Terms Of Service

Effective Date: July 17, 2024

Last Updated: August 25, 2026

This website and application is created and operated by Loocey, Inc.

Loocey, Inc., including Loocey, Inc.'s subsidiaries, affiliates, divisions, contractors and all data sources and suppliers, (collectively "Loocey", "we", "us" or "our") welcomes you to www.loocey.com (the "Website") and app.loocey.com (the "Application"). These terms and conditions of service (collectively, with Loocey's Privacy Policy, Cookie Policy, and DMCA & Copyright Policy, the "Terms of Service" or "Agreement") govern your use of the Website, Application and the services, features, content or applications operated by Loocey (together with the Website and Application, the "Services"), and provided to the Subscriber (the "Subscriber", "user", "sub-user", "you" or "your").

Please read these Terms of Service carefully before using the Services. These Terms of Service apply to all users of the Services. If you are using the Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind such organization to these Terms of Service and you agree to be bound by these Terms of Service on behalf of such organization.

If you do not agree with any of the terms and conditions of this Agreement, then you may not access the Website, use any of our Services or purchase any of our products/services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

Agreeing to use the Services by clicking "Sign up" constitutes your acceptance and agreement to be bound by these Terms of Service. You acknowledge receipt of our Privacy Policy. By using our Website or purchasing our products or services, you agree that we may use and share your personal information in accordance with the terms of our Privacy Policy.

1. Changes to These Terms

Loocey may amend or modify these Terms of Service from time to time. If we make material changes, we will provide reasonable advance notice — for example, by email to the address associated with your Account, by a notice within the Services, or by posting a prominent notice on the Website — at least thirty (30) days before the changes take effect, except where a change is required sooner to comply with applicable law or address an urgent security issue. The "Last Updated" date above reflects the most recent revision. By continuing to access or use the Services after the effective date of any amendment, you agree to be bound by the amended Terms of Service. If you do not agree to a change, you must stop using the Services before the change takes effect and, if applicable, cancel your subscription.

SOME JURISDICTIONS HAVE CONSUMER PROTECTION AND OTHER LEGISLATION WHICH MAY APPLY TO THE SERVICES AND WHICH DO NOT ALLOW CERTAIN PROVISIONS SUCH AS LIMITATIONS OF LIABILITY AND EXCLUSION OF CERTAIN WARRANTIES, AMONG OTHERS. TO THE EXTENT THAT A LIMITATION, EXCLUSION, RESTRICTION OR OTHER PROVISION SET OUT BELOW IS SPECIFICALLY PROHIBITED BY APPLICABLE LAW, SUCH LIMITATION, EXCLUSION, RESTRICTION OR PROVISION MAY NOT APPLY TO YOU.

2. Registration & Eligibility

2.1 The Services are intended for business use. You must be at least eighteen (18) years of age (or the age of majority in your jurisdiction, if higher) to use the Services. By using our Services, you represent and warrant that you meet this requirement. If you are under 18, you may not, under any circumstances or for any reason, use our Services.

2.2 We may, in our sole discretion, refuse to offer the Services to any person or entity and change our eligibility criteria at any time, for any reason. You are solely responsible for ensuring that your use of the Services complies with all laws, rules and regulations applicable to you, and the right to access the Services is revoked where these Terms of Service or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation. Further, the Services are offered only for your use, and not for the use or benefit of any third party.

2.3 You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your Account. You must notify us promptly of any unauthorized use of your Account or any other breach of security.

3. Description of Service

3.1 Loocey is a cloud-based business software platform. Our current products include, without limitation: (a) Loocey DLA/DIBBS — data intelligence, market research, solicitation search, bid management, CRM, supplier management, and related tools for suppliers and contractors working with the U.S. Defense Logistics Agency ("DLA") and the DLA Internet Bid Board System ("DIBBS"); and (b) Loocey Platform — customizable project management, data management, CRM, and document tools. We may add, change, or discontinue products and features from time to time.

3.2 Loocey is a privately owned company. Loocey is not affiliated with, endorsed by, or sponsored by the U.S. Government, the Department of Defense, the Defense Logistics Agency, or any other government agency. Use of the Services does not guarantee the award of any government contract or any business outcome.

