Shift Worker
Terms of Service

These Shift Worker Terms of Service (''SW Terms'' or ''Agreement'') apply to individual workers, including shift workers, admins, managers, supervisors, employees, volunteers, agents, and contractors (''you'' or ''your'') of a restaurant (''Merchant'', ''Customer'', or ''Employer''), that has separately agreed to the Merchant Services Agreement or other subscription agreement with and provides any service through AIO App Inc. (''AIO'', ''we'', ''us'' or ''our'') and that has created a ''User Account'' that you and other shift workers can join as ''Users'' to access and use the hosted workforce management platform and software made available by AIO via web-based and/or mobile applications (collectively the ''Service'').

The Merchant Services Agreement or other subscription agreement between your ''Employer'' and ''AIO'' contains ''AIO'''s commitment regarding the delivery of the software applications and features of the ''Service'' licensed by your ''Employer'' and made available by ''AIO''. This ''Agreement'' between your ''Employer'' and ''AIO'' allows you to create a ''User Account'' affiliated with your ''Employer'' in order for you to access and use the ''Service'' on behalf of your ''Employer''.

1. AGREEMENT, CONSENT AND AMENDMENT.

a. Nature and use. These SW Terms, Arbitration Agreement, and our privacy policy located at https://www.aioapp.com/privacy-policy (''Privacy Policy'') constitute legally binding agreements between you and AIO that govern our relationship with you and your use of our Services. Please read these SW terms carefully to ensure that you understand each provision. You shall refrain from using our Service if you do not agree with these SW Terms or Privacy Policy.

b. Amendments. We may update and amend these SW Terms to reflect changes in our practices, legal requirements, or industry standards. We will make reasonable efforts to provide you with prior notice of any material changes affecting your rights or responsibilities. Any changes will be effective immediately upon posting the revised SW Terms here. Your continued use of our Services through any platform, after any changes, will indicate your acceptance of the amendments.

c. Acceptance. You expressly agree to be bound by and accept these SW Terms by:

Clicking ''I Accept'', ''Continue'', ''Finish'', or ''Sign Up'' or similar language indicating you agree to abide by this Agreement. You also agree that clicking on these buttons on the Service shall constitute your electronic signature to these SW Terms or other such documents displayed with the button(s) and relating to the Service. You further agree that your electronic signature on these SW Terms and any other document shall have the same legal effect under state and federal law as if you signed the documents in ink on paper; or
Accessing and using the Service, even if such access began before the publication of these SW Terms. Your continued use of the Service after any such change constitutes your acceptance of the new SW Terms. If you do not agree to current SW Terms or any updates to them, do not use or access (or continue to use or access) the Service.

2. USE OF OUR SERVICE

a. Scope of License. The Service is licensed to your Employer under the Merchant Services Agreement between your Employer and AIO against a subscription plan. You can only use the Service by virtue of your employment or worker relationship with your Employer. Your access or use of the Services may be restricted or determined by the type of access, privileges, and roles (executive, administrative, manager, server, etc.) assigned to you in the Service by your Employer.

b. Third-Party Service. ''Third-Party Service'' means a component or part of Service provided, made available, enabled, owned or licensed by a third-party (''Third-Party Service Provider'') that complements your use of the Service and is integrated or otherwise accessible through the Service. Your Employer may import and export data between the Service and Third-Party Service(s) through integrations.

c. License to Use the Service. Subject to the terms and conditions of these SW Terms, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to access and use the Service on behalf of your Employer as permitted by your assigned User role(s), in accordance with the associated documentation we provide as part of the Service.

d. Geographical Restrictions on Use. The Service is designed for use by Employers and individuals in the United States. AIO makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable laws and regulations, including but not limited to export and import regulations. Unless otherwise explicitly stated, all materials found in the Service are directed to Employers and Users located in the United States, including spelling conventions.

3. ACCOUNT; REGISTRATION; RESTRICTION

a. Registering as a User. Your registration as a User gives you access to the software applications and functionality within the Service that your Employer licenses and that we establish and maintain in accordance with this Agreement, including, if applicable, the services and products of Third-Party Service Providers. When you register as a User, we may collect your personal and other information, including but not limited to name, email address and role, in accordance with our Privacy Policy.

b. User requirements. To register as a User or use the Service you hereby understand, acknowledge, and agree that:

