subscription Services that you have already paid.

7. OUR PROPERTY; OUR PROPERTY RIGHTS. The Xder Services are owned and operated by Xder. The Xder services, content, visual interfaces, information, graphics, design, compilation, computer code, products, software, services, including applications for mobile devices, and all other elements of The Xder Services (collectively, the “Materials”) are protected by United States copyright, intellectual property, patent, trademark laws, and international conventions, as well as other proprietary rights and applicable laws. . All Materials contained in the Xder Services are the property of Xder, its subsidiaries or affiliated companies and/or third party licensors. All trademarks, service marks and trade names displayed on the Xder Services are the property of Xder or its affiliates and/or third-party licensors. Unless expressly authorized by Xder under this Agreement, you agree not to sell, license, distribute, copy, modify, publicly perform, publicly display, transmit, publish, edit, adapt, create derivative works from, or otherwise use the Materials. Xder’s services and products are protected by several patents.
8. GUIDELINES FOR USE; RULES OF USE; PROHIBITED CONDUCT AND USES.
   1. The XDER USER PROFILE GUIDELINES, (the “Guidelines”), as amended from time to time, are incorporated into this Agreement by reference. Please read the Guidelines carefully before using the Xder Services. The Guidelines apply to Your content and activity on the Xder Services, as well as interactions You may have with other users outside of the Xder Services.
   2. WE MAY DELETE YOUR SUBMISSIONS AND WE MAY BAN YOUR ACCOUNT. Xder may require you to remove, or Xder may remove, any User Content (as defined below) at any time for any reason, or for no reason. Any violation of the Guidelines or this Agreement by Your User Content, as determined by Xder, may result in the banning of Your User Account and may result in the termination of Your access to the Xder Services.
   3. YOU UNDERSTAND AND HEREBY ACKNOWLEDGE AND AGREE TO THE FOLLOWING TERMS REGARDING PROHIBITED CONDUCT AND USES:
      1. You will NOT use Xder services if you are not a legal adult;
      2. You will NOT contact another user who you know or believe may not be a legal adult; and will immediately notify any minor profile on the Xder services;
      3. You will NOT engage in any behavior that violates the Guidelines or other policies applicable to the Xder Services;
      4. You will NOT use the Xder Services or any information displayed within the Xder Services to “stalk”, harass, abuse, defame, threaten, defraud or otherwise mistreat other Users;
      5. WILL NOT infringe the privacy or other rights of Users, nor collect, attempt to collect, store or disclose without permission the location or personal information about other Users;
      6. Will NOT include obscene, offensive, pornographic, or violent materials, or materials that may offend human dignity (including, for example, language that could be considered discriminatory for a person’s race, color, ethnicity, national origin, disability, sexual orientation, gender expression, gender identity, or physical appearance) on the personal profile page of the Xder services;
      7. You will NOT use the Xder services for any commercial or non-private use, such as selling or advertising goods or services, attempting to conduct surveys through the Xder services, soliciting services, or providing links to other websites or phone numbers. premium line telephone; You will use the Xder services for non-commercial use only in the manner and for the purposes we intend;
      8. You will NOT use Xder services for the commission or furtherance of any illegal purpose, or in violation of any local, state, national or international law, including laws governing criminal acts, prohibited or controlled substances, intellectual property and other intellectual property rights. ownership, data protection and privacy, and import or export control;
      9. You will NOT include material on your personal profile page that contains video, audio, photographs or images of any person under the age of eighteen (18) or any person over the age of eighteen (18) without their express permission;You will NOT make unsolicited offers, advertisements, proposals or send spam to other Users of the Xder Services. This includes unsolicited advertising, promotional or other solicitation materials, mass mailings of commercial advertising, chain mail, informational announcements, charitable solicitations and petitions for signatures, surveys or requests to participate in surveys or studies;
      10. You will NOT impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the Xder User Accounts of other Users;
      11. You will NOT misrepresent the source, identity or content of any information transmitted through the Xder services;
      12. You will NOT display Xder application or profile data on any external screen or monitor or in any public environment;
      13. You will NOT remove, circumvent, disable, damage or otherwise interfere with security-related features of the Xder Services, features that prevent or restrict use or copying of any content accessible through the Xder Services, or features that impose limitations on the use of the Xder Services;
      14. You will NOT intentionally interfere with or damage the operation of the Xder Services or any User’s enjoyment thereof, by any means, including uploading or disseminating viruses, worms or other malicious code;
      15. You will NOT post, send, transmit, or disseminate any information or material that a reasonable person could consider to be objectionable, defamatory, offensive, obscene, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically or otherwise offensive to any group or person, intentionally misleading, false, or otherwise inappropriate, regardless of whether this material or its dissemination is illegal;
      16. You will NOT post, store, send, transmit or disseminate any information or material that infringes any patent, trademark, trade secret, copyright or any other right of any person;
      17. You will NOT use the Xder Services with any product, system or application installed or otherwise connected to or in communication with vehicles, or capable of navigating, positioning, dispatching, real-time routing, fleet management or similar applications;
      18. You will NOT use the Xder Services in connection with hazardous environments requiring fail-safe performance or any application where the failure or inaccuracy of that application or the Xder Services could result in death, personal injury, or physical or property damage;
      19. You will NOT attempt to gain unauthorized access to the Xder Services, or any part thereof, or other accounts, computer systems or networks connected to the Xder Services, or any part thereof, through hacking, password mining or any other means, nor interfere or attempt to interfere with the proper working of the Xder Services or any activity conducted on the Xder Service;
      20. WILL NOT probe, scan, or test the vulnerability of the Xder services or any system or network; use any robot, spider, scraper or other automated means to access the Xder Services for any purpose without our express written permission; bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Xder services; modify the Xder Services in any way or form; use or develop any application or other product that interacts with the Xder Services or provides access to the content or information of other Users without Our written permission; or use modified versions of the Xder Services, including for the purpose of obtaining unauthorized access to the Xder Services;
      21. and You will NOT interfere with anyone’s ability to use or enjoy the Xder Service, nor assist or encourage any activity prohibited by this Agreement.
9. PREMIUM SERVICES; SHOPPING.

   1. Premium Services. Some Services, such as Xder PLUS or Xder FULL, are only available by creating a User Account and paying a fee (“Premium Services”). Through these accounts, you will have access to Premium Services for a set period that will automatically renew. The term, renewal period and total cost of each Premium Services offering will be provided within the Xder Services or otherwise when offering the Premium Services.

   2. PREMIUM SERVICES ARE AUTOMATICALLY RENEWED. PREMIUM SERVICES AUTOMATICALLY RENEW ON A CONTINUOUS BASIS AT THE END OF YOUR SUBSCRIPTION PERIOD, AND YOUR PAYMENT METHOD WILL BE AUTOMATICALLY CHARGED THE THEN-CURRENT RENEWAL PRICE (PLUS APPLICABLE TAXES), WITHOUT REQUIRING ANY FURTHER ACTION BY YOU. PART. YOU ACKNOWLEDGE AND AGREE THAT PREMIUM SERVICES ARE AUTOMATICALLY RENEWED UNLESS WE CANCEL OR SUSPEND OR TERMINATE THEM IN ACCORDANCE WITH THIS AGREEMENT.

   3. CANCELLATION POLICY. YOU MAY CANCEL YOUR PREMIUM SERVICES AT ANY TIME, SUBJECT TO THE TERMS OF THIS AGREEMENT. TO CANCEL, YOU MUST FOLLOW THE INSTRUCTIONS PROVIDED ON THE Xder SERVICES. THERE ARE NO CANCELLATION FEES. INSTRUCTIONS FOR CANCELLATION OF PREMIUM SERVICES WILL BE PROVIDED HEREIN OR BY EMAIL TO help@xder.com.

   4. Premium Tests. Access to the Xder Premium Services may be available from time to time on a free trial basis for a limited time (a “Trial” or “Premium Trials”). Please note that this Agreement also applies to any Test. You may be asked to provide your credit or debit card information when registering for a Trial. In such case, your credit or debit card will only be charged if you do not cancel your Trial before the end of the Trial period. If we request your credit or debit card information and you do not cancel before the end of the Trial, your Trial may become a paid subscription and you will be charged the subscription fee in effect at the time you first started your Trial. . Premium Trials are not available to former Premium Services Users or Users who previously received a free trial and canceled it before paying for Premium Services.

   5. Shopping. We reserve the right to correct errors (either by changing information on the Xder services or by informing you of the error and giving you the opportunity to cancel your order) or update information at any time without notice. We may grant or deny individual order cancellation requests at our sole discretion. All sales are final.

