Terms of Service

1.1 Age and authority

You must be at least eighteen (18) years of age to create an account or otherwise use the Service. By using the Service you represent and warrant that you are at least 18 years old, that you have the legal capacity to enter into a binding contract, and, if you are acting on behalf of a business (such as a wedding planning studio or a vendor), that you have authority to bind that business to these Terms.

1.2 Changes to these Terms

We may revise these Terms from time to time. If we make a material change, we will notify registered Users by email to the address associated with their account, or by a prominent notice within the Service, at least fourteen (14) days before the change takes effect, except that changes required to comply with law or to address a security or fraud risk may take effect immediately. The “Last updated” date above identifies the current version. Your continued use of the Service after a change becomes effective constitutes your acceptance of the revised Terms. If you do not agree to a change, you must stop using the Service and may close your account.

1.3 Supplemental terms

Certain features may be subject to additional terms presented at the point of use (for example, the Stripe Connected Account Agreement for Users who receive payments, or a planner’s own client agreement). Those supplemental terms are incorporated into these Terms for the applicable feature. In the event of a direct conflict, the supplemental terms control for that feature only.

• “User” means any person or entity that registers for an account, including Planners, Couples, Vendors, and Studio Team Members.
• “Planner” means a User who registers as a wedding planner or coordinator, and “Studio” means a Planner account on a tier that permits additional “Studio Team Members” to access that Planner’s client weddings.
• “Couple” means a User who registers to plan their own wedding, including each partner added to the same wedding.
• “Vendor” means a business or individual providing wedding-related goods or services who is added to a wedding by a Planner or Couple and who may be invited to access a limited vendor portal for that wedding.
• “Guest” means an invitee of a wedding whose information is entered by a User or submitted by the Guest through a UriVow-hosted wedding website. Guests are not required to register for an account.
• “Wedding Portfolio” means the collection of records associated with a single wedding, including budget, tasks, guest list, vendors, seating, itinerary, messages, files, and the RSVP website.
• “User Content” means all text, images, photographs, documents (including vendor contracts), reviews, messages, and other material that you or a Guest submit to, upload to, or generate through the Service.
• “Uri AI” means the artificial-intelligence assistant and related automated features described in Section 8.

3.1 Registration

To use most features you must create an account by providing a valid email address and, at your election, signing in through a third-party identity provider (currently Google, Microsoft, or Facebook). UriVow uses one-time verification codes sent to your email address in place of a password. You agree to provide accurate, current, and complete registration information and to keep it updated. UriVow may, in its discretion, limit registration to individuals on an approved invitation or beta-access list.

3.2 Account security

You are responsible for all activity that occurs under your account, whether or not authorized by you, and for safeguarding access to the email account and any third-party sign-in method you use with the Service. You must notify us promptly at hello@urivow.com if you become aware of any unauthorized use of your account. UriVow will not be liable for any loss or damage arising from your failure to comply with this Section.

3.3 Studio Team Members and delegated access

A Studio principal who invites Studio Team Members, and any User who grants another User access to a Wedding Portfolio (including a Planner granted permission to log or process payments), is responsible for the acts and omissions of those persons within the Service as if they were the principal’s own. Access granted to another User may be revoked by the granting User at any time within the Service.

3.4 One account per person

You may not create an account on behalf of another person without that person’s authorization, use another User’s account, or transfer your account to anyone else without our prior written consent.

4.1 Description

UriVow is a collaborative wedding planning platform that provides budget and payment tracking, task management, guest list and RSVP management, vendor management, seating charts, day-of itineraries, messaging, a hosted wedding website, a directory of Planners, Uri AI, and related tools. We may add, modify, or discontinue features at any time. We will use reasonable efforts to notify you of the discontinuation of a material feature.

4.2 Shared access within a Wedding Portfolio

The Service is designed for collaboration. Information in a Wedding Portfolio is visible to the members of that wedding according to their roles and the permissions set within the Service. By way of example: a Couple and their connected Planner (and that Planner’s Studio Team Members) generally share access to the full Wedding Portfolio; a Vendor invited to a wedding can view and interact only with records relating to that Vendor, such as its budget line, its payment requests, payments received, and its schedule. You acknowledge that other members of your wedding will see the information you contribute, and you are responsible for deciding what to share.