You are at least 18 (eighteen) years of age;
If you are a minor (more than 13 years of age but less than 18 years), you have received express consent or permission from your parent or guardian who has seen and agreed to these SW Terms for you;
You are registering either as a User of an Employer or otherwise accessing an Employer's account under the express authority of the Employer;
You are not a competitor of AIO nor do you work for a competitor of AIO, and you will not disclose any information gained from your use of or access to the Service to a competitor of AIO;
You are accessing the Service for the purpose of using the Service as intended and not for the purpose of monitoring availability, performance, functionality, or any other benchmarking or competitive purposes;
We may, without prior notice, change the Service or add, modify, or remove features of the Service;
We may permanently or temporarily terminate, suspend, or limit your access to and use of the Service if, in our sole determination, you violate any provision of these SW Terms, any other of AIO's terms or policies, or on the direction of your Employer;
We may release new features that augment or enhance the current Service, including the release of new tools and resources, and any such new feature shall be subject to these SW Terms.
You shall use the User Account or Service in accordance with these SW Terms and in full compliance with all applicable federal, state, and local laws, rules and regulations;
As part of the Service, your Employer may receive alerts or notifications regarding your potential rights and their violations. These alerts and notifications are for informational purposes only and do not constitute legal advice or provide any compliance obligations. It remains the sole responsibility of your Employer to ensure compliance with all applicable laws, rules, and regulations including labor laws.
You shall be solely responsible for maintaining the security and confidentiality of your User Account;
You will not authorize third parties to use your User Account;
You will not assign or otherwise transfer your User Account to any other person or entity;
You are eligible to register and use the Services and have the right, power, and ability to enter into and be subject to these SW Terms;
You are not a User previously removed from using the Service by AIO for any reason, including for violation of these SW Terms, any other terms of AIO or removed on the direction of the Merchant;
You are not an individual or entity that is (1) listed on the List of Specially Designated Nationals and Blocked Persons or on any other list of sanctioned, prohibited, or restricted parties administered by the U.S. Treasury Department's Office of Foreign Assets Control (''OFAC''), the U.S State Department's International Traffic in Arms Regulations or by any other governmental entity; or (2) located in, a national or resident of, or a segment of the government of, any country or territory for which the United States maintains trade or economic sanctions or embargoes or that has been designated by the U.S. Government as a ''terrorist supporting'' region; and You may not use the Service if you are legally prohibited from receiving or using the Service under the laws of the country in which you are resident or from which you access or use the Service;
We reserve all rights not expressly granted herein in the Service and the AIO Content (as defined in Section 7 below); and,
By providing your email address and/or mobile number, you consent to our using the email address and/or mobile number to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address and/or mobile number to send you other messages, such as changes to features of the Service and special offers. You can change your communications preferences by sending us an email to the address provided in the 'Contact Us' Section of these SW Terms.

c. Accuracy of Information. You agree to provide true, accurate, current, and complete information for registration as a User and for creation of your User Account. You are solely responsible for (i) providing up-to-date and accurate information, (ii) maintain and promptly update the registration information as necessary and (iii) not misrepresenting your identity or any information required for registration or to avail the Service. We reserve the right to suspend or terminate your User Account and prohibit any and all current or future use of the Service (or any portion thereof) by you if we believe that you have provided us with inaccurate, untrue, or incomplete information, or failed to comply with the requirements of User Account registration.

d. Confidentiality. Only you have the right to access and use your User Account. You are wholly responsible for maintaining the confidentiality and security of the information you hold for your User Account, including your login credentials, and password, and for all activities that occur under your User Account. We shall assume that all the activities under your User Account are conducted under your express authority. If you become aware of unauthorized use of your login information, you shall promptly notify us by sending us an email to the address provided in the 'Contact Us' Section of these SW Terms. We will not be liable for any losses or damages arising from your failure to comply with sub-Section 3(c ) and 3(d), including, but not limited to, any loss or damage arising from your failure to (a) immediately notify us of any unauthorized use of your password or account or any other breach of security, or (b) exit and close your account at the end of each session.

e. Restrictions. You understand, acknowledge, and affirm that you will only use the Service for lawful purposes and in compliance with these SW Terms, and you may not, nor may you permit any third-party, directly or indirectly, to:

Perform or attempt to perform any actions that would interfere with the proper working of the Service, or prevent access to or use of the Service by us or our other Users;
Upload, post, host, or transmit spam, chain letters, SMSs, or other unsolicited email or messages;
Transfer any rights granted to you under these SW Terms;
Use the Service for any illegal activity in any way that exposes or is likely to expose you, our other Users, Third-Party Service Providers, Merchants, affiliates, or AIO to any risk, harm, or liability;
Violate or breach any operating procedures, requirements, or guidelines regarding Merchant's use of the Service that are posted on or through the AIO platform or otherwise provided or made available to Merchant;
Remove any copyright, trademark, or other proprietary notices from any portion of the Service;

Use the Service in contravention of the intellectual property rights of AIO or any other third-party;
Use the Service, directly or indirectly, for any fraudulent purposes or in any manner so as to interfere with the operation of the Service or other services of AIO;
Reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast, or otherwise exploit the Service except as expressly permitted in these SW Terms and any usage limitations communicated to you;
Decompile, reverse engineer, or disassemble the Service or any part thereof, except as may be permitted by applicable law;
Rent, lease, or otherwise permit the third parties to use the Service;

Restructure, replicate, or frame any portion of the Service or assist anyone in doing so;
Circumvent or deactivate any security mechanisms of the Service, or attempt to investigate, scrutinize, or exploit any vulnerabilities within the systems used for the Service;
Gain or attempt to gain unauthorized access to the Service, User Account(s) of other User(s), their identities, or any personally identifiable information;
Use the Services to disseminate viruses or other malicious software or code, or to transmit excessive amounts of data that may adversely impact the functionality of the Service;
Cause or launch or attempt to cause or launch any programs, robot, spider, site search/retrieval application, or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining of any portion of the Service or for sending more request messages to our servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser;
Take any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure;
Impersonate another person or otherwise misrepresent your affiliation with a person or entity, conducting fraud, hiding, or attempting to hide your identity;
Engage in verbal, physical, or other abuse (including threats of abuse or retribution) of any other User, Merchant, or any other AIO customer, employee, member, or officer;
Express or imply that any statements you make are endorsed by us, without our prior written consent in each instance; or
Use or access the Services to build a competing product or service.

If we reasonably suspect that you have used the Service or your User Account has been used for, any of the above-mentioned causes or for any unauthorized, illegal, or criminal purpose, in addition to the right of terminating Services or any part thereof, you give us an express authorization, in addition to other remedies, to share information about you, your User Account, and any of your transactions with the relevant law enforcement officials, take any legal action and implement any technical remedies to prevent the violation of these restrictions and to enforce these SW Terms.

f. User Interactions and Disputes. You are solely responsible for your interactions with individual Users. We reserve the right but have no obligation to monitor disputes between you and other Users. We shall have no liability for your interactions with other Users, or for the actions or inactions of any Merchant or User.