4. Data Accuracy & Government / Third-Party Data

4.1 Data Sources. Portions of the Services display, import, aggregate, enrich, calculate, and analyze data obtained from public and government sources (including, without limitation, solicitation, award, NSN, CAGE, approved source, packaging, and related records published by the Defense Logistics Agency and through DIBBS) and from third-party data providers, partners, and integrations (collectively, "Third-Party Data"). The Services also generate their own data from such sources and from your use of the Services, including, without limitation, flags, scores, matches, filters, alerts, calculations, bid prices, reports, labels, and documents (together with Third-Party Data, "Service Data").

4.2 Reasonable Efforts; No Guarantee. Loocey uses commercially reasonable efforts to collect, process, and present Service Data accurately and in a timely manner. However, Service Data depends on many factors outside of, and some within, Loocey's control, and Loocey does not represent, warrant, or guarantee that any Service Data is accurate, complete, current, reliable, or error-free, or that it matches the official source at any given time.

4.3 Causes of Inaccurate or Missing Data. You acknowledge and agree that Service Data may be inaccurate, incomplete, missing, duplicated, delayed, outdated, or misattributed as a result of both external and internal factors, including, without limitation: (a) errors, omissions, amendments, cancellations, late postings, outages, format changes, or access restrictions at a government source or third-party data provider; (b) interruptions, delays, failures, or partial completion of the processes Loocey uses to retrieve, import, synchronize, and refresh data (the "Sync Process"); (c) bugs, defects, errors, or limitations within Loocey's own systems, including its data parsing, matching, enrichment, calculation, filtering, alerting, label-generation, and display logic; (d) information entered, imported, or configured by you or your sub-users; and (e) hosting, network, or other infrastructure failures.

4.4 Your Responsibility to Verify. Service Data is provided for informational and productivity purposes only and is not a substitute for the official government record or for your own professional judgment. You are solely responsible for independently verifying all Service Data, including, without limitation, solicitation details, quantities, delivery and closing dates, specifications, approved sources, prices, calculations, and label and packaging content, against the official government source and the terms of your solicitation or contract before relying on it, submitting bids or quotes, shipping, or making any business decision.

4.5 Disclaimer and Limitation of Liability for Data. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SERVICE DATA IS PROVIDED "AS IS" AND "AS AVAILABLE," AND Loocey, ITS DATA SOURCES AND SUPPLIERS SHALL HAVE NO LIABILITY FOR ANY LOSS OR DAMAGE ARISING OUT OF OR RELATING TO ANY INACCURATE, INCOMPLETE, MISSING, DELAYED, OR OUTDATED SERVICE DATA OR ANY FAILURE OR DELAY OF THE SYNC PROCESS, WHETHER CAUSED BY A GOVERNMENT SOURCE, A THIRD-PARTY PROVIDER, OR A BUG, ERROR, OR DEFECT IN THE SERVICES, INCLUDING, WITHOUT LIMITATION, MISSED OR LATE SOLICITATIONS OR DEADLINES; REJECTED, NONCOMPLIANT, MISPRICED, OR ERRONEOUS BIDS OR QUOTES; LOST AWARDS, CONTRACTS, PROFITS, REVENUE, OR BUSINESS OPPORTUNITIES; NONCONFORMING LABELS, PACKAGING, OR SHIPMENTS; AND ANY RESULTING PENALTIES, DEFICIENCY REPORTS, OR CONTRACT TERMINATIONS. ANY LIABILITY THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW REMAINS SUBJECT TO THE LIMITATIONS IN SECTION 20.

4.6 Reporting Errors. If you believe any Service Data is inaccurate or missing, please report it via our contact form. We will use commercially reasonable efforts to investigate and correct errors originating in the Services, but we cannot correct data at its government or third-party source. Reporting an error, and our correction of errors originating in the Services, are your sole and exclusive remedy for inaccurate or missing Service Data.

5. Backups

Loocey performs daily backups of its databases. However, Loocey does not guarantee the availability or completeness of backups. Any Delete action performed in the Application may permanently delete the data and is the sole responsibility of the Subscriber. You are responsible for maintaining independent copies of data that is critical to your business. TO THE EXTENT PERMITTED BY APPLICABLE LAW, Loocey SHALL HAVE NO RESPONSIBILITY TO PRESERVE DATA AND NO LIABILITY FOR ANY DATA THAT MAY BE LOST OR UNRECOVERABLE BY REASON OF SUBSCRIBER'S FAILURE TO BACK UP ITS DATA OR FOR ANY OTHER REASON.