   6. Promotional codes. Xder may, from time to time at its discretion, offer certain promotional codes for discounts. Promotional codes are non-transferable and cannot be redeemed for cash, credit, or previous purchases. There is no cash option. Additionally, promotional codes cannot be used in conjunction with any other promotional offers or discounts, and must be redeemed by the published date, if provided. Lost promotional codes cannot be replaced. Limit one promotional code per customer. Promotional codes are void where prohibited. Xder may terminate or modify any promotional program at any time at our discretion.

   7. Payments are non-refundable. Unless otherwise expressly provided in this Agreement (including Section 25 where You reside in certain states of the United States and the Special Terms where You reside in certain countries), all payments made to Xder are definitive and are not refundable.

   8. Cancellations will be effective on the next billing period in which payment is due, unless otherwise expressly provided in this Agreement.

   9. Taxes. Unless otherwise specified at the time of purchase, all payments to Xder do not include any taxes, levies or duties imposed by taxing authorities, and You are responsible for payment of any such taxes, levies or duties.

   10. Microtransactions. From time to time, you may be able to acquire a limited, personal, non-transferable, non-sublicensable, revocable license to certain add-on features for your exclusive use on the Xder Services (collectively, “Microtransactions”). Xder reserves the right to charge fees, at its discretion, for the right to access or use add-on features and/or may distribute add-on features with or without charge. Xder may manage, regulate, control, modify or eliminate microtransactions and/or additional features at any time. Any add-on features balance that appears in Your User Account does not constitute an actual balance or reflect any stored value, but rather is a measurement of the extent of Your license. Add-on features do not incur non-use charges; however, the license granted to You from Microtransactions will terminate in accordance with the terms of this Agreement when We cease providing the Xder Services or when Your User Account is closed or otherwise terminated. Xder shall have no liability to You or any third party in the event that Xder exercises any such rights. The provision of additional functions for use in the Xder Services is a service that begins immediately upon acceptance of such Microtransactions. ALL MICROTRANSACTIONS MADE THROUGH THE Xder SERVICES ARE FINAL AND NON-REFUNDABLE. YOU ACKNOWLEDGE THAT Xder IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR ANY OTHER COMPENSATION FOR UNUSED ADDITIONAL FEATURES WHEN AN ACCOUNT IS CLOSED, WHETHER SUCH CLOSURE IS VOLUNTARY OR INVOLUNTARY.

10. ITS USE.

    1. You acknowledge that certain Xder services can only be accessed by downloading the Xder application on your mobile device. You will only be able to view user content, including chats, after you have downloaded the Xder app and registered an account.

    2. XDER RESERVES THE RIGHT, BUT IS NOT OBLIGED, TO MONITOR USERS’ USE OF THE XDER SERVICES, INCLUDING USER REGISTRATION AND MESSAGES, AS WELL AS USERS’ USE OF OR ACCESS TO

    3. INFORMATION LOCATION AND THE PROFILES OF OTHER USERS. ACCORDINGLY, XDER ALSO RESERVES THE RIGHT TO (A) DISABLE USERS’ USE OF OR ACCESS TO THE USER FOR ANY REASON, WITHOUT PRIOR NOTICE AND WITHOUT XDER HAVING ANY LIABILITY TO YOU. REFUNDS WILL ONLY BE GIVEN WHEN EXPRESSLY STATED IN THIS AGREEMENT.

    4. You assume sole responsibility for your interactions with other users and for all content and materials that you provide to the Xder Services. You agree that Xder will not be responsible for any loss or damage resulting from any such interactions. Xder reserves the right, but is not obligated, to mediate disputes between you and other users.

    5. Xder has no control over the content of user accounts and profiles. Xder reserves the right, but is not obligated, to monitor such content for various purposes. You acknowledge that you are solely responsible for all content and materials that you provide to the Xder Services.

11. OUR REFUSAL OR SUSPENSION OF YOUR SERVICE.

    1. You may terminate your account at any time and for any reason by following the instructions provided on the Xder services. Upon termination of your account, this Agreement will terminate immediately, unless otherwise specified in Section 25 below.

    2. If you have a User Account set up for recurring billing for a Premium Service, you may cancel your User Account at any time. You will maintain the same access during the current billing period or any period for which you have paid.

    3. Xder reserves the right, but is not obligated, to suspend or terminate any User Account you have with the Xder Services or your access to or use of the Xder Services, if it is believed that your profile or behavior on the Xder Services Xder violate our Terms of Service or have otherwise violated this agreement, or for any other reason at our discretion, subject to Section 12.4 and 12.5 below. Xder may also delete and discard all or part of your User Account or any User Content (as defined below) at any time. You agree that any termination of your access to the Xder Services or any User Account you may have or part thereof may be effected without prior notice (except as provided in Section 12.4 below), and you agree that Xder will not be liable to you or any third party for any such termination, and refunds will only be provided as expressly provided in this agreement (including Section 12.5 below). For example, we may deactivate your user account due to prolonged inactivity. Without limiting our other rights, we reserve the right to remove all of your User Content from the Xder Services upon termination or cancellation of your User Account. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of the Xder Services may be referred to the appropriate law enforcement authorities. These remedies are in addition to any other remedies Xder may have at law or in equity.

    4. If you have paid for a Premium Service, Xder will notify you at least 30 days in advance of the termination of your access to the Xder Services or any User Account, unless the content of your profile or your conduct within the Xder Services Xder violate our Terms of Service or you have otherwise violated this agreement, in which case Xder may suspend or terminate your access to the Xder Services or any User Account immediately.

    5. If you have paid for a Premium Service and Xder terminates your access to the Xder Services or any User Account, Xder will pro rata refund any amounts paid in advance but unused for such Premium Services; provided that Xder terminates your access to the Xder Services or any User Account due to a violation of our Terms of Service, Xder will have the right to retain the amounts you paid for the Xder Services. But where required by law (such as in the UK), Xder will only retain an amount to cover all costs and other losses it incurs as a result of the breach or non-compliance, which may mean no refund is made.

    6. You acknowledge and agree that Google, Apple or another third-party platform provider (as applicable, depending on the device and operating system you use) may be the merchant of record for transactions involving the Xder Services. As such, you may need to request any refunds to which you are entitled under this agreement through the App Store, Google Play or other third-party platform (as applicable).

    7. If you believe that Xder has suspended or terminated your user account in error, you can contact us at help@xder.com at any time.

12. USER CONTENT.

    1. The Xder Services enable the submission of content and materials (such as images, concepts, creative suggestions or opinions) by you and other users to Xder and other users (“User Content”), and the ability to host, exchange and/or post such User Content through Xder and other users.

    2. As mentioned in Section 2 above, you assume sole responsibility for your own User Content, the consequences of sharing or posting such User Content, and your interactions with other users.

    3. In relation to the User Content, you represent and warrant that: (i) you are the legitimate owner or have the appropriate licenses, rights, authorizations and permissions for its use, and that you authorize Xder to use all intellectual content and other rights of ownership related to any User Content to enable its inclusion and use through the Xder services, and as set forth in this agreement; and (ii) you have the written consents, releases and/or permissions of all identifiable persons in the User Content to authorize the inclusion and use of such User Content in the manner contemplated by the Xder services and this agreement. Clearly, you retain ownership of all of your rights to your User Content.

    4. You understand that by using Xder’s services, you may be exposed to User Content from various sources, and that Xder is not responsible for the accuracy, usefulness, security or intellectual property rights of such User Content or any aspect related to it. this. You further understand and acknowledge that you may encounter User Content that is inaccurate, offensive, indecent or inappropriate.

    5. Xder does not assume any responsibility in relation to User Content or anything arising from it. Xder assumes no responsibility to actively monitor User Content for inappropriate content. In the event that, at any time, Xder decides, in its sole discretion, to monitor User Content, Xder assumes no responsibility for the content of the User Content, nor does it undertake any obligation to modify or remove inappropriate User Content. Likewise, Xder does not endorse or exercise control over User Content submitted by other users. Xder makes no warranties, whether express or implied, regarding the User Content or the accuracy and reliability of any User Content. However, Xder reserves the right to prevent you from submitting User Content and to edit, restrict or remove User Content for any reason at any time.

    6. User Content is the property of the user who submitted it, subject to the license that Xder obtains in relation to such User Content under this agreement. You may not share, display or duplicate User Content from any other source, except as permitted by this agreement.