4. PAYROLL PROCESSING SERVICES

a. Applicability. If your Employer licenses payroll processing and management services (''Payroll Processing Services''), which are powered by our Third-Party Service Provider, through AIO as part of the Service, then this Section 4 applies.

b. Authorization. You hereby authorize AIO to provide you with Payroll Processing Services subject to an agreement between AIO and your Employer.

c. AIO's use of Third-Party Service Providers. AIO's Payroll Services are powered by Check Technologies, Inc. (''Check''), a Third-Party Service Provider that manages calculations, payments, and tax filings. In doing so, Check may maintain custodial accounts with one or more banks (''Bank''). To access and use Payroll Processing Services you must agree to Check's Terms of Service, including Check's Privacy Policy.

If you wish to utilize direct deposit you must also agree to (i) Check's use of the financial services company, Plaid, to connect the User's bank account to Check: and (ii) allow Plaid to process AIO and User's information and data in accordance with Plaid's Privacy Policy. (collectively, ''Check-Related Agreements'')

Check is a separate business entity from AIO and the terms of the Check-Related Agreements govern the use of Payroll Processing Services in addition to those set forth in these SW Terms. Please read all Check-Related Agreements as they will control to the extent there is a conflict between the terms herein (as they relate to AIO's provision of Payroll Processing Services) and the Check-Related Agreements.

d. Payroll Onboarding in User Account. To use the Payroll Processing Services, you shall onboard for Payroll Processing Services in your User Account For onboarding, you will have to provide the below-described information and complete the qualification process:

Compliance Requirements and Information. Providing and receiving Payroll Processing Services requires compliance with various laws, regulations, and rules, (collectively, all such laws, regulations, and rules, the ''Compliance Requirements''); therefore, you agree to provide our Third-Party Service Providers with all information requested to satisfy these Compliance Requirements. The type of information required includes, but may not be limited to, personal information such as your date of birth, address, social security number, bank account information, wages, pay stubs, tax documents. (''Payroll Information'')
Verification. AIO, through its Third-Party Service Providers, uses a variety of processes to validate your identity and otherwise qualify you to be a user of Payroll Processing Services before you may access and use the Payroll Processing Services. You give us and our Third-Party Service Providers permission to obtain, verify, and record this information to satisfy all due diligence obligations under applicable Compliance Requirements.
Grant of Access. To provide Payroll Processing Services to your Employer, AIO must have access to certain data such as wages, roles, time & attendance, location of hours worked, and, if applicable, paid time off information, employees' benefits information, wage garnishment information, and other information specified by AIO from time to time (''Payroll User Data''). Additionally, you hereby authorize AIO to disclose to its Third-Party Services Providers, including Check, Payroll User Data in connection with this Agreement and you further authorize Check to disclose this Payroll User Data to the Bank.
Accuracy of Information. When onboarding for Payroll Processing Services, the Payroll Information and Payroll User Data you provide must be complete and accurate and you agree to promptly update it, information if it changes. AIO and its Third-Party Service Providers are not liable for any errors or inaccuracies in Payroll Information and Payroll User Data furnished by you or your Employer. You and your Employer shall at all times be responsible for the accuracy and completeness of the Payroll Information and Payroll User Data.
Our Discretion. AIO and its Third-Party Service Providers retain full authority and discretion to grant or decline the creation of your Payroll User Account to use the Payroll Processing Services for any reason.

e. Maintenance of User Account for continued access. You acknowledge, understand, and agree that to have continued access and use of Payroll Processing Services, you are obligated to provide additional information, accept other required terms, complete and sign additional forms, and respond to inquiries from us (or our Third-Party Service Providers) as part of our continuing role of monitoring and meeting Compliance Requirements. Your failure to respond fully, promptly, and accurately may result in your immediate suspension or termination from the Payroll Processing Services.

f. Rights, permissions, and consent for Payroll Services Data. Payroll Information, Payroll User Data, and any other data, content, and other materials specifically pertaining to your Employer, you, or other Users that are submitted into or transmitted through the Service in connection with the Payroll Processing Services are collectively referred to as ''Payroll Services Data''. Your Employer is to obtain any rights, permissions, or consents from you and any authorized Users that are necessary for the lawful use of Payroll Services Data and the operation of the Payroll Processing Services.

g. Privacy. You agree and authorize AIO to use Payroll User Data for the provision of Payroll Processing Services. Payroll User Data, including personal information that AIO receives about you, will be subject to and governed by the Privacy Policy. The Privacy Policy does not apply to any third-party websites, applications, or software that integrate with the Payroll Processing Services or any other third-party products, services, or businesses. Payroll User Data, including personal information, that a third party, including a Third-Party Service Provider, receives from AIO will be subject to and governed by that third party's privacy policy.

h. Authorization for information sharing. You acknowledge and understand that in providing the Payroll Processing Services, AIO and its Third-Party Service Providers act as an intermediary between you and your Employer; as such, you authorize AIO and its Third-Party Service Providers to share with your Employer any information that you provide to AIO or its Third-Party Service Providers in connection with the Payroll Processing Services.

i. Cooperation in Investigations. You agree to cooperate with AIO in investigating any fraudulent or illegal transactions.

j. Relationship Between You, Your Employer, and AIO

Employer's Responsibilities. As between AIO and your Employer, you acknowledge, understand, and agree that it is solely your Employer's responsibility to:

Respond to and resolve any disputes with you and other Users relating to or based on Payroll Services Data, insufficient funds to meet Employer's wage and tax payment obligations;
Inform you and other Users of any relevant policies and practices of your Employer and any settings that may impact the processing of Payroll Services Data;
Obtain any rights, permissions, or consents from you and other Users that are necessary for the lawful use of Payroll Services Data and the operation of the Payroll Processing Services; and
To comply with all the applicable federal and state laws including, labor laws, wage and hour laws, laws related to employee classification (e.g. employee vs independent contractor), minimum wage laws, wage deduction laws, meal period and rest break premiums, regular rate of pay calculations, overtime calculations and payments, paid sick leave accrual, itemization, and issuance of pay statements, and laws pertaining to the timing of pay (including final pay). Employers are solely responsible and assume all liability for the proper classification of their employees and individual workers' shifts based on applicable legal guidelines and for complying with all other employment laws, such as wage and hour laws.