6. Content

6.1 For purposes of these Terms of Service, the term "Content" includes, without limitation, information, data, text, written posts, reviews, and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services. For the purposes of this Agreement, "Content" also includes all User Content (as defined below).

6.2 All Content added, created, uploaded, submitted, distributed, or posted to the Services by users (collectively "User Content"), whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate.

6.3 The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.

6.4 Subject to these Terms of Service, we grant each user of the Services a worldwide, non-exclusive, revocable, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Services is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.

6.5 By submitting any User Content to the Website, excluding privately transmitted User Content, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit such User Content in connection with the Website, the Services and our (and our successors' and assigns') businesses, including without limitation for promoting and redistributing part or all of the Website or the Services (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your Account or the Services. By submitting any User Content to the Services other than on the Website, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, and perform such User Content solely for the purpose of providing the Services. For clarity, the foregoing licenses granted to us do not affect your other ownership or license rights in your User Content, including the right to grant additional licenses to your User Content, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third-party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.

7. Rules of Conduct

7.1 As a condition of use, you promise not to use the Services for any purpose that is prohibited by these Terms of Service. You are responsible for all of your activity in connection with the Services and the activity of any sub-user that uses your access code or Account.

7.2 You shall not: (i) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers') infrastructure; (ii) interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; (iii) bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Services (or other accounts, computer systems or networks connected to the Services); (iv) run any form of auto-responder or "spam" on the Services; (v) use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Website; (vi) harvest or scrape any Content from the Services; (vii) use the Services for high risk activities including but not limited to the operation of nuclear facilities, air traffic control, life support systems, or any other use where the failure of service could lead to death, personal injury, or environmental damage; or (viii) otherwise take any action in violation of our guidelines and policies.

7.3 You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Services, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

7.4 We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public.

7.5 Subscribers are restricted from registering multiple Accounts with the same billing details without first notifying Loocey of that intent. Otherwise, Loocey shall have the right to automatically flag such Accounts as fraudulent or abusive, and Loocey may, without notification to the Subscriber of such Account, suspend the service of such Account or any other Account used by such Subscriber. The use of referral codes by multiple Accounts having the same billing profile is not allowed. Loocey also reserves the right to terminate a Subscriber's Account if it is targeted by malicious activity from other parties.

8. Prohibited Uses, Fake Accounts & Anti-Abuse

8.1 Fake and Automated Accounts. You shall not create or use an Account: (i) using false, misleading, or impersonated identity or contact information; (ii) by any automated means, including bots, scripts, or account-creation tools; (iii) using disposable, temporary, or alias email addresses for the purpose of obtaining multiple trials, promotional credits, or free-tier benefits; or (iv) on behalf of a person or entity whose Account was previously terminated for violating these Terms of Service. Unless we expressly agree otherwise in writing, each person or entity is entitled to at most one (1) free trial of any Service.

8.2 Misuse of the Services. In addition to Section 7, you shall not: (i) scrape, harvest, bulk-download, or systematically extract data from the Services beyond your ordinary use of the features we provide; (ii) resell, redistribute, or make available to third parties any data obtained from the Services; (iii) circumvent or attempt to circumvent any usage limits, rate limits, metering, seat counts, or access controls; (iv) share Account credentials or use one seat for multiple individuals; (v) conduct security or penetration testing without our prior written authorization; or (vi) engage in payment abuse, including fraudulent chargebacks, use of stolen payment instruments, or abuse of referral or promotional programs.

8.3 Competitors. You shall not access or use the Services if you are, or are acting on behalf of, a competitor of Loocey, except with our prior written consent. Without limiting the foregoing, you shall not access the Services to: (i) build, improve, or benchmark a competing product or service; (ii) copy or study features, functionality, interfaces, or data structures for competitive purposes; or (iii) gather competitive intelligence, including through fake, trial, or third-party Accounts.