4.3 Public features

Certain features are public by design. A wedding website that a User publishes is accessible to anyone who has its address. A Planner’s directory profile, including reviews submitted by Couples, is publicly viewable while the Planner keeps it visible. Files uploaded to the Service, including photographs and documents, may be served from addresses that are accessible to anyone who possesses the link.

4.4 White-labeled portals

A Studio may elect to have UriVow display the Studio’s name, logo, and colors to its clients. A white-labeled portal remains the Service operated by UriVow under these Terms; the Studio is not the operator of the Service and UriVow is not a party to the Studio’s agreement with its clients.

5.1 Ownership

As between you and UriVow, you retain all ownership rights in your User Content. UriVow does not claim ownership of your wedding details, photographs, documents, or messages.

5.2 License to UriVow

In order to operate the Service, you grant UriVow a worldwide, non-exclusive, royalty-free, sublicensable (solely to our service providers) license to host, store, reproduce, process, transmit, display, and create derivative works of (for example, thumbnails, previews, and AI-generated summaries) your User Content, solely for the purposes of providing, maintaining, securing, and improving the Service for you and the other members of your wedding, and as otherwise permitted by our Privacy Policy. This license ends when your User Content is deleted from the Service, except that (a) copies may persist in routine backups for a limited period, and (b) User Content you have shared with other Users, or published publicly, may remain available to them to the extent it has been copied, shared, or downloaded. UriVow does not use your User Content to train artificial-intelligence models.

5.3 Public and shared User Content

If you publish a wedding website, make a Planner profile visible in the directory, or submit a review, you additionally grant UriVow the right to display that content publicly, and you grant members of the public the right to view it, for as long as it remains published. You may unpublish or delete such content at any time through the Service.

5.4 Your representations

You represent and warrant that:

• you own or have obtained all rights, licenses, consents, and permissions necessary to submit your User Content and to grant the licenses in this Section, including the consent of any identifiable individual appearing in a photograph you upload;
• your User Content, and our use of it as permitted by these Terms, does not and will not infringe or misappropriate any intellectual property, privacy, publicity, or other right of any third party, or violate any law;
• information you provide about a Vendor, a Planner, or another person is accurate to the best of your knowledge; and
• any review you submit reflects your genuine, first-hand experience and is not submitted in exchange for compensation or at the direction of the person being reviewed.

5.5 Monitoring and removal

UriVow does not pre-screen User Content and has no obligation to monitor it. We reserve the right, but do not undertake the obligation, to review, refuse, remove, or disable access to any User Content at any time and for any reason, including content we believe violates these Terms, without notice and without liability to you.

5.6 Feedback

If you provide suggestions, ideas, or feedback about the Service, you grant UriVow an unrestricted, perpetual, irrevocable, royalty-free right to use that feedback for any purpose without obligation to you.

When you enter, import, or otherwise cause information about Guests (such as names, email addresses, telephone numbers, mailing addresses, meal preferences, and dietary restrictions) to be processed by the Service, you are the party responsible for that information under applicable privacy law (the “controller” or “business”) and UriVow processes it on your behalf and at your direction as a service provider or processor. You represent, warrant, and covenant that:

• you have a lawful basis to collect, use, and disclose to UriVow each Guest’s information for the purposes of planning and administering the specific wedding to which it relates;
• you have provided any notice to Guests that applicable law requires, including notice that their information will be processed by UriVow and used to send them wedding-related communications;
• when importing contacts from Google, Microsoft, a CSV file, or any other source, you will import only those individuals you intend to invite to the wedding;
• you will use Guest information solely in connection with the wedding for which it was collected and will not use the Service to build marketing lists, sell or rent Guest information, or contact Guests for unrelated purposes; and
• you will honor any request from a Guest to correct or delete their information, and will not re-add a Guest who has opted out of text messages.

UriVow will process Guest information in accordance with our Privacy Policy and your documented instructions given through the Service, and will not use Guest information for our own marketing purposes.