Errors in Payroll Services Data. You agree and acknowledge that AIO and its Third-Party Service Providers rely on information furnished by your Employer and you to provide the Payroll Processing Services. AIO and its Third-Party Service Providers are not liable (i) for any errors or inaccuracies in Payroll Services Data; or (ii) for not processing payroll because you or your Employer does not submit the Payroll Services Data by the applicable cut-off time.
Insufficient Employer Funds. Neither AIO, its Third-Party Service Providers or Check is obligated to perform the Payroll Processing Services including, without limitation, facilitating the Bank's payment of wages or taxes or the preparation or filing of tax returns in case your Employer has insufficient funds in its bank account or your Employer has not timely remitted to Bank the funds for wages and tax payments.

k. Warranty Disclaimer. THE PAYROLL PROCESSING SERVICES ARE PROVIDED ON AN ''AS IS'' AND ''AS AVAILABLE'' BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AIO DISCLAIMS ANY AND ALL WARRANTIES, EXPRESSED OR IMPLIED, CONTRACTUAL OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE, AND THE WARRANTY OF NON-INFRINGEMENT. AIO DOES NOT WARRANT THAT THE USE OF THE PAYROLLL PROCESSING SERVICES WILL BE ERROR-FREE OR COMPLETE.

l. Revocation or Suspension of your Account AIO may deny, revoke, or suspend your access and use of the Payroll Processing Services at any time if we determine at our sole and exclusive discretion that (i) it is necessary to mitigate an actual or suspected security threat; (ii) you have failed to adhere to these SW Terms; or (iii) your actions create a risk to our business operations as a matter of policy, regulation, or law.

6. COMPLIANCE WITH LAWS.

You agree to comply with all federal, state, provincial, local, and foreign laws, rules, and regulations applicable to you and the Merchant's business in relation to your use of the Service, including any applicable privacy and consumer protection laws, tax laws, and regulations, the then-current version of the Payment Card Industry Data Security Standards as made available at https://www.pcisecuritystandards.org/ and the by-laws, and any and all other rules, policies and procedures of VISA, MasterCard, Discover and/or other card networks as in effect from time to time.

7. AIO PROPERIETARY RIGHTS

a. AIO Content. Except for Payroll Information and Merchant Data, which includes your User Content, the Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other individual Users (collectively the ''AIO Content''), and all Intellectual Property Rights related thereto, are the exclusive property of AIO and its licensors (including other Users who post User Content to the Service). Except as explicitly provided herein, AIO reserves all rights, title, and interest in the AIO Content.

b. Feedback. You may voluntarily offer suggestions, requests for improvement, ideas, feedback, recommendations, or other input about the Service (''Feedback'') at any time. You acknowledge that you shall not have any right or interest in the Feedback and we are free to use, disclose, reproduce, and otherwise exploit any and all Feedback provided by you regarding the Service in our sole discretion, without any restriction or obligation towards you, including any fiduciary obligations. If for any reason it is further needed, you hereby grant AIO a perpetual, non-revocable, royalty-free, assignable, sub-licensable, worldwide license to use and/or incorporate such Feedback into the Service (or into any AIO product or service) at any time at the sole discretion of AIO.

8. THIRD-PARTY SOFTWARE

a. Usage of Third-Party Software. The Service may include access to certain third-party software (''Third-Party Software''). Any use of the Third-Party Software, that accesses AIO or is accessible through AIO or Services, is subject to these SW Terms, including, without limitation, the following specific Section 8. You acknowledge that different terms of use and privacy policies, as amended from time to time, may apply to your use of such Third-Party Software. To the extent there is a conflict between the terms and conditions applicable to any such Third-Party Software and these SW Terms, the Third-Party Software terms and conditions shall control.

b. Disclaimer. The use of Third-Party Software is solely between you and the applicable Third-Party Software provider. We, under no circumstances, will be responsible or liable for any violations of applicable laws, regulations, or policies by Third-Party Software providers, or for any liability arising from your use of Third-Party Software.

We do not guarantee the uninterrupted availability of the Third-Party Software and will not be liable for any interruptions or discontinuation.

WE DO NOT WARRANT OR PROVIDE DIRECT SUPPORT FOR ANY THIRD-PARTY SOFTWARE. IF YOU USE ANY THIRD-PARTY SOFTWARE OR SHARE YOUR CONTENT ON OR THROUGH ANY THIRD-PARTY SOFTWARE, YOU DO SO AT YOUR OWN RISK. YOU EXPRESSLY RELIEVE US FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY SOFTWARE.