8.4 Remedies; Liquidated Damages. We may investigate suspected violations of this Section 8 and may, in addition to any other remedy: suspend or terminate the offending Account without notice or refund; block associated IP addresses, devices, or payment instruments; remove offending content; and pursue legal action. You acknowledge that the harm caused by fake or automated accounts, data scraping, promotional abuse, and competitor misuse is real but difficult to quantify. Accordingly, you agree that for each fake, automated, or otherwise unauthorized Account you create, and for each separate occurrence of material abuse described in this Section 8, you will pay Loocey liquidated damages of ten thousand U.S. dollars ($10,000), which the parties agree is a reasonable, good-faith estimate of the minimum harm caused and not a penalty. In lieu of liquidated damages for any occurrence, Loocey may elect to recover its actual damages. Loocey may also seek injunctive or other equitable relief for violations of this Section 8, and, to the extent permitted by applicable law, recover its reasonable costs of enforcement and collection, including attorneys' fees. These remedies are cumulative, and this Section applies only to the maximum extent permitted by applicable law.

8.5 Reporting Abuse. If you become aware of any violation of this Section, please report it via our contact form.

9. Modification, Termination and Discontinuation

You will lose your license to use the Service if you violate any provision of this Agreement. Additionally, we may suspend or terminate your access to the Service for violation of this Agreement, non-payment, misuse of system resources, unlawful activity, or where required by law. All fees owed to Loocey and charges accrued before such termination shall be immediately due and payable. We reserve the right to modify or discontinue the Service (including, without limitation, by limiting or discontinuing certain features of the Service); if we discontinue a paid Service entirely, we will provide reasonable advance notice and a pro-rata refund of any prepaid, unused fees for that Service. You may terminate your account at any time through the Service's Website or Application.

10. Ownership and Rights

The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (the "Materials") provided by Loocey are protected by all relevant intellectual property and proprietary rights and applicable laws. All Materials contained in the Service are the property of Loocey or our third-party licensors. Except as expressly authorized by Loocey you may not make use of the Materials. Loocey reserves all rights to the Materials not granted expressly in this Agreement.

11. Feedback

If you provide us with any suggestions, ideas, feedback, error reports, or other information about the Services ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable and transferable license to use such Feedback for any purpose without compensation or attribution to you.

12. Copyright Policy (DMCA)

Loocey respects intellectual property rights and responds to notices of alleged copyright infringement in accordance with the Digital Millennium Copyright Act. Our notice-and-takedown procedure, counter-notification procedure, and repeat-infringer policy are set out in our DMCA & Copyright Policy, which is incorporated into these Terms of Service.

13. Beta Services

From time to time, we may make early stage or non-production features or products available and label them as "Beta," "Preview," "Early Access," or similar ("Beta Services"). Beta Services are intended for evaluation purposes, may contain bugs or errors, and may be subject to additional terms presented at the time of enrollment. Loocey may, but is not obligated to, provide support for Beta Services or correct any bugs, defects, or errors in them. We may modify or discontinue Beta Services at any time in our sole discretion and may never make them generally available. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BETA SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, AND WE WILL HAVE NO LIABILITY FOR ANY HARM OR DAMAGE ARISING OUT OF OR IN CONNECTION WITH ANY BETA SERVICES. Where features of the Application are designated as BETA, we strongly advise performing your own validations, calculations, and data accuracy confirmations before relying on them.

14. Sub-Users

Subscribers are responsible for the acts of their sub-users, utilizing their access to the Services, and will be held responsible for violations of the Services by their sub-users or persons who gain access to the Services using the Subscriber's access codes. Any activity that a Subscriber is prohibited from performing by these Terms of Service is equally prohibited to anyone using the access to the Services of the Subscriber.

15. Promotional Credit

Only one promotional code is permitted per customer and may be redeemed only within 30 days of creating your account. Promotional credit will expire after 12 consecutive months unless otherwise defined in the terms of the promotion. Credit earned on sign-up via a referral link or code is considered promotional credit. Promotional credit has no cash value and is not redeemable for cash.

