Terms of Use

These Terms are a legal agreement between you and Clyra LLC, a limited liability company organized in the State of Wyoming, United States ("Gendo", "we", "us"). They govern your use of the Gendo scheduling and business-management platform — the website at www.gendo.app, the web application, and the Gendo mobile apps (together, the "Service").

By creating an account, downloading an app, or using the Service, you accept these Terms. If you do not accept them, do not use the Service. If you are accepting on behalf of a company, you confirm you have authority to bind it, and "you" means that company.

You must be at least 18 years old and legally able to enter into a contract.

1. The Service and your license

Gendo is licensed, not sold. Subject to these Terms and to payment of the applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to use the Service for the internal purposes of your own business during your subscription.

The plan you choose sets your limits — number of professionals, clients, notifications and features. We may improve, change or retire individual features. If we retire something material to how you use the Service, we will tell you in advance.

Additional terms apply to the mobile apps — see section 18 (Apple App Store) and section 19 (Google Play).

2. Your account

You are responsible for the accuracy of your registration data, for keeping your credentials secret, and for everything done under your account, including by the people you invite to it. Tell us immediately if you suspect unauthorized access.

Accounts are for your business. You may not resell, sublicense, time-share or share access in order to circumvent plan limits, and you may not operate multiple distinct businesses under a single licensed account unless your plan expressly allows it.

3. Acceptable use

You may not:

• Reverse engineer, decompile, disassemble or attempt to extract source code, except where that restriction is prohibited by law
• Copy, rent, lease, lend, sell, distribute or create derivative works of the Service
• Use the Service to send unlawful, deceptive, harassing or unsolicited bulk messages, or to violate telecommunications or anti-spam rules that apply to you
• Interfere with or disrupt the infrastructure, probe or scan it without authorization, circumvent rate limits, or use automated means to extract data beyond the features we provide
• Upload or process content you have no right to use, malicious code, or content that is unlawful where you operate
• Use the Service to build a competing product, or to benchmark it for publication without our written consent

We may suspend access without prior notice where continued use presents a security risk, a legal risk, or a risk to other customers. We will tell you why as soon as we reasonably can.

4. Your content and your clients' data

The data you enter — your clients, appointments, financial records and files — is yours. You grant us a limited license to host, process, transmit and display it solely to provide and support the Service, and to keep backups.

You are responsible for having a lawful basis to collect and store your clients' information, for your own privacy notice, for any consents your local law requires, and for honoring your clients' requests about their data. When we process that information, we act as your service provider (as that term is used in the California Consumer Privacy Act) and follow your instructions and our Privacy Policy. We do not sell or share your clients' personal information, and we do not use it to build our own marketing lists.

We apply administrative, technical and physical safeguards appropriate to the risk. No system is perfectly secure, and you are responsible for the security of the devices and accounts you use to reach the Service.

You can export your data at any time while your account is active. After termination, see section 12.

5. Third-party services

The Service connects to third parties — messaging providers, payment processors, calendar and maps providers, and the app stores. Those services are governed by their own terms, and you must comply with any third-party terms that apply to you when you use the Service, including the terms of any app store you download our apps from.

We are not responsible for third-party services we do not control, for their availability, or for what they do with data you choose to send them through an integration you enable. If a third party changes or discontinues something we rely on, we may have to change or discontinue the corresponding feature.

6. Fees, renewal and taxes

Subscriptions are billed in advance, monthly or annually, according to the plan and cycle you choose. Unless you cancel, subscriptions renew automatically for the same cycle at the then-current price, and we charge the payment method on file.

Prices are shown before you confirm. We may change prices with at least 30 days' notice, effective at your next renewal; if you do not accept a price change, you may cancel before it takes effect.

Prices are shown before tax. Sales tax, VAT or other taxes that apply to you are added at checkout or invoiced separately, and are your responsibility. If payment fails, we may retry, and we may suspend the account after notice. Amounts more than 30 days overdue may accrue interest where the law allows.

