Terms of Service

1. Acceptance of Terms

By accessing, browsing, or using the website, mobile applications, or services (collectively, the "Services") provided by Chuppah LLC ("Company," "we," "our," or "us"), you ("User," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"), as well as our Privacy Policy, which is incorporated herein by reference.

If you do not agree to all of these Terms, you are expressly prohibited from using the Services and must discontinue use immediately. We reserve the right to refuse service to anyone for any reason at any time.

These Terms apply to all visitors, users, and others who access or use the Services, including but not limited to users who are browsers, customers, merchants, vendors, and/or contributors of content.

2. Description of Services

Chuppah LLC provides mobile application development services, including but not limited to:

• iOS application development
• Android application development
• Cross-platform application development
• Mobile app consulting and strategy
• App maintenance and support

3. Use of Services

Eligibility

You must be at least 18 years old and have the legal capacity to enter into contracts to use our services.

Account Responsibilities

You are responsible for maintaining the confidentiality of any account credentials and for all activities that occur under your account.

Prohibited Activities

You agree not to:

• Use our services for any illegal purpose
• Violate any applicable laws or regulations
• Infringe upon the intellectual property rights of others
• Transmit malicious code or viruses
• Attempt to gain unauthorized access to our systems
• Harass, abuse, or harm others

4. Intellectual Property Rights

Our Property

All content, features, and functionality of our website and services are owned by Chuppah LLC and are protected by copyright, trademark, and other intellectual property laws.

Client Content and Deliverables

Ownership of custom applications developed for clients will be governed by separate written agreements. Unless otherwise specified in a written agreement, upon full payment, clients will receive ownership rights to the final deliverables.

5. Payment Terms

Payment terms for development services will be outlined in project-specific agreements or proposals. Generally:

• Payments are due as specified in the project agreement
• Late payments may incur interest charges
• Services may be suspended for non-payment
• All fees are non-refundable unless otherwise stated

6. Project Timelines and Deliverables

Project timelines are estimates and may be subject to change based on project scope, client feedback, and unforeseen circumstances. We will make reasonable efforts to meet agreed-upon deadlines.

7. Representations and Warranties

Our Warranties

We warrant that:

• Services will be performed in a professional and workmanlike manner consistent with industry standards
• We have the necessary rights, licenses, and permissions to provide the Services
• Our Services will not infringe upon or violate any third-party intellectual property rights
• We will comply with all applicable federal, state, and local laws in providing the Services

Any warranty claims must be made in writing within thirty (30) days of discovery or within the warranty period specified in your project agreement, whichever is shorter.

Your Warranties

You represent and warrant that:

• You have the legal right and authority to enter into these Terms
• All information you provide to us is accurate, current, and complete
• You own or have obtained all necessary rights to any content you provide to us
• Your use of the Services will comply with all applicable laws and regulations
• You will not use the Services for any unlawful or prohibited purpose

Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OR A SEPARATE WRITTEN AGREEMENT, THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
• WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS
• WARRANTIES REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY INFORMATION OBTAINED THROUGH THE SERVICES
• WARRANTIES THAT ANY DEFECTS WILL BE CORRECTED OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS

Some jurisdictions do not allow the exclusion of certain warranties. In such jurisdictions, some of the above exclusions may not apply to you to the extent prohibited by applicable law.

8. Limitation of Liability

Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CHUPPAH LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR:

• ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES
• ANY LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES
• DAMAGES RESULTING FROM YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICES
• DAMAGES RESULTING FROM ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES
• DAMAGES RESULTING FROM UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT
• DAMAGES RESULTING FROM ANY CONTENT OBTAINED FROM THE SERVICES
• DAMAGES RESULTING FROM BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED THROUGH THE SERVICES

WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY.

Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF:

• THE TOTAL AMOUNT PAID BY YOU TO CHUPPAH LLC FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR
• ONE HUNDRED DOLLARS ($100.00)

Essential Purpose

The limitations set forth in this Section shall apply even if your remedies under these Terms fail of their essential purpose. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to you to the extent prohibited by applicable law.

9. Indemnification

Your Indemnification Obligations

You agree to defend, indemnify, and hold harmless Chuppah LLC and its subsidiaries, affiliates, officers, directors, employees, consultants, agents, suppliers, and licensors (collectively, the "Chuppah Parties") from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including but not limited to reasonable attorneys' fees) arising from or related to:

• Your use of and access to the Services
• Your violation of any provision of these Terms
• Your violation of any third-party right, including without limitation any intellectual property, privacy, or proprietary right
• Any claim that your content caused damage to a third party
• Any content, materials, or information you provide to us
• Your violation of any applicable law, rule, or regulation
• Your willful misconduct or negligence

Defense of Claims

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 in such case, you agree to cooperate with our defense of such claim. You will not settle any claim that affects us or our affiliates without our prior written consent.