16. Payments and Billing

16.1 Payment Processors

We use third-party payment processors (the "Payment Processors"). The processing of payments may be subject to the terms, conditions, and privacy policies of the Payment Processors in addition to this Agreement. We are not responsible for errors by the Payment Processors. By choosing to use paid Services, you agree to pay us, through the Payment Processors, all charges at the prices then in effect for any use of such paid Services in accordance with the applicable payment terms and you authorize us, through the Payment Processors, to charge your chosen payment provider (your "Payment Method"). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that we make even if we have already requested or received payment.

16.2 Automatic Renewal

Unless you cancel, your subscription automatically renews at the end of each billing period (monthly or annual, as selected at purchase), and your Payment Method will be charged the then-current subscription fee at the start of each renewal period. The renewal price, billing frequency, and cancellation method are disclosed at the time of purchase, and you must affirmatively consent to these automatic renewal terms before being charged. After purchase, we will send you an acknowledgment that includes the automatic renewal terms and how to cancel. You may cancel at any time online through your account settings in the Application — cancellation online is at least as easy as sign-up — or by contacting us through the contact form. Cancellation takes effect at the end of the current billing period, and you will retain access until then. For annual subscriptions, we will send a reminder notice before renewal as required by applicable law.

16.3 Price Changes

We reserve the right to change the subscription fees that we charge for the Service, provided that we give you at least thirty (30) days' prior notice of such changes. Unless otherwise specified in such notice to you, any changes to the subscription fees will take effect in the billing period immediately following our notice to you. If you do not agree to a fee change, you may cancel before it takes effect.

16.4 Billing and Terms

The term of this Agreement shall commence on the date that the Subscriber signs up electronically for the Services by creating an Account with an email address. All invoices are denominated, and Subscriber must pay, in U.S. Dollars. Monthly subscriptions are typically billed monthly on or about the same day of each month as the original purchase, with payment due immediately via the Payment Method assigned to the account. Any Annual Subscription commitments you have agreed to are nonrefundable even if canceled sooner, except as required by applicable law or as expressly stated in Section 17.

16.5 Payment Information

You must provide current, complete and accurate information for your billing account and promptly update all information to keep your billing account current, complete and accurate (such as a change in billing address, credit card number, or credit card expiration date). You must promptly notify us or our Payment Processors if your Payment Method is canceled (e.g., for loss or theft) or if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your user name or password. Changes to such information can be made at the Settings page of your Account. If you fail to provide any of the foregoing information, you agree that we may continue charging you for any use of paid Services under your billing account unless you have terminated your paid Services as set forth above.

16.6 Taxes

Subscriber is responsible for any duties, customs fees, taxes, and related penalties, fines, audits, interest and back-payments relating to Subscriber's purchase of the Services, including but not limited to national, state or local sales taxes, use taxes, value-added taxes (VAT) and goods and services taxes (GST) (collectively, "Taxes"). Loocey's standard pricing policies do not include and are not discounted or enhanced for any such Taxes. If Loocey becomes obligated to collect or pay Taxes in connection with Subscriber's purchase of the Services, those Taxes will be invoiced to that Subscriber as part of a billing process or collected at the time of purchase. In certain states, countries and territories, Loocey may determine if Subscriber's purchase of Services is subject to certain Taxes, and if so, may collect such Taxes and remit them to the appropriate taxing authority.

16.7 Suspension for Nonpayment

If a Subscriber is past due on their balance, Loocey may send up to three (3) email notifications within a fifteen (15) day period before suspending the Subscriber's account. Upon suspension, access to the Services may be deactivated. When payment is received and service is resumed, access will be restored. Loocey reserves the right to delete the Subscriber's suspended data after the final termination notice, subject to applicable law.

17. Refund Policy

Except where required by applicable law, all fees are non-refundable and we operate under a no-refund policy. This policy is disclosed prior to purchase. If a paid Service is discontinued entirely by us, Section 9 (pro-rata refund of prepaid, unused fees) applies. Nothing in this section limits any non-waivable rights you may have under the laws of your state or country.

18. Indemnification

You agree that you will be responsible for your use of the Service, and you agree to defend, indemnify, and hold harmless Loocey and its officers, directors, employees, consultants, contractors, affiliates, subsidiaries and agents (collectively, the "Loocey Entities") from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees and costs, arising out of or in any way connected with (i) your access to, use of, or alleged use of the Service; (ii) your violation of this Agreement or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (and without limiting your indemnification obligations with respect to such matter), and in such case, you agree to cooperate with our defense of such claim.