7.1 The messaging program

The Service allows Users to send RSVP invitations, reminders, and event-related updates to Guests by SMS, and may send an invitation by SMS to a Vendor for whom no email address is on file. Messages are transmitted through Twilio, Inc. from telephone numbers controlled by UriVow. Message content is determined by the sending User and by the templates in the Service. Message frequency varies by wedding and is typically limited to a small number of messages per event. Message and data rates may apply. Recipients may reply STOP to opt out of further messages and HELP for assistance.

7.2 Consent is required by law

The Telephone Consumer Protection Act (47 U.S.C. § 227), the regulations of the Federal Communications Commission, comparable state laws, and the policies of Twilio and the wireless carriers require that a recipient give prior express consent before receiving automated text messages, and prior express written consent before receiving text messages that contain advertising or marketing. Consent must be given by the individual who will receive the message; it cannot be supplied by a host, planner, or other third party on the recipient’s behalf.

7.3 Your representations and certification

Each time you send or schedule a text message through the Service, you represent, warrant, and certify to UriVow that:

1. each recipient has personally provided prior express consent to receive text messages about the wedding from you or on your behalf, through a compliant mechanism such as checking the SMS-consent box on a UriVow-hosted RSVP form, replying to a keyword you provided on a physical invitation, or another documented opt-in that satisfies applicable law;
2. you have retained records sufficient to demonstrate each recipient’s consent and will produce them to UriVow on request;
3. you will send messages only during hours that are reasonable in the recipient’s local time zone and only in connection with the specific wedding for which consent was given;
4. you will not use the Service to send messages to any person who has revoked consent, replied STOP, or otherwise asked not to be contacted; and
5. you are not subject to, and will not use the Service in a manner that violates, any do-not-call or similar restriction.

7.4 How the Service handles consent

When a Guest submits their own telephone number through a UriVow-hosted RSVP form, the Service presents an SMS-consent checkbox and records the Guest’s number only if that box is checked. When you enter or import a Guest’s telephone number yourself, the Service relies on your certification under Section 7.3 and does not independently verify that the Guest has consented. You are solely responsible for obtaining and documenting consent for every number you add.

7.5 Opt-outs

Opt-out requests received by keyword reply are processed by our messaging provider. If a Guest asks you directly not to be contacted, you must remove or update that Guest’s number in the Service without delay. UriVow may suspend SMS features for any account that generates complaints, carrier violations, or opt-out rates that we consider excessive.

7.6 Responsibility for non-compliant messages

You acknowledge that violations of the TCPA and similar laws may give rise to statutory damages of up to $500 per message, or up to $1,500 per willful or knowing violation, together with class or representative claims. As between you and UriVow, you are solely responsible for any text message sent at your direction to a person who did not consent, and you agree to defend, indemnify, and hold UriVow harmless from any resulting claim as set out in Section 21.

7.7 Delivery

Text messaging depends on wireless carriers and networks that UriVow does not control. UriVow, Twilio, and the carriers are not liable for delayed, blocked, or undelivered messages, and not all devices or carriers are supported.

8.1 Nature of AI output

Uri AI generates responses using large language and image-generation models provided by third parties (currently Anthropic, PBC for text and OpenAI, L.L.C. for images). Uri AI can, among other things, answer planning questions, suggest vendors, prepare budget estimates, generate inspiration images, and read an uploaded vendor contract to extract payment schedules, due dates, and other terms. Output is produced by statistical models and may be inaccurate, incomplete, out of date, or entirely fabricated, even when it appears confident.

8.2 No professional advice; verify before relying

Nothing generated by Uri AI constitutes legal, financial, tax, or other professional advice, and no professional relationship is created. Extracted contract terms, payment amounts, and due dates must be verified against the source document before you rely on them, make a payment, or communicate with a Vendor. You are responsible for every decision and action you take based on AI output.

8.3 Your inputs

Content you submit to Uri AI, including uploaded contracts and the wedding context needed to answer your request, is transmitted to the applicable model provider for processing as described in our Privacy Policy. Do not submit information you do not have the right to share. Vendor contracts you upload are your responsibility; you represent that you may share them with UriVow for this purpose.

8.4 AI credits

Certain AI features consume credits according to the plan associated with the wedding. Credits reset on the schedule described in the Service, have no cash value, are not transferable, and are not refundable except where we determine, in our reasonable discretion, that credits were consumed as a result of a technical failure of the Service.