Notice of Claims

This indemnification obligation will survive the termination or expiration of these Terms and your use of the Services. You must notify us promptly of any third-party claims and provide us with reasonable assistance in defending such claims.

10. Termination

We reserve the right to terminate or suspend access to our services immediately, without prior notice, for any reason, including breach of these Terms of Service.

Project-specific termination terms will be outlined in individual agreements.

11. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information shared during the course of the business relationship. Specific confidentiality terms may be outlined in separate Non-Disclosure Agreements (NDAs).

12. Changes to Terms

We reserve the right to modify these Terms of Service at any time. We will notify users of any material changes by posting the updated terms on our website and updating the "Last Updated" date. Your continued use of our services after changes constitutes acceptance of the modified terms.

13. Governing Law and Jurisdiction

These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the United States and the State in which Chuppah LLC is registered and operates, without giving effect to any principles of conflicts of law.

You agree that any legal action or proceeding between you and Chuppah LLC for any purpose concerning these Terms or the parties' obligations hereunder shall be brought exclusively in the federal or state courts located in the jurisdiction where Chuppah LLC operates.

You hereby irrevocably consent to the personal jurisdiction and venue of such courts and waive any objection to such jurisdiction or venue on the grounds of inconvenient forum or otherwise.

14. Dispute Resolution

Informal Negotiation

Before filing a claim against Chuppah LLC, you agree to try to resolve the dispute informally by contacting us at legal@chuppah.app. We will attempt to resolve the dispute informally by contacting you via email. If a dispute is not resolved within sixty (60) days of submission, you or Chuppah LLC may bring a formal proceeding.

Binding Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration before one arbitrator. The arbitration shall be administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules.

The place of arbitration shall be the jurisdiction in which Chuppah LLC operates. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

Class Action Waiver

YOU AND CHUPPAH LLC 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. Unless both you and Chuppah LLC agree, no arbitrator or judge may consolidate more than one person's claims or otherwise preside over any form of a representative or class proceeding.

Exceptions to Arbitration

Notwithstanding the foregoing, either party may bring an action in court to seek injunctive or other equitable relief for:

• Intellectual property infringement or misappropriation
• Violation of confidentiality obligations
• Any claim for injunctive relief
• Claims that can be brought in small claims court

15. Force Majeure

Chuppah LLC shall not be liable for any failure or delay in performance under these Terms due to circumstances beyond its reasonable control, including but not limited to:

• Acts of God, natural disasters, epidemics, or pandemics
• War, terrorism, riots, or civil unrest
• Government actions, embargoes, or regulations
• Fire, flood, earthquake, or other catastrophic events
• Failure of third-party services, internet service providers, or hosting providers
• Labor disputes, strikes, or lockouts
• Power failures or telecommunications failures

In the event of a force majeure, we will use commercially reasonable efforts to resume performance as soon as practicable.

16. Entire Agreement

These Terms, together with our Privacy Policy and any separate written agreements for specific services, constitute the entire agreement between you and Chuppah LLC regarding the use of our Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services.

In the event of any conflict between these Terms and a separate written agreement signed by both parties, the terms of the separate written agreement shall prevail with respect to the subject matter of that agreement.

17. Assignment and Transfer

You may not assign, transfer, or delegate any of your rights or obligations under these Terms without our prior written consent. Any attempted assignment in violation of this section shall be void.

We may freely assign, transfer, or delegate our rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets.

18. Waiver

No waiver by Chuppah LLC of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Any failure to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

A waiver must be in writing and signed by an authorized representative of Chuppah LLC to be effective.

19. Severability

If any provision of these Terms of Service is found to be unlawful, void, or unenforceable by a court of competent jurisdiction, that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

In such case, the remaining provisions will be interpreted to give effect to the parties' intentions as reflected in the provision found unenforceable. If a court finds that any provision is unenforceable, but that by limiting such provision it would become enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

20. Electronic Communications

By using our Services, you consent to receive electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Services.

You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

21. Survival

All provisions of these Terms which by their nature should survive termination shall survive termination, including without limitation: ownership provisions, warranty disclaimers, indemnification obligations, limitations of liability, dispute resolution provisions, and governing law.

22. Contact Information

If you have any questions, concerns, or feedback about these Terms of Service, please contact us:

For general inquiries, you may also use our website contact form. All legal notices must be sent to the Legal Department email address listed above.