19. No Warranty

Loocey PROVIDES THE SERVICE "AS IS", "WITH ALL FAULTS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Loocey MAKES NO (AND SPECIFICALLY DISCLAIMS ALL) REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR FREE OF HARMFUL COMPONENTS, THAT THE CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED, OR ANY IMPLIED WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTY ARISING OUT OF ANY COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. SOME JURISDICTIONS DO NOT ALLOW THE FOREGOING EXCLUSIONS. IN SUCH AN EVENT SUCH EXCLUSION WILL NOT APPLY SOLELY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

20. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) THE FEES PAID TO US FOR THE PARTICULAR SERVICES DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, EVEN IF Loocey HAD BEEN ADVISED OF, KNEW, OR SHOULD HAVE KNOWN, OF THE POSSIBILITY THEREOF. SUBSCRIBER ACKNOWLEDGES THAT THE FEES PAID BY SUBSCRIBER REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT Loocey WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS.

IN ADDITION, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Loocey IS NOT RESPONSIBLE FOR ANY DATA COMPILED BY OUR SERVICES AND Loocey WILL NOT BE LIABLE AS A RESULT OF YOUR EXPOSURE TO ANY DEFAMATORY, LIBELOUS, THREATENING, UNLAWFULLY HARASSING, OBSCENE OR OTHERWISE UNLAWFUL CONTENT OR DATA POSTED OR PROVIDED BY THIRD PARTIES.

SOME JURISDICTIONS LIMIT OR PROHIBIT THE FOREGOING LIMITATIONS, AND IN SUCH JURISDICTIONS THE FOREGOING LIMITATIONS SHALL BE APPLIED TO THE MAXIMUM EXTENT PERMITTED BY LAW. NOTHING IN THIS AGREEMENT LIMITS LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW, INCLUDING LIABILITY FOR GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FRAUD.

21. Dispute Resolution; Binding Arbitration; Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS.

21.1 Informal Resolution First

Before filing a claim, you and Loocey each agree to first try to resolve the dispute informally. Either party may initiate this process by sending the other a written notice describing the dispute and the requested relief (to us: via the contact form or by email to privacy@loocey.com with the subject "Legal Dispute Notice"; to you: at the email address associated with your Account). The parties agree to negotiate in good faith for at least sixty (60) days after such notice before initiating arbitration or any other proceeding. This is a condition precedent to initiating arbitration.

21.2 Binding Arbitration

Except as provided in Section 21.4, any dispute, claim, or controversy arising out of or relating to these Terms of Service or the Services shall be finally resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules or, where applicable, its Consumer Arbitration Rules, before a single arbitrator. The arbitration shall be conducted in the English language. Unless you and Loocey agree otherwise, any arbitration hearing that cannot be conducted by videoconference or on the basis of documents shall take place in California, or at another mutually agreed location. Judgment on the award may be entered in any court having jurisdiction. The Federal Arbitration Act governs the interpretation and enforcement of this arbitration agreement.

21.3 Class Action and Jury Trial Waiver

YOU AND Loocey 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, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. Unless both you and Loocey 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. TO THE EXTENT ANY CLAIM PROCEEDS IN COURT, EACH PARTY KNOWINGLY AND IRREVOCABLY WAIVES ITS RIGHT TO A TRIAL BY JURY.

21.4 Exceptions

Notwithstanding the foregoing: (a) either party may bring an individual claim in small claims court if it qualifies; and (b) either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement or misappropriation of its intellectual property rights or unauthorized access to the Services.

21.5 Mass Arbitration

If twenty-five (25) or more similar demands for arbitration are filed against Loocey by the same or coordinated counsel, the parties agree that the demands shall be resolved in staged, batched proceedings under the AAA's applicable rules or procedures for multiple case filings, with filing fees payable only as each batch is initiated. The parties agree to cooperate in good faith to implement this process, and any statute of limitations shall be tolled while demands are pending in the staged process.