9. THIRD-PARTY LINKS AND SERVICES

a. Third-Party links and services. The Service may contain links to third-party materials and options to use the products or services of Third-Party Service Providers that are not owned or controlled by AIO.

b. Disclaimer. AIO does not endorse or assume any responsibility for any such Third-Party Service Provider's sites, information, materials, products, or services. If you access a third-party website or service from the Service or share your User Data on or through any Third-Party Service Provider's website or service, you do so at your own risk, and you understand that these SW Terms and Privacy Policy do not apply to your use of such websites and services. You expressly relieve AIO from any and all liability for loss or damage of any sort arising from your use of any products and services of Third-Party Service Providers, including their website, service, or content, including without limitation content submitted by individual Users. You may be required by the Third-Party Service Provider to accept its terms and conditions applicable to the use of the third-party content, website, information, materials, or services.

c. Access Changes. AIO reserves the right at any time to modify or discontinue, temporarily or permanently, your access to third-party links, third-party services, and third-party information (or any part thereof) with or without notice at its sole discretion.

d. Engagement with Advertisers. Your dealings with or participation in the promotions of advertisers found in the Service, including, but not limited to, the payment and delivery of goods and services are solely between you and such advertisers. AIO does not endorse or assume any responsibility for any such advertiser's sites, information, materials, products, or services. You agree that AIO shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.

e. No warranty. UNLESS OTHERWISE EXPRESSED IN THESE SW TERMS, AIO DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE OFFERED OR ADVERTISED BY A THIRD-PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND AIO WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION(S) BETWEEN YOU AND THE THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

10. MOBILE APPLICATIONS.

a. Mobile Software. We may make available software to access the Service via a mobile device (''Mobile Software''). To use the Mobile Software, you must have a mobile device that is compatible with the Mobile Software. AIO does not warrant that the Mobile Software will be compatible with your mobile device. You may use mobile data in connection with the Mobile Software and may incur additional charges from your wireless provider for these services. You agree that you are solely responsible for any such charges.

b. Mobile Software License. AIO hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one User Account on one mobile device owned or leased solely by you, and solely in accordance with these SW Terms and the features made available to you. You acknowledge that AIO may from time-to-time issue upgraded versions of the Mobile Software and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device and agree that the terms and conditions of these SW Terms will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and AIO or its third-party partners or suppliers retain all rights, titles, and interests in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties, or obligations hereunder, except as expressly provided for in these SW Terms, is void. AIO and its third-party partners or suppliers reserve all rights not expressly granted under these SW Terms.

c. Mobile Software provided from App Store by Apple. The following applies to any Mobile Software you acquire from the App Store (''App Store-Sourced Software''). You acknowledge and agree that these SW Terms are solely between you and AIO, not Apple, and that Apple has no responsibility for the App Store-Sourced Software or content thereof. Your use of the App Store-Sourced Software must comply with the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store-Sourced Software. In the event of any failure of the App Store-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by these SW Terms and any law applicable to AIO as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third-party relating to the App Store-Sourced Software or your possession and/or use of the App Store-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by these SW Terms and any law applicable to AIO as provider of the software. You acknowledge that, in the event of any third-party claim that the App Store-Sourced Software or your possession and use of that App Store-Sourced Software infringes that third party's intellectual property rights, AIO, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these SW Terms. You and AIO acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of these SW Terms as relates to your license of the App Store-Sourced Software, and that, upon your acceptance of the terms and conditions of these SW Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these SW Terms as relates to your license of the App Store-Sourced Software against you as a third-party beneficiary thereof.

d. Mobile Software provided from Google Play Store. The following applies to any Mobile Software you acquire from the Google Play Store (''Google-Sourced Software''): (i) you acknowledge that the SW Terms are between you and AIO only, and not with Google, Inc. (''Google''); (ii) your use of Google-Sourced Software must comply with Google's then-current Google Play Store Terms of Service; (iii) Google is only a provider of the Google Play Store where you obtained the Google-Sourced Software; (iv) AIO, and not Google, is solely responsible for its Google-Sourced Software; (v) Google has no obligation or liability to you with respect to Google-Sourced Software; and (vi) you acknowledge and agree that Google is a third-party beneficiary to the SW Terms as relates to AIO's Google-Sourced Software.

11. TERM AND TERMINATION

a. Term. These SW Terms shall commence on the date of your initial access or use of the Service and will remain effective until your Employer's subscription for you terminates or expires, or your access to the Service for your Employer has been terminated by you, your Employer, or by AIO or the Merchant Services Agreement between your Employer and AIO is terminated for any reason whatsoever.

b. Termination by AIO. AIO may at any time and without prior notice, terminate or suspend all or a portion of your User Account and/or access to the Service. Cause for such termination may include (a) violations of these SW Terms or any other policies or guidelines that are referenced herein and/or posted on the Service; (b) a request by your Employer to cancel or terminate your User Account; (c) a request and/or order from law enforcement, a judicial body, or other government agency; (d) where the provision of the Service to you is or may become unlawful; (e) unexpected technical or security issues or problems; (f) your participation in fraudulent or illegal activities; (g) if we determine, believe or suspect that there is unauthorized access to Service or your User Account or your continued use of Service may materially harm AIO, our network system, reputation, affiliates or Third-Party Service Provider; or (h) if we determine, believe or suspect your use of Service or User Account will subject AIO to liability. Any such termination or suspension shall be made by AIO in its sole discretion and AIO will not be responsible to you, your Employer, or any third-party for any damages that may result or arise out of such termination or suspension of your User Account and/or access to the Service.

c. Survival. The provisions of these SW Terms that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.