9.1 UriVow is a platform, not a party to your engagements

Planners and Vendors are independent businesses. They are not employees, agents, partners, or representatives of UriVow. UriVow does not vet, endorse, or guarantee any Planner or Vendor, the accuracy of any profile, review, price quote, or contract, or the quality, safety, legality, or timeliness of any goods or services. Any agreement between a Couple and a Planner or Vendor, whether or not facilitated by the Service, is solely between those parties. UriVow is not liable for the acts, errors, omissions, representations, warranties, breaches, negligence, or misconduct of any Planner, Vendor, Guest, or other User.

9.2 Planner directory and reviews

The directory lists Planners who have chosen to be listed. Placement, ordering, and any “featured” designation are determined by UriVow and may take into account a Planner’s subscription tier. Reviews are the opinions of the Users who submit them and are not verified by UriVow.

9.3 Google Maps and Places

Venue and vendor search, address suggestions, and map features use the Google Maps Platform. By using those features you agree to be bound by the Google Maps/Google Earth Additional Terms of Service and the Google Privacy Policy.

9.4 External payment applications and links

A Vendor or Planner may publish payment instructions for third-party applications such as Zelle, Venmo, or PayPal, or bank-wire details. Payments you make through those channels occur entirely outside the Service and are governed by the terms of the relevant provider. When you record such a payment in the Service, UriVow stores a record only; it does not move or hold funds. The Service may contain links to third-party websites that UriVow does not control and for which UriVow is not responsible.

10.1 Payment processor

All card payments to UriVow and all card payments made through the Service to Vendors and Planners are processed by Stripe, Inc. (“Stripe”). UriVow does not receive or store full payment card numbers. Your use of Stripe’s services is subject to the Stripe Services Agreement and the Stripe Privacy Policy. Prices are stated in U.S. dollars and exclude any applicable taxes, which you are responsible for.

10.2 Planner subscriptions

Paid Planner plans are billed in advance on a monthly recurring basis and renew automatically at the then-current rate until cancelled. Optional add-ons (such as additional active-wedding slots or team seats) are billed per unit on the same cycle. You may cancel at any time from your account settings or the billing portal; cancellation takes effect at the end of the current billing period, during which the plan remains active. Downgrades take effect at the next renewal. Except where required by law, fees already paid are non-refundableand we do not provide refunds or credits for partial periods, unused slots or seats, or unused features. We may change subscription prices with at least thirty (30) days’ notice; the new price applies at your next renewal after the notice period.

10.3 Couple plans

Paid Couple plans are one-time purchases that unlock features for the associated wedding; they do not renew. Because access is delivered immediately upon purchase, Couple plan purchases are non-refundableexcept where required by applicable law. When a Couple upgrades from one paid plan to a higher plan, the amount previously paid is credited against the higher plan’s price. A Couple connected to a subscribed Planner may receive plan features at no charge for as long as that connection and the Planner’s subscription remain active; those features may lapse if either ends.

10.4 Paying Vendors and Planners through the Service (“Pay via UriVow”)

A Couple (or a Planner the Couple has authorized) may pay a Vendor or Planner by card through the Service where the recipient has completed Stripe onboarding. In that case the Couple’s saved card is charged and the funds are transferred by Stripe to the recipient’s Stripe account. You acknowledge and agree that:

• UriVow acts solely as a technology platform facilitating the transaction through Stripe; UriVow is not a bank, money transmitter, escrow agent, or party to the underlying agreement between payer and recipient;
• the recipient, not UriVow, is responsible for the goods or services purchased, and any refund, cancellation, or dispute must be resolved between the payer and the recipient (a chargeback may be raised with the card issuer where applicable);
• the Service records the payment against the corresponding budget line, installment, or payment request, and will refuse a card charge against a request that has already been marked paid or whose amount differs from the scheduled amount;
• a Vendor or Planner who receives payments is solely responsible for the accuracy of its own payout and bank details, for completing Stripe onboarding, and for compliance with the Stripe Connected Account Agreement; and
• UriVow does not currently charge a platform fee on these transactions. If we introduce one, it will be disclosed before you confirm a payment.

10.5 Promotional codes and trials

Promotional codes, trial periods, and discounts are subject to the terms disclosed with them, may be limited in number and duration, are not redeemable for cash, and may be withdrawn if we believe they are being used improperly.