21.6 30-Day Opt-Out Right

You may opt out of this arbitration agreement (Sections 21.2, 21.3, and 21.5) by sending written notice — including your name, Account email, and a clear statement that you wish to opt out of arbitration — via the contact form or by email within thirty (30) days of first accepting these Terms of Service. Opting out of arbitration does not affect any other provision of these Terms.

21.7 Severability of Arbitration Terms

If the class action waiver in Section 21.3 is found unenforceable as to a particular claim, then that claim (and only that claim) shall proceed in court rather than in arbitration, and the remainder of this Section 21 shall continue to apply.

22. Governing Law and Venue

These Terms of Service and any dispute arising out of or related to them or the Services shall be governed by the laws of the State of California, without regard to its conflict-of-laws principles. Subject to Section 21, any judicial proceeding shall be brought exclusively in the state or federal courts located in California, and each party consents to the personal jurisdiction and venue of such courts.

23. Notice for California Users

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210. You may contact us regarding the Services via the contact form at www.loocey.com/contact.

24. Third-Party Sites

Our website may include links to other sites on the Internet that are owned and operated by online merchants and other third parties. You acknowledge that we are not responsible for the availability of, or the content located on or through, any third-party site. You should contact the site administrator or webmaster for those third-party sites if you have any concerns regarding such links or the content located on such sites. Your use of those third-party sites is subject to the terms of use and privacy policies of each site, and we are not responsible therein. We encourage all users to review said privacy policies of third-parties' sites.

25. Trademarks

All other trademarks displayed on Loocey are the trademarks of their respective owners, and constitute neither an endorsement nor a recommendation of those Vendors. In addition, such use of trademarks or links to the web sites of Vendors is not intended to imply, directly or indirectly, that those Vendors endorse or have any affiliation with Loocey.

26. Fair Use Policy

Loocey's Fair Use Policy is designed to ensure that all users have a positive and equitable experience while using our services. This policy sets forth the acceptable limits and behaviors for using our resources, including but not limited to bandwidth, storage, and computational capacity. Any activities that excessively burden our infrastructure, interfere with other users' experiences, or violate legal regulations are considered outside the bounds of fair use. Loocey reserves the right to monitor usage patterns and enforce this policy. In instances where a subscriber's behavior is deemed to be in violation of the Fair Use Policy, Loocey may suspend or terminate the subscriber's account to protect the integrity and performance of our services for all users, with notice where practicable.

27. Electronic Communications

By creating an Account or using the Services, you consent to receive communications from us electronically, including by email and by notices posted within the Services, and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

28. Export Control and Government Use

You may not use, export, or re-export the Services except as authorized by United States law and the laws of the jurisdiction in which the Services were obtained. You represent and warrant that you are not (a) located in a country that is subject to a U.S. Government embargo or comprehensive sanctions, or (b) listed on any U.S. Government list of prohibited or restricted parties. The Services are "commercial computer software" and, if acquired by or on behalf of the U.S. Government, are provided with only those rights granted to all other users under these Terms of Service.

29. Time Limit on Claims

TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS OF SERVICE MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION ACCRUED, OR BE FOREVER BARRED.

30. General Provisions

30.1 Entire Agreement. These Terms of Service, together with the policies incorporated by reference, constitute the entire agreement between you and Loocey regarding the Services and supersede all prior agreements and understandings on that subject.

30.2 Severability. If any provision of these Terms of Service is held invalid or unenforceable, that provision shall be enforced to the maximum extent permissible and the remaining provisions shall remain in full force and effect.

30.3 No Waiver. Our failure to enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

30.4 Assignment. You may not assign or transfer these Terms of Service or your Account without our prior written consent. We may assign these Terms of Service without restriction, including in connection with a merger, acquisition, or sale of assets.

30.5 Force Majeure. Neither party shall be liable for any failure or delay in performance (other than payment obligations) resulting from causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, governmental action, internet or utility failures, or failures of third-party providers.

30.6 Notices. We may provide notices to you by email to the address associated with your Account or by posting within the Services. You may provide notices to us via the contact form at www.loocey.com/contact.

30.7 Survival. Sections that by their nature should survive termination of this Agreement (including, without limitation, Sections 4, 6, 8, 10, 11, 18, 19, 20, 21, 22, 29, and 30) shall survive.

30.8 Headings. Section headings are for convenience only and have no legal or contractual effect.