Where a subscription is purchased through an app store, the store's billing and refund rules apply to that purchase — see section 18.

7. Trials, cancellation and refunds

Free trials run for the period stated at signup. You may cancel a paid subscription at any time; access continues to the end of the period you have already paid for, and we do not pro-rate partial periods unless consumer law requires it.

Annual plans are prepaid for the full term. We do not refund the unused balance of an annual term cancelled early, except where the law requires it or where we terminate without cause under section 12.

8. Support

We provide support by chat and by ticket during business hours, Monday to Friday, in English, Spanish and Portuguese. We aim to respond quickly, but we do not commit to a resolution time unless a separate written agreement says so. We — not any app store — are solely responsible for support of the Service and of our apps.

9. Availability and changes to the Service

We work to keep Gendo available continuously, but we do not promise uninterrupted or error-free service. Scheduled maintenance, third-party failures and events beyond our control happen. We are not responsible for downtime caused by your connection, your devices, or services we do not control.

10. Intellectual property

The Service, its software, brand, interface, documentation and all related intellectual property are ours or our licensors', and nothing in these Terms transfers them to you. You may not remove or obscure any proprietary notice.

If you send us feedback or suggestions, we may use them to improve the Service without obligation or compensation to you.

If you believe material on the Service infringes your copyright, write to help@gendo.app with the information required by the Digital Millennium Copyright Act, and we will respond as that law provides.

11. Confidentiality

Each party may learn non-public information of the other. Each party will protect the other's confidential information with at least reasonable care and use it only to perform under these Terms. This does not apply to information that is public, independently developed, or lawfully received from a third party, and it does not prevent a disclosure required by law.

12. Term, suspension and termination

These Terms apply for as long as you use the Service.

You may stop using the Service and close your account at any time. We may suspend or terminate an account that breaches these Terms, that is used unlawfully, or that remains unpaid after notice. We may also terminate without cause on 30 days' notice, in which case we refund the unused portion of any prepaid term.

On termination your license ends immediately. Your data remains available for export for 30 days after termination, and is then deleted, except for records we must keep by law or for the limited period our backups take to cycle out. Sections 4, 10, 11, 13, 14, 15, 20 and 21 survive termination.

13. Disclaimers

The Service is provided "as is" and "as available". To the fullest extent permitted by law, we disclaim all warranties, express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, accuracy and non-infringement.

Gendo is business-management software. It is not accounting, tax, legal or medical advice, and it does not replace your professional judgment or your own records. You are responsible for the decisions you make with it and for complying with the rules of your profession.

14. Limitation of liability

To the fullest extent permitted by law:

• Neither party is liable for indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, lost revenue, lost goodwill or lost or corrupted data, even if advised of the possibility.
• Our total aggregate liability arising out of or relating to these Terms or the Service is limited to the amounts you paid us in the twelve months before the event giving rise to the claim.

These limits do not apply to your payment obligations, to either party's indemnification obligations, or to liability that cannot be limited under applicable law. Some jurisdictions do not allow certain exclusions, so parts of this section may not apply to you.

15. Indemnification

You will defend and indemnify us against third-party claims arising from your content, from your use of the Service in breach of these Terms or of the law, or from your relationship with your own clients — including claims by your clients about how you collected, used or stored their data. We will tell you promptly about any such claim and let you control the defense, provided any settlement that admits fault or imposes obligations on us needs our consent.

16. Export control and sanctions

You represent that you are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country, and that you are not listed on any U.S. Government list of prohibited or restricted parties. You will not use or export the Service in violation of U.S. export control or sanctions laws.

17. U.S. Government end users

The Service is "commercial computer software" and "commercial computer software documentation" as those terms are used in 48 C.F.R. §12.212 and 48 C.F.R. §227.7202. U.S. Government end users acquire only the rights granted to all other end users under these Terms.

18. Apps downloaded from the Apple App Store

This section applies to the Gendo app you download from Apple's App Store (the "Licensed Application"). In case of conflict, this section governs for that app.

18.1 Acknowledgement. These Terms are concluded between you and Clyra LLC only, not with Apple. We, not Apple, are solely responsible for the Licensed Application and its content.

18.2 Scope of license. Your license to the Licensed Application is a non-transferable license to use it on any Apple-branded products that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that it may be accessed by other accounts associated with you via Family Sharing or volume purchasing.

18.3 Maintenance and support. We are solely responsible for providing maintenance and support for the Licensed Application, as described in section 8. Apple has no obligation whatsoever to furnish any maintenance or support services for it.

18.4 Warranty. We are solely responsible for any product warranties, whether express or implied by law, to the extent they are not effectively disclaimed. If the Licensed Application fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price of the Licensed Application to you. To the maximum extent permitted by law, Apple has no other warranty obligation whatsoever with respect to the Licensed Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to a failure to conform to a warranty are our sole responsibility.

18.5 Product claims. We, not Apple, are responsible for addressing any claims relating to the Licensed Application or your possession and use of it, including: product liability claims; any claim that it fails to conform to an applicable legal or regulatory requirement; and claims arising under consumer protection, privacy or similar legislation, including in connection with its use of frameworks that handle health or fitness data, if any.

18.6 Intellectual property claims. If a third party claims that the Licensed Application or your possession and use of it infringes that third party's intellectual property rights, we, not Apple, are solely responsible for the investigation, defense, settlement and discharge of that claim.

18.7 Legal compliance. You represent and warrant that you are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.

18.8 Contact. Questions, complaints or claims about the Licensed Application should be directed to the name, address and contact details in section 22.

18.9 Third-party terms. You must comply with any applicable third-party terms of agreement when using the Licensed Application.

18.10 Third-party beneficiary. You acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of them.

18.11 Purchases made through the App Store. If you buy or renew a subscription through the App Store, Apple processes that payment and Apple's billing, renewal and refund rules apply to it. You manage or cancel such a subscription in your Apple account settings, not with us.

19. Apps downloaded from Google Play

If you download the Gendo app from Google Play, your use is also subject to the Google Play Terms of Service. Google is not a party to these Terms and is not responsible for the app. Purchases made through Google Play are processed by Google and governed by Google's billing and refund rules.

20. Governing law and disputes

These Terms are governed by the laws of the State of Wyoming, United States, without regard to its conflict-of-law rules, and excluding the United Nations Convention on Contracts for the International Sale of Goods.

The state and federal courts located in Wyoming have exclusive jurisdiction, and each party consents to that venue — except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

If you are a consumer, this section does not deprive you of the protection of mandatory rules of the country where you live.

21. General

Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or in connection with a merger, acquisition or sale of assets, on notice to you.

Entire agreement. These Terms, together with the Privacy Policy and any order form you sign, are the entire agreement between us about the Service, and replace any earlier understanding.

Severability and waiver. If any provision is held unenforceable, the rest stays in force. Not enforcing a provision once is not a waiver of it.

Notices. We send notices to the email address on your account; you send notices to the address in section 22. It is your responsibility to keep your contact details current.

Force majeure. Neither party is liable for failure to perform caused by events beyond its reasonable control.

Relationship. Nothing here creates a partnership, agency or employment relationship between us.

Changes to these Terms. We may update these Terms. Material changes are announced by email or in the product at least 30 days before they take effect. Continuing to use the Service after that date means you accept them. If you do not accept them, stop using the Service and cancel before the effective date.

22. Contact

Clyra LLC 30 N Gould St, Ste R Sheridan, WY 82801 United States

Email: help@gendo.app Telephone / WhatsApp: +1 307-218-0309

Direct any question, complaint or claim about the Service or about the Gendo app to the details above.