10.6 Payment failures

If a recurring payment fails, we may retry the charge and may suspend paid features until payment is received. You remain responsible for any amounts due.

The Service, including its software, design, text, graphics, logos, trademarks (including “UriVow” and “Uri”), and the selection and arrangement of its content, but excluding User Content, is owned by UriVow or its licensors and is protected by United States and international copyright, trademark, and other laws.

Subject to your compliance with these Terms, UriVow grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for planning and administering weddings and, for Planners and Vendors, for providing wedding-related services to your clients. Planners and Studios may use the Service to manage multiple client weddings within the limits of their plan. All rights not expressly granted are reserved. You may not use UriVow’s trademarks without our prior written permission, and nothing in these Terms grants you any right to do so.

UriVow respects the intellectual property rights of others and responds to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act (17 U.S.C. § 512). If you believe that material on the Service infringes your copyright, send a written notice to our designated agent at legal@urivow.comwith the subject line “DMCA Notice” containing: (i) your physical or electronic signature; (ii) identification of the copyrighted work claimed to be infringed; (iii) identification of the material claimed to be infringing and information sufficient to locate it on the Service; (iv) your address, telephone number, and email address; (v) a statement that you have a good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement, under penalty of perjury, that the information in the notice is accurate and that you are the owner or are authorized to act on the owner’s behalf.

If material you posted was removed in response to a notice and you believe the removal was a mistake or misidentification, you may send a counter-notice to the same address containing your signature, identification of the removed material and its prior location, a statement under penalty of perjury that you have a good-faith belief the material was removed by mistake or misidentification, your name, address, and telephone number, and a statement that you consent to the jurisdiction of the federal district court for the district in which you reside (or, if outside the United States, New Castle County, Delaware) and that you will accept service of process from the person who filed the original notice. We may restore the material not less than ten (10) and not more than fourteen (14) business days after receiving a valid counter-notice unless the original complainant notifies us that it has filed a court action. It is our policy to terminate the accounts of repeat infringers in appropriate circumstances.

You agree that you will not, and will not permit any third party to:

• use the Service for any purpose that is unlawful, fraudulent, or prohibited by these Terms;
• submit or transmit any content that is defamatory, obscene, harassing, threatening, hateful, or that violates the privacy, publicity, or intellectual property rights of any person;
• access or attempt to access another User’s account, Wedding Portfolio, or data without authorization, or circumvent any access control or security feature of the Service;
• use the Service to send unsolicited communications, or to send text messages or emails to persons who have not consented to receive them;
• misrepresent your identity, affiliation, or the role in which you are acting (for example, by registering as a Vendor or Planner you are not authorized to represent);
• upload malicious code, or interfere with or place an unreasonable load on the Service or its infrastructure;
• copy, scrape, crawl, or harvest data from the Service (including directory listings and wedding websites) by automated means, or use any data obtained from the Service to build a competing product or a marketing list;
• reverse engineer, decompile, or otherwise attempt to derive the source code of the Service, or remove any proprietary notice;
• create or submit fraudulent payment requests, invoices, reviews, or RSVPs, or use the Service to launder money or evade any financial-reporting obligation; or
• resell, sublicense, rent, or lease access to the Service except as expressly permitted for Studios and their Team Members.

UriVow is committed to serving all couples. Planners and Vendors using the Service must not refuse service, impose different terms, or otherwise discriminate against any person on the basis of race, color, ethnicity, national origin, religion, sex, sexual orientation, gender identity or expression, marital or family status, disability, age, veteran status, or any other characteristic protected by applicable law. Violations may result in removal from the directory and suspension or termination of the account. Concerns may be reported to hello@urivow.com.

Our Privacy Policy describes how we collect, use, disclose, and retain personal information, including the third-party service providers that process it on our behalf, and the rights available to you. By using the Service you acknowledge that you have read the Privacy Policy.

By creating an account you consent to receive communications from UriVow electronically, including by email to the address on your account and by notices within the Service, and you agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing. Transactional and account-related messages (such as verification codes, invitations, payment confirmations, and material changes to these Terms) are necessary to operate the Service and cannot be opted out of while your account remains open.