    7. You hereby grant, and warrant the right to grant, to Xder a royalty-free, non-exclusive, irrevocable, worldwide license, with the right to sublicense, to reproduce, distribute, publicly display, prepare derivative works of, incorporate into other works, and use and otherwise exploit your User Content (including unlimited sublicenses), solely for the purpose of including your User Content in the Xder services and as permitted by this agreement. You agree to irrevocably waive (and ensure that others waive) any claim or allegation of moral rights or attribution with respect to your User Content. Additionally, you grant Xder the right, in connection with a sale of Xder or Xder’s assets, to sell or transfer the User Content to a third party. Please see our Privacy Policy for additional information regarding the use, collection or sharing of your information, including User Content.

    8. If you provide Xder with feedback or suggestions regarding the Xder Services (“Feedback”), you grant Xder a perpetual, irrevocable, worldwide, sublicensable license (with the right to sublicense) to use such Feedback and related information in any manner it deems appropriate. . Xder will consider any Feedback you provide as non-confidential and non-proprietary. Xder will have no obligation, under any circumstances, to compensate you for the Comments. You agree not to provide Xder with information or ideas that you consider to be confidential or proprietary, or for which you expect to receive compensation.

13. THIRD PARTY SITES, PRODUCTS AND SERVICES; LINKS.

    1. Xder’s services may include links to other websites or services, whether through advertising or otherwise (“Linking Sites”), solely for the purpose of providing convenience to users. Xder does not endorse or endorse any of these linked sites or the information, materials, products or services contained on or accessible through them. Furthermore, Xder makes no express or implied warranties regarding the information, material, products or services contained on these linked sites. Access to and use of these linked sites, including the information, materials, products and services on or available through them, is at your own risk. We have no control over these third-party sites, and this Agreement does not apply to companies that Xder does not own or control, or to the actions of people that Xder does not employ or manage. We recommend that you always review the terms of use posted on third-party websites.

    2. Any correspondence or business transactions with advertisers found on or through the Xder services are solely between you and the applicable advertiser. You agree that Xder shall not be responsible or liable for any loss or damage arising from any such dealings or the presence of such advertisers on the Xder services.

    3. Third parties, other than Xder, may offer services or sell products through Xder services. We are not responsible for examining or evaluating these business offers or the content of their products and services. Xder assumes no responsibility for the actions, products and content of these third parties. We recommend that you carefully review the third-party privacy policies and other terms and conditions of use.

    4. By using third-party applications that connect to Xder’s services (“Third-Party Applications”), you acknowledge and agree that Xder may transmit your User Content to third-party websites or Third-Party Applications through application protocol interfaces. developed and maintained by such third party websites or Third Party Applications. Xder is not responsible for the transmission of your User Content from the Xder services to third party websites or Third Party Applications, nor for the use of your User Content on these sites or applications. We recommend that you review the terms of service and privacy policies of any third-party website or application. Please note that the way Third Party Applications use, store and share your information is governed solely by the policies of such Third Party Applications. Xder is not responsible for and does not endorse any features, content or other materials on these third-party sites or third-party applications. Xder also does not review or endorse any third party sites or applications. Accordingly, if you decide to access Third Party Sites or Third Party Applications, you do so at your own risk and you agree that your use of them is on an “as is” basis, without any warranty regarding the actions of the Third Party Sites or Applications. , and that this Agreement does not apply to your use of third party sites or Third Party Applications.

    5. You acknowledge and agree that Xder may incorporate your User Content and location information for user accounts of the Xder services with third party information sources and third party applications in the provision of the Xder services.

    6. To the extent your User Content contains your personal data (as defined in the Privacy Policy), any transfer of such personal data will be subject to Xder’s Privacy Policy and the privacy policy of the Third Party.

14. ADVERTISING. Xder and its collaborators may visibly display advertisements and other information alongside Your Content. You are not entitled to any compensation for these advertisements. The appearance, form and extent of this advertising are subject to change without prior notice or liability on our part to you.
15. END USER LICENSES.

    1. Mobile device. To use the Xder software, you are required to have a mobile device that is compatible with Xder services. Xder cannot guarantee the compatibility of its services with your mobile device. You will be responsible for any mobile charges you may incur when using Xder services, including, but not limited to, charges for text messages, roaming and data usage. If you are unsure about any charges that may apply, we recommend contacting your mobile service provider before using Xder services.

    2. Grant of license. Subject to your compliance with the terms of this Agreement, Xder grants you a non-transferable, revocable license to: (i) use a compiled code copy of the Xder Software on your mobile device, whether owned or leased exclusively to you, for your personal and non-commercial use; and (ii) use the Xder services (except for the Xder Software) for your personal, non-commercial use, as intended by Xder and publicly disclosed from time to time.

    3. Restrictions. You may NOT: (i) modify, disassemble, decompile or reverse engineer the Xder Services or any technology related to the Xder Services, except to the extent such restriction is expressly prohibited by law without waiver contractual; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Xder Services to third parties, or use the Xder Services to offer time-sharing or similar services to third parties; (iii) create copies of the Xder services; (iv) remove, circumvent, disable, damage or otherwise interfere with security features of the Xder Services or with features that prevent or restrict use or copying of any content accessible through the Xder Services, or with features that impose limitations on the use of Xder services; (v) create extensions, products related to, or that interact with the Xder services, except to the extent that such restriction is expressly prohibited by law without the possibility of contractual waiver; or (vi) remove copyright and other proprietary rights notices on the Xder Services.

    4. Updates. You acknowledge that Xder may release updated versions of the Xder Services from time to time, and that it may automatically update the version of the Xder Services in use on your mobile or other device. You agree to these automatic updates on your mobile device and understand that the terms and conditions of this Agreement will apply to all updates. You agree that Xder shall not be liable to you for these updates.

    5. Open Source. To the extent the Xder Services use open source or third party code that may be incorporated into the Xder Services, such code will be subject to the terms and conditions of the applicable open source or third party license, if any, authorizing the use of said code.

    6. All rights reserved. The license granted under this Agreement does not imply the sale of the Xder services or any copy thereof. Xder and its third party partners or providers retain all right, title and interest in and to the Xder Services (and any copies thereof). Any attempt by you to transfer any rights, duties or obligations under this Agreement, except to the extent expressly provided herein, will be void. Xder reserves all rights not expressly granted under this Agreement.

    7. Trademarks, service marks and logos. The names and logos associated with Xder services are the property of Xder. The use of these marks is not permitted without the prior written authorization of Xder. All rights reserved.

    8. Government end users. Xder services are designed to be used by individuals, not government entities. If Xder authorizes the use of its services on behalf of the United States Government or the United States Government uses the Xder Services without authorization, the use, duplication, display, modification, reproduction, distribution and disclosure of the Xder Services (or by them) by the US Government will be subject to the restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT. III), as applicable. Otherwise, nothing in this Agreement will grant the government any user rights in the Xder services beyond what is set forth in this Agreement.

    9. Export control. Xder’s services originate in the United States and are subject to United States export laws and regulations. Xder Services may not be exported or re-exported by you to certain countries or to persons or entities prohibited from receiving exports from the United States. Additionally, Xder’s services may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws regarding your use of the Xder services.

    10. App stores. You acknowledge and agree that the availability of the Xder services is dependent on the third party that has provided the Xder services to you, such as the Google Play App Store or the Apple App Store (each, an “App Store “). You understand that this Agreement is between you and Xder, and not the App Store. Each App Store may have its own terms and conditions that you must accept before downloading Xder services. You agree to comply with, and your license to use the Xder services is conditioned by, all applicable terms and conditions of the applicable App Store.

16. OUR DISCLAIMERS; NO WARRANTIES FOR YOU.

    1. CERTAIN STATE, PROVINCIAL AND NATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY IN YOUR JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. SEE “SPECIAL TERMS FOR INTERNATIONAL USERS” FOR CERTAIN EXCEPTIONS FOR SUCH USERS.

       THE XDER SERVICES AND ANY SOFTWARE, SERVICES OR APPLICATIONS AVAILABLE IN CONJUNCTION WITH OR THROUGH THE AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. XDER, AND ITS SUPPLIERS, AFFILIATES AND LICENSORS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.

    2. NEITHER XDER NOR ITS SUPPLIERS AND LICENSORS WARRANT THAT THE FUNCTIONS CONTAINED IN THE XDER SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE XDER SERVICES OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

    3. XDER AND ITS SUPPLIERS AND LICENSORS (INCLUDING THE LICENSORS OF XDER’S THIRD PARTY WIRELESS SERVICE PROVIDERS) DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY LOCATION INFORMATION OR THE OTHER XDER SERVICES IN TERMS OF SECURITY, SECURITY, CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. YOU (AND NOT XDER OR ITS SUPPLIERS OR LICENSORS) ASSUME THE ENTIRE COST OF ANY SERVICES OR EQUIPMENT NECESSARY TO ACCESS THE XDER SERVICES. YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE XDER SERVICES AT YOUR OWN DISCRETION AND RISK.

    4. XDER ASSUMES NO RESPONSIBILITY FOR ANY CONTENT THAT YOU OR ANOTHER MEMBER OR THIRD PARTY POSTS, SEND OR RECEIVE THROUGH THE XDER SERVICES. ACCESS TO ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE XDER SERVICES IS AT YOUR SOLE DISCRETION AND RISK.

    5. XDER DISCLAIMS AND ASSUMS NO RESPONSIBILITY FOR ANY CONDUCT OF YOURS OR ANY OTHER MEMBER, ON OR OFF THE XDER SERVICES.

17. YOUR INDEMNIFICATION FROM US; YOU HOLD XDER WITHOUT LIABILITY. You agree, to the fullest extent permitted by applicable law, to indemnify, defend and hold Xder (and its affiliated companies, contractors, employees, agents, suppliers, licensors, successors and assigns) harmless from any and all claims, demands, suits, actions, losses, costs, damages and any other liability, including attorneys’ fees or any right of contribution, indemnity, subrogation or any similar right, brought by any third party arising out of or in any way related with:
    • Your access, use or misuse of the Xder Services (including any inappropriate manipulation of location data);
    • User Content; Your interactions with other users on or off the Xder Services (including any violation of the rights of any other person or entity);
    • Your breach of this Agreement or any other policy governing the Xder Services, including the Guidelines; either
    • Any third party sites, products, services and links included in or accessed through the Xder Services.

    Xder reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. This defense and indemnification obligation is intended to extend to the maximum extent permitted by law and will survive this Agreement and your use of the Xder Services.

18. LIMITATION OF OUR LIABILITY AND YOUR DAMAGES.

    1. Certain state, provincial and national laws may not allow limitations of liability. If these laws apply to you, some or all of the following provisions may not apply to you. Please see the Special Terms for certain exceptions for such users.

    2. You acknowledge and agree that, to the maximum extent permitted by applicable law, under no circumstances, including negligence, will Xder (including, for the purposes of this Section 19, its affiliates, contractors, employees, agents or third party licensors or suppliers) will be liable to you for any indirect, incidental, punitive, reliance, consequential or exemplary damages related to or resulting from: (A) Your use of the Xder services; (B) Our disclosure, display or maintenance of your location information; (C) Your use or inability to use the Xder services; (D) The Xder services generally (including the Xder software) or the systems that make the Xder services available; or (E) Any other interaction with Xder or any other user of the Xder services, even if Xder or a Xder authorized representative has been advised of the possibility of such damages. You agree that the limitations of liability set forth in this section will survive any termination or expiration of this agreement and, to the extent permitted by law, will apply even if any limited remedy specified herein is determined to have failed its essential purpose.

    3. In no event shall Xder (or its affiliates, contractors, employees, agents, suppliers or third party licensors or suppliers) be liable to you for all damages, losses and causes of action arising out of or related to this Agreement or your use. of the Xder services (whether in contract, tort, including negligence, warranty or otherwise) will exceed the amounts paid by you for access to the Xder services during the twelve (12) months immediately preceding the date of your claim or fifty dollars, whichever is greater.

19. YOU RECOGNIZE THE BENEFIT OF THE BARGAIN WITH XDER. You acknowledge and agree that Xder has offered the Xder services, set its prices, and entered into this agreement based on the warranty disclaimers and limitations of liability set forth above. You further acknowledge and agree that the warranty disclaimers and limitations of liability set forth in this Agreement reflect a reasonable and fair allocation of risk between you and Xder, and that the warranty disclaimers and limitations of liability set forth in this agreement constitute an essential basis of the agreement between you and Xder. Xder would not be able to provide the Xder Services to you on a financially reasonable basis without these limitations and disclaimers.
20. YOU EXEMPT US. To the maximum extent permitted by applicable law, you hereby permanently release and release us (along with our affiliated companies, contractors, employees, agents, suppliers, licensors, successors and assigns), and waive all past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injury, emotional distress, identity theft, death, property loss and damage, or any right of contribution, compensation or subrogation), which has arisen or arises directly or indirectly from, or relates directly or indirectly to:
    • Your interactions with other users on the Xder Services or outside of the Xder Services (including any violation by you of the rights of any other person or entity);
    • Your access, use or misuse of the Xder Services (including Your use or misuse of any location data); User Content;
    • Your breach of this Agreement or any other policy governing the Xder Services, including the Guidelines; either
    • Any third party sites, products, services and links included in or accessed through the Xder Service.

    If you are a California resident, you hereby waive California Civil Code Section 1542, which states: “A general release does not extend to claims which the creditor or the releasing party does not know or suspect to exist within his or her control. favor at the time of executing the exemption and which, if known by him or her, would have materially affected his or her agreement with the debtor or the exonerated party.”

21. RESOLUTION OF OUR DISPUTES; ARBITRATION AGREEMENT. Please read the following arbitration clause in this document carefully. Unless you opt out as set forth in Sections 12 and 13 below, this arbitration provision requires you to resolve disputes with Xder through an arbitration process and restricts how you may seek relief.

    1. You and Xder agree that any dispute that has arisen or may arise between us in connection with your use of or access to the Xder Services, any validity, interpretation, breach, enforceability or termination of this Agreement or otherwise relating to Xder ( collectively, “Covered Dispute Matters” or “Disputes”) will be resolved in accordance with the provisions set forth in this Section 22.

    2. Informal resolution. You and Xder agree that good faith informal efforts to resolve Disputes may result in a quick, low-cost, and mutually beneficial result. Therefore, you and , in a good faith effort to informally resolve any Dispute covered by this arbitration provision (“Informal Dispute Resolution Conference” or “Conference”). If You are represented by an attorney, Your attorney may participate in the conference, but will also participate in the conference. The party initiating a Dispute must notify the other party in writing of its intention to initiate a Conference (“Notice”), which will occur within forty-five (45) days after the other party receives such Notice, unless the parties mutually agree to an extension. Notification to Xder that you intend to initiate a conference must be sent by email to legal@xder.com. The Notice must include: (1) Your name, telephone number, postal address, and the email address associated with Your User Account (if You have one); (2) the name, telephone number, mailing address, and email address of Your attorney, if applicable; and (3) a description of Your Dispute. The Conference will be individualized so that a separate Conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; Multiple people who initiate a Dispute cannot participate in the same Conference unless all parties agree. In the time between a party receiving the Notice and the Conference, nothing contained in this arbitration provision shall prohibit the parties from engaging in informal communications to resolve the initiating party’s Dispute. Participating in the Conference is a precondition and requirement that must be met before the arbitration begins. The statute of limitations and filing fee deadlines will be charged while the parties participate in the Conference process required by this section.

    3. Applicable law. You and we agree that United States federal law, including the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), and (to the extent not inconsistent with or prevented by federal law) the laws of the State of California, USA, without regard to principles of conflicts of laws, will govern all Covered Dispute Matters, except as expressly provided in the Special Terms.

    4. Our arbitration. You and we agree that this provision and each of its parts evidence a transaction involving interstate commerce, and the FAA applies in all cases and governs the interpretation and application of the arbitration rules and arbitration procedures. Any Covered Dispute Issues must be asserted individually in binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Consumer Arbitration Rules (including the use of desktop, telephone, or videoconferencing procedures where appropriate and mitigation of travel costs) available at the link to the AAA Consumer Arbitration Rules. A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include (1) the name, telephone number, mailing address, email address of the party requesting arbitration and account username (if applicable), as well as the email address associated with any applicable User Account; (2) a statement of the legal claims being asserted and the factual basis for such claims; (3) a description of the remedy sought and a good faith estimate of the amount in dispute in U.S. dollars; (4) a statement certifying the completion of the Dispute Resolution process regarding the information as set forth above; and (5) evidence that the requesting party has paid the required filing fees in connection with such arbitration. If the party requesting arbitration is represented by an attorney, the Request will also include the attorney’s name, telephone number, mailing address, and email address. That attorney must also sign the Application. By signing the Application, the attorney certifies to the best of the attorney’s knowledge, information, and beliefs, formed after reasonable consultation in the circumstances in which: (1) the Application is not submitted for any improper purpose, such as harass, cause unnecessary delay, or unnecessarily increase the cost of resolving Disputes; (2) the claims, defenses, and other legal arguments are warranted by existing law or by a non-frivolous argument to extend, modify, or repeal existing law or to establish new law; and (3) the facts and damages have evidentiary support or, if specifically identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. The arbitrator will be a retired judge or an attorney licensed to practice law in the State of California and will be selected by the parties from the AAA’s list of consumer dispute arbitrators. If the parties are unable to agree on an arbitrator within thirty-five (35) days of delivery of the Request, the AAA will appoint the arbitrator in accordance with the AAA Rules, provided that if the Arbitration process is activated by lots under subsection 9, the AAA will appoint the arbitrator for each lot. Unless you and Xder agree otherwise, or the batch arbitration process described in subsection 9 below is triggered, the arbitration will take place in the county where you reside. You and we agree that the arbitrator, and not any federal, international, state or local court or agency, will have exclusive authority to resolve any Dispute relating to the interpretation, applicability, enforceability or formation of this Agreement, including any claim that the entire or part of this Agreement is void or voidable or a particular claim is subject to arbitration, except for the following: (1) all Disputes arising out of or relating to subsection 14 of this Section, including any claim that the all or part of that same subsection is unenforceable, illegal, void or voidable, or that that same subsection has been breached, will be decided by a court of competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in subsection 9, all Disputes regarding the payment of arbitration fees shall be resolved only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes over whether either party has complied with any condition precedent to arbitration shall be resolved only by a court of competent jurisdiction and not by an arbitrator; and (4) all Disputes about which version of the arbitration provision applies will be resolved only by a court of competent jurisdiction and not by an arbitrator.

    5. The arbitrator’s Award to you or us. You and we agree that for matters where the relief sought is more than $5,000, the arbitrator’s decision will include the essential findings and conclusions on which the arbitrator based the award. The arbitrator will decide the substance of all claims in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator will not be bound by rulings in prior arbitrations involving different Users, but rather by rulings in prior arbitrations involving the same Xder User to the extent required by applicable law. You and we agree that the arbitration award will be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

    6. Precautionary and declaratory measures. Subject to this Arbitration provision, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing contained in this paragraph is intended to, nor will it affect, the terms and conditions of subsection 9 entitled “Batch Arbitration”. Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, you are not subject to any appeal or additional remedy, the limitations of this subsection, “Class Waiver and Other Non-Individual Remedies “, are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), You and Xder agree that that particular claim or request for relief (and only that claim or request for relief particular relief) will be severed from arbitration and may be litigated in the state or federal courts located in the State of California. All other Disputes will be arbitrated or litigated in small claims court. This subsection does not prevent You or Xder from participating in a class-wide claims settlement.

    7. Exceptions to our agreement to arbitrate disputes. There are only two exceptions to this provision for arbitration:

       1. First, if either party reasonably believes that the other party has in any way infringed or threatened to infringe the other party’s intellectual property rights, the party whose rights have been infringed may seek injunctive or other appropriate relief. in any court of competent jurisdiction.

       2. Second, each party shall retain the right to seek relief in a small claims court for disputes or claims within the scope of the jurisdiction of such courts.

    8. Arbitration costs. You and we agree that payment of all filing, administration and arbitrator fees will be subject to Xder’s regulations, unless otherwise provided in this arbitration provision. Each party shall bear its own attorneys’ costs in the arbitration, unless the arbitrator determines that the substance of the dispute or request for relief in the request for arbitration was frivolous or improperly presented (as defined by the rules established in Section 11(b) of the Xder Civil Procedure).

    9. Arbitration in lots. In order to optimize efficiency in the management and resolution of arbitrations, you and Xder agree that, if one hundred (100) or more substantially similar individual requests for arbitration are filed within a period of thirty (30) days or less (or as soon as possible after this) against Xder, either by yourself or with the assistance of the same law firm, a group of law firms or organizations, the entity Xder Arbitraje y Alternativas (XAA) (1) will administer the arbitration cases in batches of one hundred applications per batch (further, to the extent that less than one hundred applications remain after the batch mentioned above, a final batch will be formed with the remaining applications); (2) appoint an arbitrator for each lot; and (3) provide for the resolution of each lot as a single consolidated arbitration with a per-party filing and administrative fee structure per lot, a schedule of proceedings, a hearing (if applicable) at a location determined by the arbitrator, and an award final (“Lot Arbitration”).

    10. All parties agree that requests are of “substantially similar nature” if they arise from or relate to the same facts or factual circumstances and raise identical or similar legal issues, and seek similar or identical relief. If the parties do not agree on the application of the Batch Arbitration process, the dissenting party will notify XAA, and XAA will appoint a sole arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). To expedite the resolution of any dispute under the supervision of the Administrative Arbitrator, the parties agree that the Administrative Arbitrator may establish procedures necessary to promptly resolve any dispute. The fees of the Administrative Arbitrator will be borne by Xder.

        You and Xder agree to cooperate in good faith with which could include: (1) the appointment of a discovery expert to assist the arbitrator in resolving discovery disputes; and (2) the implementation of an expedited schedule for arbitration proceedings.

        This bulk arbitration provision shall not be construed to authorize class, cumulative and/or mass arbitration or any such action, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this subsection.

    11. Future Amendments to the Arbitration Agreement. Notwithstanding anything to the contrary in this Agreement, you and we agree that if we make amendments to this arbitration agreement in the future, such amendments will not apply to any claim brought in a legal proceeding against Xder before the date of entry into validity of the amendment. However, the amendments will apply to all other disputes or claims governed by the arbitration agreement that have arisen or may arise between you and Xder. If you do not accept the modified terms, you may close your user account within thirty (30) days of posting or notification, and you will not be bound by the modified terms. Changes to this arbitration agreement do not give you a new opportunity to opt out of the arbitration agreement if you have previously agreed to a version of this Agreement and have not validly opted out of arbitration.

    12. Place of arbitration. Any arbitration initiated pursuant to these Terms will be conducted in Los Angeles County or any other location mutually agreed upon by the parties, including via video conference.

    13. Judicial Forum for Legal Disputes. Unless you and we agree otherwise, and except as described in Section 22.2 (Small Claims Court), if the above arbitration agreement is determined not to apply to you or a specific claim or dispute, whether as As a result of your decision to opt out of the arbitration agreement, as a result of a decision by the arbitrator or a court order, or because you are an international user to whom this arbitration agreement does not apply, you agree (unless otherwise provided by law contrary) that any claim or dispute that has arisen or may arise between you and Xder must be resolved exclusively in a state or federal court located in Los Angeles County, California. You and Xder agree to submit to the exclusive personal jurisdiction of the courts located in Los Angeles County, California, for the purpose of litigating all such claims or disputes.

    14. Arbitration Divisibility Clause. If any part or parts of this arbitration provision are held invalid or unenforceable under the law, then such specific part or parts shall be of no force and effect and shall be severed from the remainder of the Arbitration Agreement, which shall remain in full force and effect.

    15. ARBITRATION OPT-OUT OPTION. IF YOU ARE A NEW Xder USER, YOU MAY CHOOSE TO OPT-OUT OF THE ARBITRATION PROVISION BY SENDING US AN OPT-OUT NOTICE VIA EMAIL TO LEGAL@XDER.COM (“OPT-OUT NOTICE”). NOTICE OF VOLUNTARY EXCLUSION MUST BE RECEIVED WITHIN THIRTY-ONE (31) DAYS FROM THE DATE YOU FIRST ACCEPT THE TERMS OF THIS AGREEMENT. IF YOU ARE NOT A NEW Xder USER, YOU HAVE UP TO THIRTY-ONE (31) DAYS AFTER THE POSTING OF THE NEW TERMS TO SUBMIT AN ARBITRATION OPT-OUT NOTICE.

    16. Arbitration Exclusion Procedure. To opt out, within thirty-one (31) days of initially accepting the terms of this agreement, you must send an email with your legal name, mailing address (including city, state, zip code), email addresses associated with your account(s) to which the opt-out applies, and an unmodified digital image of your valid driver’s license to: legal@xder.com. This is the only procedure to opt out of the arbitration agreement. If you choose not to participate in the arbitration agreement, all other parts of this Agreement and this Disputes Section (including Sections 20 – Acknowledgment of Benefit from Trading with Xder, and 15 to 19 – Advertising, End User Licenses, Waivers of Liability, No Warranties, Your Indemnification of Us, Holding Xder Harmless and Limitation of Our Liability and Damages to You) will continue to apply.

    17. WAIVER OF RIGHTS. BY ACCEPTING THIS AGREEMENT, YOU AND YOU ALSO AGREE THAT YOU MAY NOT ACT AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR PARTICIPATE AS A MEMBER OF A CLASS OF PLAINTIFFS IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING BROUGHT AGAINST US AND/OR RELATED THIRD PARTIES, UNLESS ARBITRATION IS NOT REQUIRED UNDER THIS AGREEMENT, EXCEPT AS SPECIFIED IN SUBSECTION 9 OF THIS SECTION ABOVE. INSTEAD, YOU AND Xder ELECT THAT ALL DISPUTES BE RESOLVED BY ARBITRATION IN ACCORDANCE WITH THIS ARBITRATION PROVISION, EXCEPT AS SPECIFIED IN SUBSECTION 9 OF THIS SECTION ABOVE. IN ARBITRATION THERE IS NO JUDGE OR JURY, AND JUDICIAL REVIEW OF AN ARBITRATION AWARD IS SUBJECT TO VERY LIMITED REVIEW. THIS SUBSECTION DOES NOT PREVENT YOU OR Xder FROM ENTERING INTO A CLASS-LEVEL CLAIMS RESOLUTION AGREEMENT.

    18. STATUTE OF LIMITATIONS FOR YOUR CLAIMS. You and Xder further agree that any Dispute as detailed in this Arbitration Agreement must be initiated by arbitration within the applicable statute of limitations for that claim or controversy, or be permanently barred. Likewise, you agree that all applicable statutes of limitations will apply to the arbitration in the same manner as they would apply in the appropriate court of competent jurisdiction.

22. NOTIFICATION AND WITHDRAWAL POLICY.

    1. Xder respects intellectual property rights and expects its Users to do the same. Xder will immediately terminate, without prior notice, the accounts of Users that Xder determines to be “repeat infringers.” A repeat infringer is a User who has been notified by Xder of violations of infringing activities on more than two occasions and/or who has had User Content removed from the Xder Services on more than two occasions. (Please note that we also reserve the right to terminate accounts for a single violation in accordance with Section 8).

    2. If you are a copyright owner or an agent thereof and believe that any content hosted on any Xder Service infringes upon your copyrights, you may send a notification to Xder’s designated Copyright Agent with the following information by written:

       1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

       2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the applicable Xder Services are covered by a single notification, a representative list of such works on the applicable Xder Services ;

       3. 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 Xder to locate the material;

       4. Information reasonably sufficient to permit Xder to contact the complaining party, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted;

       5. 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 (for example, “I have a good faith belief that that use of the copyrighted content identified herein is not authorized by the copyright owner, its agent, or the law.”); and

       6. 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 (for example, “I swear, under penalty of perjury , that the information in this notification is accurate and that I am the copyright owner, or authorized to act on behalf of the copyright owner, of the copyright(s) that is allegedly infringed by the mentioned content previously).

1. SPECIAL STATE TERMS RELATING TO YOUR RIGHT TO CANCEL.

   The following provisions are added to this Agreement for paid subscription Users who reside in Arizona, California, Connecticut, Illinois, Iowa, Minnesota, New Jersey, New York, North Carolina, Ohio, Rhode Island, Wisconsin, or any other state with laws that may require notice of cancellation rights: You, the buyer, may cancel this Contract, without penalty or obligation, at any time before midnight on the third business day of the original seller of the contract after the date of this contract , except Sundays and holidays. To cancel this Agreement, mail or send a signed and dated notice stating that You, the buyer, are canceling this Agreement, or words of similar effect. This notification will be sent to the following address along with the email address or phone number used to create your Xder account:

   For subscriptions purchased through the Apple App Store or Google Play Store, you will also need to sign in to your account with that store and follow the instructions to change or cancel your subscription.

   In the event that You die before the end of Your paid subscription period, Your estate will be entitled to a refund of that portion of any payment You have made for Your paid subscription that is allocable to the period following Your death. In the event that You become incapacitated (such that You are unable to use the paid subscription and the condition is verified in writing by a physician) before the end of Your paid subscription period, You will be entitled to a refund of that portion of any payment you made by Your subscription that is assignable to the period following Your disability, by providing notification to Xder at the same address as indicated above.

   MISCELLANEOUS PROVISIONS.

   1. Severability, waiver of the provisions of the Agreement. You and we agree that if any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. A provision of this Agreement may be waived only by a written instrument executed by the party entitled to benefit from such provision. The failure of either party at any time to enforce any provision of this Agreement shall in no way affect such party’s right to enforce the same at a later time. The waiver of any breach of any provision of this Agreement shall not be construed as a continuing waiver of any further breach of the same or other provisions of this Agreement.

   2. Agreement Updates: The latest version of these Terms will always be available on the web and will govern your use of the Xder Services. Xder may revise this Agreement from time to time. If Xder determines, in its sole discretion, that the changes we make to this Agreement are material, we will notify you in advance (e.g., within the Application or by email).

   3. Notifications. Xder may provide you with notices, including those regarding changes to this Agreement, by email or postings on the Xder Services. You hereby consent to the use of electronic communications. You may notify Xder via the physical and email addresses provided in Section 26.7 and such notice will be effective upon receipt.

   4. You can’t give in, but Xder can. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by You. However, Xder may without restriction transfer or assign this Agreement and the obligations contained in the Agreement to any third party at any time and for any reason. You hereby acknowledge and agree that if another company acquires Our company, business or Our assets, that transaction may include a sale or transfer of Your User Content, and You agree to such transfer without any further action or confirmation.

   5. Survival of Provisions. The following Sections shall survive any termination of this Agreement or any termination of Your use of or subscription to the Xder Services: 1-4, 5.3, 5.4, 6-8, 10.6, 10.7, 11, 13-15, 16 (excluding 16.2 ), 17-24 and 26.

   6. There are no third party beneficiaries. Xder’s past, present and future affiliates (that is, companies that control, are controlled by Xder or are under common control with Xder) are third party beneficiaries of all rights, protections and benefits granted to Xder under this Agreement, including Section 21. Otherwise, there are no third party beneficiaries to this Agreement.

   7. Headers; Complete agreement. References to headings herein are for convenience only, do not constitute a part of this Agreement and shall not be deemed to limit or affect any provision hereof. The word “including” means “including, but not limited to.” This Agreement constitutes the entire agreement between You and Us in relation to the subject matter hereof and will not be modified except in writing, agreed to by both parties.

   8. Our disclosures; Your queries. The services hereunder are offered by Xder. If you have any questions or complaints, you can contact us at: help@xder.com.

Special terms for international users

1. UNITED KINGDOM. The following terms apply to You, and replace any conflicting terms of this Agreement, if You are a resident of the United Kingdom to the extent required by applicable law:

   1. Cancellation within 14 days. You have the right to cancel your Xder premium services within fourteen (14) days without providing any explanation. The cancellation period begins from the date of purchase of Xder Premium Services. If you have enjoyed a free trial, the cancellation period begins fourteen (14) days after the start of your free trial. To exercise your right to cancel Xder Premium Services during the fourteen (14) day period, you must notify us of your decision to cancel via a clear statement sent to help@xder.com. You can use the Model Withdrawal Form found in Annex I(B) of the Consumer Rights Directive. We will confirm receipt of your cancellation by email in a timely manner. To comply with the cancellation deadline, it is sufficient for you to send your communication regarding your exercise of the right to cancellation before the cancellation period expires. No separate cancellation charges apply, but no refunds are offered except as set forth herein. We will refund You a pro rata amount of the Premium fee for the unused period of Your Premium Services. You will continue to be required to pay a Premium Service fee during the period of Your Premium Services until You have notified Us of your cancellation (excluding any free trial period in which no payment has been made) and therefore We will not We will refund that portion of Your Premium Services. We will make the refund without undue delay and no later than fourteen (14) days after the day on which We are informed of Your decision to cancel Your Premium Services. We will issue the refund using the same payment method that You used for the initial transaction, unless You have expressly agreed otherwise.

   2. Exceptions to limitations of liability. Nothing contained in this Agreement excludes or limits the liability of Xder (or its affiliated companies, contractors, subcontractors, directors, officers, employees, agents, third party suppliers or licensors) for death or personal injury resulting from its negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by applicable law.

   3. ARBITRATION MAY NOT APPLY TO YOU. IF YOU ARE A RESIDENT OF THE UK AND ARE SUBJECT TO THE ALTERNATIVE DISPUTE RESOLUTION DIRECTIVE (2013/11/EU) AND THE ONLINE DISPUTE RESOLUTION REGULATION (EU 524/2013) (AND ANY IMPLEMENTING REGULATIONS IN EACH MEMBER STATE OF EU), THE ARBITRATION AGREEMENT IN SECTION 22 WILL NOT APPLY TO YOU, BUT THE PROVISIONS OF SECTION 22.8 (JUDICIAL FORUM FOR LEGAL DISPUTES) WILL APPLY, UNLESS OTHERWISE REQUIRED BY LAW. PLEASE READ SECTION 21.8 CAREFULLY. The European Commission’s Online Dispute Resolution Platform is available at the following link ODR Platform.

   4. Without prejudice to the Consumer Law. As a consumer, You will benefit from any mandatory provisions of the law of the country in which You are resident. Nothing in these terms and conditions, including without limitation Section 21, affects Your rights as a consumer under such mandatory provisions of local law.

   5. Local jurisdiction. The local laws of Your jurisdiction may entitle You to bring a dispute relating to this Agreement in Your local courts, without regard to the terms of Section 21. We agree that all disputes not subject to the terms of Section 21 may be brought in courts located in Los Angeles, California, USA. This Agreement does not limit any rights You may have that apply regardless of the terms of any contract You have entered into. However, by entering into this Agreement or otherwise, Xder does not consent to the jurisdiction of any court other than those referred to in Section 21 and reserves the right to contest that it is not subject to the jurisdiction of any other court.

2. EUROPEAN UNION. The following terms apply to You, and supersede any conflicting terms of this Agreement, if You are a resident of the European Union to the extent required by applicable law.

   1. Cancellation within 14 days. You have the right to cancel your Xder premium services within a period of fourteen (14) days without providing a specific reason. The cancellation period will begin from the date of purchase of Xder Premium Services. If you have enjoyed a free trial, the cancellation period will end fourteen (14) days after the start of your free trial. To exercise your right to cancel Xder Premium Services during the fourteen (14) day period, you must notify us of your decision to cancel via a clear statement sent to help@xder.com. You can use the Model Withdrawal Form found in Annex I(B) of the Consumer Rights Directive. We will immediately confirm receipt of your cancellation request by email. To comply with the cancellation deadline, it is sufficient for you to send your communication regarding the cancellation before the fourteen (14) day period expires. No separate cancellation charges will apply, but no refunds will be offered except as provided herein. We will refund a prorated amount of the premium fee for the unused period of your Premium Services. You will continue to be required to pay a Premium Service fee during the period of your Premium Services until you have notified us of your cancellation (excluding any free trial period in which no payment has been made), and therefore you will not that portion of your Premium Services will be refunded. We will make the refund without undue delay and no later than fourteen (14) days after the day on which we are informed of your decision to cancel your Premium Services. We will issue the refund using the same payment method that you used for the initial transaction, unless you have expressly agreed otherwise.

   2. Exceptions to limitations of liability. Nothing contained in this Agreement excludes or limits the liability of Xder (or its affiliated companies, contractors, subcontractors, directors, officers, employees, agents, third party suppliers or licensors) to the extent that it cannot be excluded or limited by the applicable legislation.

   3. ARBITRATION MAY NOT APPLY TO YOU. IF YOU ARE A RESIDENT OF THE EUROPEAN UNION AND ARE SUBJECT TO THE ALTERNATIVE DISPUTE RESOLUTION DIRECTIVE (2013/11/EU) AND THE ONLINE DISPUTE RESOLUTION REGULATION (EU 524/2013) (AND ANY IMPLEMENTING REGULATIONS IN EACH MEMBER STATE OF THE EU), THE ARBITRATION AGREEMENT IN SECTION 22 WILL NOT APPLY TO YOU, BUT THE PROVISIONS OF SECTION 22.8 (JUDICIAL FORUM FOR LEGAL DISPUTES) WILL APPLY, UNLESS OTHERWISE REQUIRED BY LAW. READ SECTION 22.8 CAREFULLY. The European Commission’s Online Dispute Resolution Platform is available at the following link ODR Platform.

   4. Without prejudice to the Consumer Law. As a consumer, you will benefit from any mandatory provisions of the law of the country in which you reside. Nothing in these terms and conditions, including without limitation Section 22, affects Your rights as a consumer to rely on such mandatory provisions of local law.

   5. Local jurisdiction. The local laws of Your jurisdiction may give You the right to have a dispute related to this Agreement brought by Your local courts, without regard to the terms of Section 22, in which We agree that all disputes not subject to the terms of Section 22 filed in courts located in Los Angeles, California, USA. This Agreement does not limit any rights You may have that apply regardless of the terms of any contract You have entered into. However, by entering into this Agreement or otherwise, Xder does not consent to the jurisdiction of any court other than those referred to in Section 22 and reserves the right to contest that it is not subject to the jurisdiction of any other court.

3. SPAIN. In addition to the terms set forth above for EU residents, and the conflicting superseding terms of this Agreement, the following terms apply to you if you are a resident of Spain to the extent required by applicable law:
   1. Language. The Spanish version of this Agreement will have priority.
   2. Modifications. Xder will inform you of any relevant modifications to the Services and/or Guidelines, as well as any changes to these terms and conditions.
   3. Renovations. Xder (either directly or through an App Store) will notify you in advance of the renewal date of your Premium Services subscription and trial subscription before charging your credit or debit card.
   4. Moral rights. Your moral rights in Your User Content will not be assigned or waived.
4. PORTUGAL. In addition to the terms set out above for EU residents, the following terms apply to You and replace any conflicting terms in this Agreement, if You are a Portuguese resident to the extent required by applicable law:

   1. Language. The Portuguese version of this Agreement shall prevail.

   2. Modifications. Xder will inform you of any relevant modifications to the Services and/or Guidelines, as well as any changes to these terms and conditions.

   3. Renovations. Xder (either directly or through an App Store) will notify you in advance of the renewal date of your Premium Services subscription and trial subscription before charging your credit or debit card.

   4. Moral rights. Your moral rights in Your User Content will not be assigned or waived.

5. GERMANY. The following terms apply to You, and replace any conflicting terms of this Agreement, if You are a German resident to the extent required by applicable law:

   1. Consent to data deletion. You understand that by using Xder services, you consent to your data (such as your chat messages) being deleted from other users as soon as it is provided.

   2. Limitations of liability. The following applies in lieu of any contradictory or inconsistent language in the Terms:

      1. Our liability is governed as follows: We have no limitation of liability in the following cases: (i) for damages resulting from injury to life, body or health; (ii) with intent; (iii) in case of gross negligence; and (iv) in accordance with the Product Liability Law. Furthermore, our liability for minor negligence is limited to “essential” obligations under this contract. “Essential” obligations are those that are necessary for the performance of the contract, the violation of which would jeopardize the achievement of the objective of the contract and on whose fulfillment you can therefore regularly rely. In these cases, liability is limited to foreseeable and typical damages of the contract; In other cases, there is no liability for slight negligence.

      2. If our liability is excluded or limited in accordance with the above provisions, this limitation also applies to the liability of our legal representatives, employees and vicarious agents.

      3. These limitations of liability remain applicable even after the termination of the contractual relationship between you and Xder, as well as beyond the duration of your use of the Xder Services.

   3. Price hikes. Without prejudice to Section 7, we will only increase prices and modify the Service as permitted by German law.
   4. Without compensation. Section 18 does not apply to You.
   5. Rescission. Xder may only terminate Your account if You breach this Agreement or violate the law. Xder will issue any refund required by German law in the event of termination. We will issue the refund using the same payment methods that You used for the initial transaction, unless You have expressly agreed otherwise.
   6. Moral rights. Your moral rights in Your User Content will not be assigned or waived..
6. CANADA. The following terms apply to You and supersede any conflicting terms of this Agreement, if You are a Canadian resident to the extent required by applicable law in Xder:

   1. 1. Dispute resolution. Sections 22 (Dispute Resolution) and/or 22.6 (Class Action Waiver) will not apply to you if such provision is unenforceable under the laws of your Province of residence in Xder. Section 22.8 will continue to apply in all such cases.

      2. Cancellation rights. Residents of certain Provinces may have the right to cancel Premium Services as required by local legislation on Xder. Xder will respect such cancellation rights.

7. AUSTRALIA. The following terms apply to You on Xder, and supersede any conflicting terms of this Agreement, if You are an Australian resident to the extent required by applicable law:

   1. Transfer of Personal Information Abroad. By consenting to the transfer and processing of Your data in the United States of America and any other jurisdictions worldwide on Xder, You acknowledge that other jurisdictions (including the United States of America) may not have equivalent privacy protections. to the Privacy Act 1988 (Cth). You may not have recourse against Xder as Australian Privacy Principle 8.1 or Section 16C of the Privacy Act will not apply.

   2. Reverse engineering. The restriction on modifying, disassembling, decompiling or reverse engineering the Xder Services is subject to Your rights under Part III Div4A (“Laws that do not constitute copyright infringement in computer programs”) of the Copyright Act 1968 (Cth).

   3. Consumer Guarantees. Xder’s liability for breach of any applicable consumer warranty arising under Part 3-2 Div 1 of the Australian Consumer Law is limited to:

      1. In the case of goods supplied to You on Xder, the replacement of the goods or the supply of equivalent goods (or payment of the cost to You of the replacement or supply), or the repair of the goods (or payment of the cost to you of the repair);
      2. In the case of services provided to You, the supply of the services again or the payment of the cost to You of having the services provided to You again.
8. ARGENTINA. The following terms apply to You on Xder, and supersede any conflicting terms of this Agreement, if You are a resident of Argentina to the extent required by applicable law:

   1. Cancellation within the 10 day cancellation period. You have the right to cancel your Xder premium services within ten (10) days without giving any reason. The cancellation period will expire after ten (10) days from your purchase of Xder Premium Services. If you have benefited from a free trial, the cancellation period will expire ten (10) days after the start of your free trial. To exercise the right to cancel your Xder premium services during the ten (10) day cancellation period, you must inform us at help@xder.com of your decision to cancel by making a clear statement. We will promptly communicate to you an acknowledgment of receipt of such cancellation by email. To meet the cancellation deadline, it is sufficient for You to send your communication regarding your exercise of the right of cancellation before the cancellation period has expired. There are no separate cancellation charges, but no refunds are offered except as provided herein. We will refund a prorated amount of the Premium Services fee for any unused period of Your Premium Services. You will continue to be required to pay a Premium Service fee for the period of Your Premium Services until You have notified Us of your cancellation (excluding any free trial period in which no payment has been made), and therefore We will not refund You. that part of Your Premium Services. We will make the refund without undue delay. We will issue the refund using the same payment method that You used for the initial transaction, unless You have expressly agreed otherwise.

   2. Notice and Takedown Policy. If You are a resident of Argentina, the section 23 notice and takedown policy will not apply to You. Instead, if you believe that any content hosted on any Xder Service is harmful to you and could be considered manifestly illegal, you may send a notice to damage caused by the content. Xder will analyze the complaint and, if the content is manifestly illegal (i.e. child pornography, data that facilitates the commission of a crime, references to crimes or racism, etc.), Xder will proceed with its removal. Xder will not remove any other content that causes harm, but cannot be considered manifestly illegal, unless You provide a court notice ordering the removal of the content in question. Notices of any kind for these purposes will be sent to legal@xder.com.

9. BRAZIL. The following terms apply to You and replace any conflicting terms of this Agreement, if You are a Brazilian resident to the extent required by applicable law:

   1. Right to repent. You have the right to cancel your Xder services within seven (7) calendar days without giving any reason. The cancellation period will expire after seven (7) calendar days from Your purchase of the Xder Services. To exercise the right to cancel your Xder services during the seven (7) day cancellation period, you must inform us at legal@xder.com of your decision to cancel by making a clear statement. We will inform you of receipt of such cancellation by email without delay. To meet the cancellation deadline, it is sufficient for You to send Your communication regarding Your exercise of the right of cancellation before the cancellation period has expired. We will refund any and all amounts paid by You. We will make the refund without undue delay and within the shortest possible time after the day on which We are informed of Your decision to cancel. We will issue the refund using the same payment method that You used for the initial transaction, unless You have expressly agreed otherwise.

   2. Arbitration will not apply to you. Any dispute procedure arising from this Agreement will be resolved by a competent Court of the relevant User’s address.

   3. Notice to remove confidential or private content. In the event of unauthorized disclosure of Your images, videos, images or any other material of Yours containing nudity or private sexual content, Xder undertakes to take all necessary measures, to the extent applicable to Our technical services, in order to remove the referred content diligently and in the shortest possible time, provided that you notify us of the relevant infringement identifying and specifying the infringing content. Additionally, in the event that You are exposed to inaccurate, offensive, indecent or objectionable content from other Users, You may notify Us of such content so that We may take appropriate steps to remove it, to the extent applicable.

   4. Application of Brazilian legislation. You and we agree that Brazilian law will also apply to this Agreement, especially with respect to the rights of privacy, protection of personal data and secrecy of private communications and records. You and we agree to comply with all applicable Brazilian laws.

   5. Keeping records of your account. We will keep the application logs confidential, in a controlled and secure environment, for six (6) months from the date of your subscription, in accordance with applicable Brazilian legislation. We reserve the right to disclose application records and/or any other records of your account, including private communications, to comply with court orders.

   6. Fee charge. At any time we decide to charge you for some or all of the Xder Services, a message will appear on your mobile screen, so that you can (i) approve the relevant service and the corresponding fees, in which case will ask you to provide your credit card details; or (ii) deny the relevant service and continue using the portion of the Xder Services that is free.

   7. Limitation of liability. The provisions related to the limitation of liability established under this Agreement may, as a general rule, not apply to You, since the obligation to indemnify is a rule of public order in Brazil. You and we are aware that Brazilian law does not allow compensation for indirect damages, but only for actual losses and loss of profits directly and immediately caused by it.

   8. Statute of Limitations for Your Claims. The provisions of this Agreement relating to the statute of limitations may not apply to You, if applicable Brazilian law provides a different or specific statute of limitations for a particular claim. In this case, You will be subject to the specific statute of limitations stipulated in the applicable Brazilian legislation.

   9. Modifications to this Agreement. We reserve the right to modify, in Our sole discretion, any of the provisions contemplated in this Agreement at any time and for any reason, without regard to Your prior approval. You will be notified of such modifications.

10. INDIA. The following terms apply to You, and supersede any conflicting terms in this Agreement, if You are a resident of India to the extent required by applicable law:

    1. Removal of certain obscene or offensive content. Any resident of India, or any person on behalf of such a resident, has the right to report and request the immediate removal of any content that shows or depicts such person fully or partially nude or engaged in any sexual act or conduct, or that in any way way to impersonate the person. Any such content can be reported to Xder by contacting Xder’s Complaints Manager via email at help@xder.com.

    2. Government assistance. Any staff member of the Indian government or an authorized agency can report and request the removal of illegal information, or report and request Xder’s assistance with an investigation into cybersecurity incidents or other crimes, by contacting the person responsible by email at help@xder.com.

    3. Prohibited conduct and uses. In addition to the prohibited conduct and uses set forth in Section [9.3], and for the avoidance of doubt, you are not permitted to host, display, upload, modify, publish, transmit, store, update or share any information that:

       1. It belongs to another person and is information to which the user has no rights; is defamatory, obscene, pornographic, pedophilic, invasive of another person’s privacy, including bodily privacy, insulting or harassing on the basis of gender, defamatory, racially or ethnically objectionable, related to money laundering or game, or is inconsistent or contrary to any applicable law;

       2. It is harmful to a child;

       3. Infringes any patent, trademark, copyright or other proprietary rights;

       4. Violates any applicable law;

       5. Deceives or deceives the recipient about the origin of the message or knowingly and intentionally communicates any information that is patently false or misleading in nature, but which could reasonably be perceived as fact;

       6. Impersonates another person;

       7. Threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign States or public order, or causes incitement to the commission of any cognizable offense or prevents the investigation of any offense or is insulting another nation;

       8. Contains a software virus or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource; I

       9. Is patently false and false, and is written or published in any form, with the intent to deceive or harass any person, entity or agency in order to obtain financial benefit or cause any injury to any person.

    4. Complaints compensation mechanism and complaints responsible. Please note that you or any other person may file a complaint or claim regarding any violation of this Agreement or the Community Guidelines, including any prohibited conduct or use, or any other matter relating to the Xder Services, including a response any alleged violation of this Agreement or the Community Guidelines by contacting the Xder Complaints Manager. In addition, You or any other person may also submit any complaint or complaint directly within the Xder services or by email to help@xder.com. When filing any complaint or complaint, please provide any details that may assist Xder in resolving the complaint or claim. Xder will acknowledge receipt of the complaint or claim and resolve it within the deadlines established by applicable law.

    5. Account cancellation. Please note that Xder reserves the right, in its sole discretion, to terminate the account or access of any user of the Application, who is the subject of repeated infringement notifications.

    6. Changes. Xder will inform its users of any modification to these Conditions by publishing them on the website. If you have registered with Xder, we will describe changes to these Terms in an email and they will be sent to the email address associated with your account.

Effective date: June 15, 2025 or user acceptance, whichever comes first.