12. COMMUNICATION WITH YOU

a. Administrative Messages. As part of the Service, we may send administrative messages to you. For example, upon adding a new User to Employer's account, the new User will receive a welcome message, instructions on how to register for the Service, and a link with more information about the services. We may send you other administrative messages as well. By signing up for the Service you agree to receive these administrative messages from us. To stop receiving text messages from AIO, please send us an email to the address provided in the 'Contact Us' Section of these SW Terms.

b. Compliance with Laws. If you use the Service to send communications, then it is your responsibility to comply with applicable laws and regulations. You represent, warrant, and covenant that all communications you cause to be sent through the Service shall at all times comply with all applicable laws and regulations, including, but not limited to, the Telephone Consumer Protection Act, the Telemarketing Sales Rule, the CAN-SPAM Act, and all other laws and regulations concerning privacy, telemarketing, and the sending of SMS text messages.

13. DATA PRIVACY

You acknowledge and understand that by using the Service you consent to the collection, holding, sharing, use, and disclosure of your personally identifiable information and aggregate data as set forth in the Privacy Policy, and to have your personally identifiable information collected, used, transferred to, and processed.

You understand and agree that if you opt to license a Third-Party Service, such as Payroll Processing Services, then the Third-Party Service Provider(s) and AIO may share data with one another to facilitate your use of the Service and the Third-Party Service. Data that AIO receives from Third-Party Service Providers will be subject to and governed by the Privacy Policy. Data that a Third-Party Service Provider receives from AIO will be subject to and governed by each Third-Party Service Provider's privacy policy.

14. SECURITY

AIO utilizes physical, managerial, and technical safeguards to preserve the integrity and security of your personal information and implement your privacy settings. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

15. DISCLAIMER OF WARRANTIES

a. AIO AND ITS THIRD-PARTY SERVICE PROVIDERS HEREBY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES WITH REGARD TO THE SERVICE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND QUALITY. AIO AND ITS THIRD-PARTY SERVICE PROVIDERS MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE RELIABILITY, AVAILABILITY, TIMELINESS, SUITABILITY, ACCURACY, OR COMPLETENESS OF THE SERVICE OR THE RESULTS YOU MAY OBTAIN BY USING THE SERVICE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AIO AND ITS THIRD-PARTY SERVICE PROVIDERS DO NOT REPRESENT OR WARRANT THAT (A) THE OPERATION OR USE OF THE SERVICE WILL BE TIMELY, UNINTERRUPTED OR ERROR-FREE; OR (B) THE QUALITY OF THE SERVICE WILL MEET YOUR REQUIREMENTS. YOU ACKNOWLEDGE THAT NEITHER AIO NOR ITS THIRD-PARTY SERVICE PROVIDERS CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. AIO IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. WITHOUT LIMITING THE FOREGOING, AIO DOES NOT WARRANT OR GUARANTEE THAT ANY OR ALL SECURITY ATTACKS WILL BE DISCOVERED, REPORTED, OR REMEDIED, OR THAT THERE WILL NOT BE ANY SECURITY BREACHES BY THIRD PARTIES. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY AIO, THE SERVICES ARE PROVIDED TO MERCHANT ON AN ''AS IS'' BASIS.

b. IN NO EVENT WILL AIO BE LIABLE UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (B) FOR LOSS OF USE, INACCURACY, COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, LOSS OF PROFITS, DATA OR BUSINESS INTERRUPTION; OR (C) FOR ANY MATTER BEYOND ITS REASONABLE CONTROL, WHETHER OR NOT FORESEEABLE, EVEN IF AIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN HAS FAILED ITS ESSENTIAL PURPOSE.

c. NEITHER AIO NOR ITS THIRD-PARTY SERVICE PROVIDERS WILL BE LIABLE OR RESPONSIBLE FOR ANY MATTERS RELATING TO YOUR EMPLOYMENT INCLUDING SALARY, REMUNERATION, NON-COMPLIANCE WITH APPLICABLE LAWS AND RULES INCLUDING LABOR LAWS AND OTHER STATUTORY AND CONTRACTUAL PROTECTIONS ACCRUED IN YOUR FAVOR BY VIRTUE OF YOUR EMPLOYMENT WITH THE MERCHANT THAT ARE A CAUSE OF INJURY OR THAT ARE UNACCEPTABLE OR DO NOT MEET YOUR REQUIREMENTS OR PRIOR EXPECTATIONS OR STATUTORY RIGHTS.

d. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AIO OR A THIRD-PARTY THROUGH OR FROM THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

16. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless AIO and its affiliates, subsidiaries, officers, directors, employees, agents, and partners from any claim or demand, liability, damages, expenses and costs, or actions, including, without limitation, reasonable legal and accounting fees, arising or resulting from (a) your use of Service, (b) any violation by you of these SW Terms (c) any action taken by AIO, acting reasonably, as part of its investigation of a suspected violation of these SW Terms or as a result of its finding or decision that a violation of these SW Terms has occurred; (d) your violation of any rights of another; (e) your access to, use, or misuse of the services provided by Third Party Service Provider; and (f) your infringement or infringement by any other user of your User Account, of any intellectual property or other rights of any other person. AIO will provide notice to you of any such claim, suit, or proceeding. AIO reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this Section. In such case, you agree to cooperate with any reasonable requests in assisting AIO's defense of such matter.

17. EXCLUSION AND LIMITATION OF LIABILITY

a. AIO SHALL NOT BE LIABLE ON ANY LEGAL BASIS WHATSOEVER, TO YOU OR ANY THIRD PERSON FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF THESE SW TERMS, CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN.

b. YOU AGREE THAT AIO IS NOT RESPONSIBLE FOR THE MERCHANT RESPONSIBILITIES INCLUDING COMPLIANCE WITH CONTRACTAUL OBLIGATIONS AND APPLICABLE LAWS AND RULES INCLUDING LABOR LAWS. YOU AGREE THAT YOU WILL NOT MAKE ANY ALLEGATION OR TAKE ANY ACTION AGAINST AIO BASED ON THE ACTUAL OR ALLEGED FULFILLMENT OR NON-FULFILLMENT BY A MERCHANT OF ITS RESPONSIBILITIES. TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, YOU HEREBY RELEASE AIO FROM ANY AND ALL CLAIMS OR LIABILITY RELATED TO OR ARISING FROM ANY ACTION OR INACTION BY A MERCHANT (INCLUDING ANY FAILURE OF A MERCHANT TO COMPLY WITH THE MERCHANT RULES). IN CONNECTION WITH THE FOREGOING, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 AND ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION. CALIFORNIA CIVIL CODE SECTION 1542 STATES: ''A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.''

c. AIO'S TOTAL LIABILITY OF ALL KINDS IN CONNECTION WITH AND UNDER THESE SW TERMS OR SERVICE, REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON THESE TERMS, CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED ONE HUNDRED DOLLARS (US$100.00).

d. YOU ACKNOWLEDGE AND UNDERSTAND THAT WITHOUT THE FOREGOING LIMITATIONS OF LIABILITY, EXCLUSIONS OF DAMAGES, RELEASES, AND WAIVERS IT WOULD BE IMPRACTICAL FOR AIO AND MERCHANTS TO PROVIDE YOU WITH THE SERVICES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

e. Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, AIO'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

18. ARBITRATION AGREEMENT

a. Generally. This Section 18 is referred to as the Arbitration Agreement. In the interest of resolving disputes between you and AIO in the most expedient and cost-effective manner, you and AIO agree that any dispute arising out of or related to these SW Terms or your use of the Service will be resolved by binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or in any way related to these SW Terms or your use of the Service, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the expiration or termination of these SW Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE SW TERMS, YOU AND AIO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION. YOU FURTHER UNDERSTAND THAT THIS SECTION 18 WILL APPLY TO YOU AND AIO UNLESS YOU CHOOSE TO OPT OUT PURSUANT TO SECTION 18 (i) (OPT-OUT).

Whether to agree to arbitration is an important decision. It is your decision to make, and you should not rely solely on the information provided in these SW Terms, as they are not intended to contain a complete explanation of the consequences of arbitration. You should take further steps to conduct research and to consult with others, including an attorney, regarding the consequences of your decision, just as you would when making any other important business or life decision.

b. Exceptions. Despite the provisions of Section 18 (a) (Generally), nothing in these SW Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) bring an action in a court pursuant to the California Private Attorneys General Act of 2004, California Labor Code § 2698 et seq.; (iii) seek injunctive relief in a court of law; or (iv) file suit in a court of law to address an intellectual property infringement claim.

c. Arbitrator. Any arbitration between you and AIO will be governed by the Federal Arbitration Act and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, ''AAA Rules'') of the American Arbitration Association (''AAA''), as modified by these SW Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at WWW.ADR.ORG, by calling the AAA at 1-800-778-7879, or by contacting AIO. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.

d. Notice; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party within the applicable statute of limitations period (''Notice''). AIO's email address for Notice is legal@aioapp.com. The Notice must:(i) describe the nature and basis of the claim or dispute; (ii) set forth the specific relief sought; and (iii) if you are sending the Notice to AIO, include your name and address (''Demand''). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 45 days after the Notice is received, you or AIO may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or AIO must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.

e. Fees; Location. Any arbitration hearing will take place at a location to be agreed upon in San Jose, California. If the claim is for $25,000 or less, you may choose whether the arbitration will be conducted: (i) solely on the basis of documents submitted to the arbitrator; (ii) through a non-appearance-based telephone hearing; or (iii) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse AIO for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.

f. No Class Actions. YOU AND AIO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING (OTHER THAN ACTIONS UNDER THE CALIFORNIA PRIVATE ATTORNEYS GENERAL ACT OF 2004, CALIFORNIA LABOR CODE § 2698 ET SEQ., WHICH ARE NOT COVERED BY THIS SECTION 18 (ARBITRATION)). Unless both you and AIO agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

g. Modifications to this Arbitration Provision. If AIO makes any future change to this Arbitration Agreement, other than a change to AIO's address for Notice, you may reject the change by sending us written notice within 30 days of the change to AIO's address provided in the Contact Us Section of these SW Terms for Notice, in which case this arbitration provision, as in effect immediately prior to the changes you rejected, will continue to govern any disputes between you and AIO. If you do not send such written notice, your continued use of the Service following any such change means that you have consented to such change.

h. Enforceability. If this Arbitration Agreement is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, will be severed. Severance of the void, unenforceable, or unlawful provision, in whole or in part, will have no impact on the remaining provisions of this Arbitration Agreement, which will remain in force, or on the parties' ability to compel arbitration of any remaining Claims on an individual basis pursuant to this Arbitration Agreement. Notwithstanding the foregoing, if Section 18(f) (Class Action/Jury Trial Waiver) is found to be void, unenforceable, or unlawful, in whole or in part, because it would prevent you from seeking public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from the arbitration and may be litigated in the exclusive jurisdiction and venue described in Section 19(a) (Governing Law). All other claims for relief subject to arbitration under this Arbitration Agreement will be arbitrated under its terms, and the parties agree that litigation of any dispute regarding the entitlement to public injunctive relief will be stayed pending the outcome of any individual claims in arbitration.

i. Opt Out. Arbitration is not a mandatory condition of these SW Terms. If you do not want to be subject to this Section 18 (Arbitration), you may opt-out by notifying AIO in writing of your decision by sending, within 30 days after the effective date of these SW Terms, an email to legal@aioapp.com, stating clearly your full name, address, and intent to opt out of this Section 18. Should you choose not to opt out within the 30-day period, you and AIO will be bound by the terms of this Section 18. You have the right to consult with counsel of your choice concerning your right to opt out of this Section 18, and you understand that you will not be subject to retaliation if you exercise your right to opt-out.

j. Equitable Relief. NOTHING IN THIS ARBITRATION AGREEMENT WILL BE DEEMED AS: PREVENTING US FROM SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF FROM THE COURTS AS NECESSARY TO PREVENT THE ACTUAL OR THREATENED INFRINGEMENT, MISAPPROPRIATION, OR VIOLATION OF OUR DATA SECURITY, CONFIDENTIAL INFORMATION, OR INTELLECTUAL PROPERTY RIGHTS; OR PREVENTING YOU FROM ASSERTING CLAIMS IN A SMALL CLAIMS COURT, PROVIDED THAT YOUR CLAIMS QUALIFY AND SO LONG AS THE MATTER REMAINS IN SUCH COURT AND ADVANCES ON ONLY AN INDIVIDUAL (NON-CLASS, NON-COLLECTIVE, AND NON-REPRESENTATIVE) BASIS.

19. MISCELLANEOUS

a. Governing Law. These SW Terms will be governed by and construed in accordance with the laws of the State of California without regard to its conflicts of law principles. Subject to Section 19, all claims arising under these SW Terms will be litigated exclusively in the courts of San Jose, California.

b. Subcontractors. AIO may, at its sole discretion, use subcontractors or other third parties to perform its obligations under these SW Terms.

c. Injunctive Relief. Without limitation. In the event of a breach of Section 2, Section 3, Section 4, Section 5, Section 6, Section 7, or other Sections having similar effect by you, AIO may incur irreparable harm, with monetary compensation potentially inadequate to redress the harm incurred. You agree that AIO reserves the right to pursue injunctive or other equitable relief in addition to any other available remedies to address such breaches.

d. Assignment. You shall not assign or transfer your obligation or duties under these SW Terms in whole or in part without the prior written consent of AIO, and any such assignment or delegation in contravention of this provision shall be deemed null and void. AIO reserves the right to assign or transfer these SW Terms without your consent.

e. Headings; Construction. The headings and captions appearing in these SW Terms have been inserted for the purposes of convenience and ready reference, and do not purport to and shall not be deemed to define, limit or extend the scope or intent of the sections to which they appertain.

f. Severability. If any section of these SW Terms is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way.

g. Waiver: Rights Cumulative. AIO's failure to enforce any section of these SW Terms shall not be construed as a waiver or modification of such provision, or impairment of its right to enforce such provision or any other provision of these SW Terms thereafter. The rights and remedies of AIO herein provided shall be cumulative and not exclusive of any rights or remedies provided by law or equity.

h. Entire Agreement. These SW Terms together with documents referenced herein, are the entire agreement with respect to the subject matter. If there is a conflict between these SW Terms and any documents referred to herein, these SW Terms shall prevail.

i. Relationship. Your usage of Service and/or registration of a User Account does not create any business relationship, partnership, agency, or employment relationship between you and AIO. Nothing in these SW Terms shall constitute you and AIO as partners, joint venturers, or co-owners, constitute either party as the agent, employee, or representative of the other, or empower either party to act for, bind, or otherwise create or assume any obligation on behalf of the other party. You act exclusively for your own benefit or on behalf of your Employer, and not on behalf of or for the benefit of AIO.

j. No Professional or Legal Advice. If the Service or any Third-Party Service provides professional information (for example, legal, or financial), such information is for informational and educational purposes only and should not be construed as professional or legal advice. No action should be taken based on any information contained in the Service. You should seek independent professional advice from a person who is licensed and/or qualified in the applicable area.

k. Beta Program Participation. From time-to-time, we may offer Merchants and Users early access to and use of new or modified services, features, or functions within the Service (''Beta Program''). You may choose to participate in a Beta Program at your sole discretion. It will be made available to you at no charge in exchange for feedback and reports regarding the performance and quality of the new or modified services, features, or functions being offered. AIO may discontinue a Beta Program at any time in its sole discretion and may never make it generally available. Beta Programs are provided on an ''AS IS'' and ''AS AVAILABLE'' basis. AIO will have no liability for any harm or damage arising out of or in connection with a Beta Program.

l. Notification Procedures. AIO may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by AIO in our sole discretion. AIO reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in these SW Terms. We are not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us.

m. Reliance on Limitations. You acknowledge that you and AIO have entered into these SW Terms relying on the limitations of liability stated herein and that those limitations are an essential basis for the provision of Service to you by AIO.

n. Notices. AIO may give notice by means of a general notice on the Service, electronic mail to your email address in your User Account, or by written communication sent to your address as set forth in your User Account. You may give notice to AIO by written communication to AIO's email or physical address as provided in the 'Contact Us' Section of these SW Terms.

o. Force Majeure. AIO shall not be liable hereunder for any failure or delay in the performance of its obligations under these SW Terms if such failure or delay is on account of causes beyond its reasonable control, including labor disputes, civil commotion, war, fires, floods, inclement weather, governmental regulations or controls, casualty, strikes, or acts of God, in addition to any and all events, regardless of their dissimilarity to the foregoing, deemed to render performance of these SW Terms impracticable or impossible under the law.

20. NOTICE FOR CALIFORNIA USERS

Under California Civil Code Section 1789.3, Users located in the State of California are entitled to the following notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.

21. CONTACTS US

If you have any questions or concerns about these SW Terms or otherwise need to contact us for any reason, you can reach us at:

Email: Legal@aioapp.com

Phone: +1(408) 477 4632

Address: 6489 Camden Ave, Suite 101, San Jose, CA 95120, United States