These Terms remain in effect for as long as you use the Service. You may close your account at any time from your account settings. UriVow may suspend or terminate your access to all or part of the Service, with or without notice, if we reasonably believe that you have violated these Terms or applicable law, that your account presents a legal, security, or fraud risk, that your account information is inaccurate, or if required to do so by law or a payment processor. We may also discontinue the Service or any feature with reasonable notice.

Upon termination, your license to use the Service ends. Closing your account permanently deletes your profile and the Wedding Portfolios you own, as described in the Privacy Policy, except for information we are required or permitted to retain. Sections that by their nature should survive termination, including Sections 5.2 (to the extent of content already shared or published), 7.6, 9, 10 (as to amounts owed), 11, and 18 through 24, will survive.

To the fullest extent permitted by law, the Service and all content, features, AI output, and third-party services made available through it are provided “as is” and “as available,” without warranty of any kind, whether express, implied, or statutory, including any implied warranty of merchantability, fitness for a particular purpose, title, non-infringement, or arising from course of dealing or usage of trade.

Without limiting the foregoing, UriVow does not warrant that the Service will be uninterrupted, timely, secure, or error-free; that defects will be corrected; that any email or text message will be delivered; that AI output, contract extractions, budget estimates, vendor information, or directory content will be accurate or complete; or that the Service will meet your requirements. No advice or information obtained from UriVow or through the Service creates any warranty not expressly stated in these Terms. Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you.

To the fullest extent permitted by law, in no event will UriVow or its owners, officers, directors, employees, contractors, agents, licensors, or service providers (the “UriVow Parties”) be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, data, or use, arising out of or relating to these Terms or the Service, however caused and under any theory of liability, even if advised of the possibility of such damages.

To the fullest extent permitted by law, the aggregate liability of the UriVow Parties for all claims arising out of or relating to these Terms or the Service will not exceed the greater of (a) the total amount you paid to UriVow in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (US $100).

Without limiting the foregoing, the UriVow Parties are not liable for: the acts or omissions of any Planner, Vendor, Guest, or other User; any payment made outside the Service; any dispute between a payer and a recipient of a payment; the failure of any email or text message to be delivered; inaccurate AI output; loss of data caused by events beyond our reasonable control; or any claim arising from your failure to obtain consent from Guests before sending them text messages. The limitations in this Section are fundamental elements of the agreement between you and UriVow. Some jurisdictions do not allow the limitation of liability for certain damages, so some of the above limitations may not apply to you.

To the extent permitted by law, any claim arising out of or relating to the Service or these Terms must be commenced within one (1) year after the cause of action accrues; otherwise, it is permanently barred.

If you have a dispute with a Planner, Vendor, Guest, or other User, you release the UriVow Parties from all claims, demands, and damages of every kind, known and unknown, arising out of or in any way connected with that dispute. If you are a California resident, you waive California Civil Code § 1542, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

You agree to defend, indemnify, and hold harmless the UriVow Parties from and against any and all claims, liabilities, damages, losses, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your access to or use of the Service; (b) your User Content; (c) your breach of these Terms or of any representation or warranty in them; (d) your violation of any law or of the rights of any third party, including the TCPA and privacy laws, and specifically any text message sent at your direction to a person who had not consented to receive it; (e) Guest information you provide to the Service; (f) if you are a Planner or Vendor, the goods or services you provide, your dealings with your clients, and the accuracy of your payout information; and (g) any dispute between you and another User. UriVow reserves the right to assume the exclusive defense and control of any matter subject to indemnification, in which case you agree to cooperate with our defense. This obligation survives termination and does not apply to the extent a claim arises from UriVow’s gross negligence or willful misconduct.

22.1 Informal resolution first

Before initiating arbitration or any other proceeding, you and UriVow agree to attempt in good faith to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Service (a “Dispute”) informally. You will send a written notice of Dispute to legal@urivow.com describing the nature of the Dispute, the relief sought, and your account email; UriVow will send notice to the email address on your account. The parties will then have 60 days from receipt of the notice to resolve the Dispute. Completion of this process is a condition precedent to arbitration or litigation, and any applicable limitations period is tolled during it.

22.2 Binding arbitration

Except as provided in Section 22.4, any Dispute not resolved informally shall be finally resolved by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (or, for Disputes with a business User, its Commercial Arbitration Rules) then in effect, as modified by these Terms. The AAA rules are available at www.adr.org. The arbitrator, and not any court, has exclusive authority to resolve all threshold questions of arbitrability, including the scope, enforceability, and validity of this arbitration agreement. The arbitration will be conducted by a single arbitrator, may be conducted by telephone, video, or written submissions where the rules permit, and will otherwise take place in New Castle County, Delaware or at another location the parties agree on. The arbitrator will issue a reasoned written decision and may award any relief that a court of competent jurisdiction could award to an individual party. Judgment on the award may be entered in any court of competent jurisdiction. Payment of filing, administration, and arbitrator fees will be governed by the AAA rules.

22.3 Federal Arbitration Act

This arbitration agreement evidences a transaction involving interstate commerce and is governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq., which shall govern its interpretation and enforcement.

22.4 Exceptions

Either party may (a) bring an individual claim in small claims court if it qualifies and remains there, and (b) seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property rights or to prevent unauthorized access to or misuse of the Service. Nothing in this Section prevents you from bringing a complaint to a federal, state, or local agency.

22.5 Class action and jury trial waiver

You and UriVow agree that each may bring claims against the other only in an individual capacity and not as a plaintiff, class member, or representative in any purported class, collective, consolidated, private attorney general, or representative proceeding. The arbitrator may not consolidate more than one person’s claims or preside over any form of representative or class proceeding. To the fullest extent permitted by law, you and UriVow each waive the right to a trial by jury.

22.6 Severability of this Section

If the class action waiver in Section 22.5 is found unenforceable as to a particular claim or request for relief, then that claim or request (and only that claim or request) shall be severed from the arbitration and brought in the courts described in Section 22.8, and the remainder of this Section shall continue to apply. If any other part of this Section is found unenforceable, it shall be severed and the remainder enforced.

22.7 Your right to opt out

You may opt out of this arbitration agreement by sending an email to legal@urivow.comwith the subject line “ARBITRATION OPT-OUT” within 30 days after you first accept these Terms (or, for changes to this Section, within 30 days after the change takes effect). Your notice must include your full name, the email address associated with your account, and a clear statement that you wish to opt out of arbitration. Opting out does not affect any other provision of these Terms. If you opt out, or if this Section is otherwise found not to apply, Disputes will be resolved exclusively in the courts identified in Section 22.8.

22.8 Governing law and venue

These Terms and any Dispute are governed by the laws of the State of Delaware and applicable federal law, without regard to conflict-of-laws principles, except that Section 22 is governed by the Federal Arbitration Act. Subject to Section 22.2, the state and federal courts located in New Castle County, Delaware will have exclusive jurisdiction over any Dispute that is not subject to arbitration, and you consent to personal jurisdiction and venue in those courts. Nothing in this Section deprives you of the protection of mandatory consumer-protection laws of the jurisdiction in which you reside.

UriVow will not be liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of God, natural disaster, epidemic or pandemic, war, terrorism, civil unrest, labor disputes, governmental action, failure of the internet, telecommunications carriers, hosting, payment, messaging, or AI providers, or denial-of-service or other malicious attacks.

• Entire agreement. These Terms, together with the Privacy Policy and any supplemental terms referenced in Section 1.3, constitute the entire agreement between you and UriVow regarding the Service and supersede all prior or contemporaneous understandings.
• Assignment. You may not assign or transfer these Terms or your account without our prior written consent; any attempted assignment in violation of this Section is void. UriVow may assign these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.
• Severability. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force.
• No waiver. Our failure to enforce any provision is not a waiver of our right to do so later. Any waiver must be in writing.
• No third-party beneficiaries. Except for the UriVow Parties under Sections 19 through 21, these Terms confer no rights on any third party.
• Notices. Notices to UriVow must be sent to legal@urivow.com. Notices to you will be sent to the email address on your account and are effective when sent.
• Export and location. The Service is operated from the United States and is intended for users located in the United States. We make no representation that the Service is appropriate or available elsewhere, and you are responsible for compliance with local laws if you access it from another jurisdiction.
• Headings. Section headings are for convenience only and do not affect interpretation.

Questions about these Terms may be directed to: