Terms of Service

IMPORTANT — PLEASE READ. SECTION 25 REQUIRES YOU AND LINXY TO ATTEMPT INFORMAL RESOLUTION OF ANY DISPUTE BEFORE ANY FORMAL PROCEEDING, AND THEN TO RESOLVE MOST DISPUTES BY INDIVIDUAL BINDING ARBITRATION RATHER THAN IN COURT OR BEFORE A JURY. IT ALSO LIMITS CLASS, COLLECTIVE, AND REPRESENTATIVE PROCEEDINGS. YOU MAY OPT OUT OF ARBITRATION WITHIN 30 DAYS — SEE SECTION 25.10.

Plain-Language Summary

This summary is provided for convenience only. It is not part of the agreement and does not modify the terms below. If the summary and the terms conflict, the terms control.

Linxy Media, LLC operates a platform that connects physical objects, printed materials, media, and audio to digital destinations, and provides related identity, messaging, content, event, and commerce services.

You need an account for most features. You must be old enough to use the Services and to enter into a contract.

You keep ownership of the content you upload. You give us permission to host, process, and display it so we can run the Services for you.

You may not use the Services to deceive people, impersonate others, distribute malware, falsely authenticate goods, or infringe intellectual property.

Verification badges and product-verification results tell you what our systems observed. They are not a Linxy guarantee of quality, safety, or merchantability.

Paid plans renew automatically until you cancel. You can cancel at any time. If you subscribed through the App Store or Google Play, cancel there, because we cannot do it for you.

You can delete your account and its data at any time, from inside the app or on our website.

Florida law governs.

If a dispute arises, we both have to try to work it out informally first — that step is required before anyone can file anything.

After that, most disputes go to individual arbitration instead of court, and neither of us can bring a class action. Small claims cases and intellectual property injunctions can still go to court.

You can opt out of arbitration within 30 days and keep your right to go to court. Opting out costs you nothing and does not affect your account.

Anything that does reach a court goes to a Florida court in Orange County or the federal court in Orlando.

1. Agreement to These Terms

1.1 The parties

These Terms of Service (the “Terms”) form a binding contract between Linxy Media, LLC, a Florida limited liability company, together with its subsidiaries and affiliates (“Linxy,” “we,” “us,” or “our”), and the individual or entity that accesses or uses the Services (“you” or “Customer”). If you use the Services on behalf of an organization, you represent that you have authority to bind that organization, and “you” refers to both you and that organization.

1.2 Acceptance

You accept these Terms by any of the following: (a) clicking or tapping a button or checkbox indicating acceptance; (b) creating an account; (c) downloading, installing, or using an Application; or (d) otherwise accessing or using the Services. If you do not agree to these Terms, do not access or use the Services.

By accepting, you also agree to the mandatory informal resolution process, the binding individual arbitration agreement, and the class and representative waiver in Section 25, subject to your right to opt out of arbitration under Section 25.10.

1.3 Additional terms

Certain Services are governed by additional terms, which are incorporated into these Terms by reference when you use those Services:

Schedule A — Acceptable Use Policy

Schedule B — Apple App Store Additional Terms

Schedule C — Google Play Additional Terms

Schedule D — Marketplace Listing Policy

The Privacy Policy at https://linxy.app/privacy

Any Order Form, Data Processing Addendum, Business Associate Agreement, or other written agreement signed by both parties (each, an “Other Agreement”)

1.4 Order of precedence

If there is a conflict among these documents, the following order controls, from highest to lowest: (a) a signed Other Agreement; (b) an Order Form; (c) the Schedules to these Terms; (d) the body of these Terms; (e) the Privacy Policy, solely as to matters of privacy and data handling; (f) any documentation, help center article, or in-product notice.

2. Definitions

“Account” means a registered user or organization account on the Platform.

“Applications” means the Linxy mobile applications, desktop applications, browser extensions, plug-ins, software development kits, and any other software we make available, together with all updates, upgrades, and supplements.

“Customer Content” means any data, text, images, audio, video, documents, artwork, product information, contact records, messages, or other material that you or your End Users submit to, upload to, generate through, store on, or transmit through the Services.

“Dynamic Link” means a Linxy-managed link whose destination or behavior is resolved by the Platform at the time of use and may be changed, routed conditionally, or disabled by the link owner or by Linxy.

“End User” means any individual who interacts with your Touchpoints, Marked Media, Marked Products, Dynamic Links, Connections, or other Customer Content through the Services.

“Linxy Mark” means an imperceptible digital watermark embedded in an image, print artwork, or other visual medium using Linxy technology. “SoundMark” means the equivalent capability for audio media.

“Marked Media” means images, artwork, audio, or other media into which a Linxy Mark or SoundMark has been embedded through the Services.

“Marked Products” means physical goods, labels, packaging, tags, or other manufactured items bearing a Linxy Mark, NFC tag, or other Linxy-issued trigger.

“Platform” means the Linxy web application, console, dashboards, and application programming interfaces, including those hosted at lnxy.me.

“Services” means, collectively, the Platform, the Applications, the Sites, all features and functionality described in Section 4, all Touchpoints and related resolution and redirection services, and all support, documentation, and professional services we provide, in each case as we make them available from time to time.

“Sites” means the websites we operate, including linxymedia.com, lnxy.me, linxy.app, 1vu.me, 1of.me, and any successor or additional domain we designate.

“Touchpoint” means any Linxy-issued or Linxy-managed physical or digital point of interaction that resolves through the Platform, including QR codes, NFC tags, Linxy Marks, SoundMarks, and Dynamic Links.

“Trigger” means the mechanism by which a Touchpoint is activated. Linxy supports five Trigger types: QR, NFC, Linxy Mark, SoundMark, and Dynamic Link.

3. Eligibility, Accounts, and Security

3.1 Age requirements

You must be at least 13 years of age to create an Account. If you are under the age of majority in your jurisdiction, you may use the Services only with the involvement and consent of a parent or legal guardian who agrees to these Terms on your behalf. We do not knowingly collect personal information from children under 13. If we learn that we have collected such information, we will delete it and terminate the Account.

To enter into a paid plan or to act on behalf of an organization, you must have full legal capacity to contract.

3.2 Account registration

You agree to provide accurate, current, and complete registration information and to keep it updated. You may not create an Account using a false identity, impersonate any person or organization, or create an Account on behalf of anyone other than yourself or an entity you are authorized to represent.

3.3 Account security

You are responsible for all activity that occurs under your Account, including activity by your End Users, employees, contractors, and anyone to whom you grant access. You must safeguard your credentials, enrollment links, API tokens, and registered devices, and must notify us promptly at [email protected] of any suspected unauthorized access.

3.4 Device binding and revocation

Certain features bind your Account to specific devices. You are responsible for revoking devices you no longer control through the device management controls in the Applications. Disabling a device-level convenience setting is not the same as revoking a device; only revocation ends a device’s authorization.

4. The Services

4.1 Scope

The Services are a physical-to-digital platform. Depending on your plan and configuration, the Services may include:

Touchpoints — creation, management, and resolution of QR codes, NFC tags, Linxy Marks, SoundMarks, and Dynamic Links, including conditional routing by geography, device, language, time, or scan count.

Marked Media and Marked Products — embedding of Linxy Marks and SoundMarks into media and print artwork, and registration of physical goods bearing those Marks.

Identity services — LinxyPass and related enrollment, sign-in, device binding, and approval functionality, including approval on paired wearable devices.

Connections and messaging — private channels between individuals and between individuals and organizations, including text, media, voice, and video, subject to Section 11.

Content hosting and delivery — upload, storage, transcoding, resizing, protected viewing, and delivery of Customer Content.

Events and community features — event creation and management, attendee interaction, uploads, moderation, and print fulfillment through Print Station.

Analytics — scan, engagement, and routing analytics for Touchpoints and Customer Content.

Payments — subject to Section 12 and any separate payment terms.

4.2 Availability and changes

We may add, modify, suspend, or discontinue any feature at any time. For material adverse changes to a feature you are actively using on a paid plan, we will provide at least 30 days’ advance notice by email or in-product notice.

4.3 Beta and preview features

Features designated as beta, preview, early access, or similar are provided as-is, may be changed or withdrawn without notice, are excluded from any service commitment, and may not be relied upon for production use.

5. License to the Applications

5.1 Grant

Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to install and use the Applications on devices you own or control, solely to access and use the Services.

5.2 Restrictions

You may not, and may not permit any third party to:

copy, modify, translate, or create derivative works of the Applications, except as expressly permitted here;

reverse engineer, decompile, disassemble, or attempt to derive source code, algorithms, watermark structures, or detection methods from the Applications or the Services, except to the extent this restriction is unenforceable under applicable law;

rent, lease, lend, sell, sublicense, distribute, or provide the Applications to any third party, or use them to operate a service bureau;

remove, obscure, or alter any proprietary notice;

circumvent or attempt to circumvent any authentication, rate limit, entitlement gate, usage quota, geofence, or access control;

access the Services by any automated means except through documented APIs and within published rate limits; or

benchmark or publish performance testing results without our prior written consent.

5.3 Third-party and open-source components

The Applications include third-party and open-source components licensed under separate terms. Those terms govern your use of those components and, to the extent they conflict with this Section 5, control as to that component. A current list is available on request from [email protected].

5.4 Digimarc components

Portions of the Services are licensed from Digimarc Corporation. © Digimarc Corporation. All rights reserved. Your use of Digimarc-supplied technology is subject to the restrictions in Section 5.2 and to any additional terms Digimarc requires.

5.5 Updates

We may deliver updates automatically. Some updates are required for continued operation, and features may become unavailable if you do not install them. We are not obligated to support prior versions.

5.6 Reservation of rights

All rights not expressly granted are reserved by Linxy and its licensors. No license is granted by implication, estoppel, or otherwise.

6. Customer Content

6.1 Ownership

As between you and Linxy, you retain all right, title, and interest in Customer Content, including all intellectual property rights. We claim no ownership of it.

6.2 License you grant to us

You grant Linxy a worldwide, non-exclusive, royalty-free, fully paid, sublicensable (solely to our hosting, transcoding, delivery, print, and payment subprocessors) license to host, store, cache, reproduce, transmit, transcode, re-encode, resize, crop, compress, reformat, watermark, embed Linxy Marks or SoundMarks into, render, print, publicly display, and publicly perform Customer Content, solely for the following purposes:

operating, providing, securing, and supporting the Services for you and your End Users;

performing the specific processing you request, including Mark embedding, transcoding, thumbnail and preview generation, protected viewing, and print fulfillment;

delivering Customer Content to End Users through the Touchpoints and channels you configure;

creating backups and maintaining business continuity; and

complying with law and enforcing these Terms.

This license ends when the Customer Content is deleted from the Services, except for (i) copies retained in routine backups until overwritten in the ordinary course, (ii) content already shared with or delivered to End Users, and (iii) copies we must retain to comply with law.

We will not use Customer Content for advertising, or to train generative artificial intelligence models, without your separate, affirmative, and revocable consent.

6.3 Your representations

You represent and warrant that, for all Customer Content you submit: (a) you own it or have all rights and permissions necessary to grant the license in Section 6.2 and to use it as you do; (b) it does not infringe or misappropriate any third party’s rights; (c) you have obtained all consents required to include any identifiable individual, including any consent required for likeness, voice, or biometric information; and (d) it complies with these Terms and applicable law.

6.4 Storage limits and no archival duty

Storage, bandwidth, and retention are subject to your plan’s limits. We are not an archival or backup service. You are responsible for maintaining your own copies of Customer Content. We are not liable for deletion, loss, corruption, or failure to store Customer Content, except as expressly provided in a signed Other Agreement.

6.5 Our right to remove

We may review, refuse, remove, disable, restrict access to, or delete any Customer Content that we reasonably believe violates these Terms, violates law, creates risk to us or others, or is the subject of a valid takedown request. Where practicable and lawful, we will notify you. Nothing in these Terms obligates us to monitor Customer Content.

6.6 Feedback

If you send us suggestions, ideas, or feedback about the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use and exploit it without restriction or compensation. Feedback is provided voluntarily and is not your confidential information.

7. Acceptable Use

You must comply with the Acceptable Use Policy in Schedule A, which forms part of these Terms. We may update Schedule A from time to time in accordance with Section 21.2. Violation of Schedule A is a material breach of these Terms.

8. Touchpoints, Dynamic Links, and Printed Materials

8.1 You control the destination

You are solely responsible for the destinations, content, routing rules, and behavior of the Touchpoints and Dynamic Links you create, and for ensuring they remain accurate, lawful, and non-deceptive over their lifetime. Because a Dynamic Link’s destination can be changed after the Touchpoint is printed or deployed, you are responsible for the consequences of any change you make.

8.2 Our right to disable

We may disable or redirect any Touchpoint or Dynamic Link immediately and without prior notice if we reasonably believe it resolves to malware, phishing, fraud, or other unlawful or harmful content, or otherwise violates these Terms. We will use commercially reasonable efforts to notify you promptly afterward.

8.3 Printed and manufactured materials — important

Touchpoints applied to physical goods depend on the continued operation of your Account. If your Account is closed, downgraded below the applicable entitlement, suspended, or terminated, or if your plan’s limits are exceeded, Touchpoints you have already printed, embedded, or manufactured may stop resolving or may resolve to a default page.

To reduce that risk:

Upon termination other than for your material breach or unlawful conduct, we will maintain resolution of your then-active Touchpoints in a read-only state for 90 days following termination, during which you may export your Touchpoint records and configure a final destination.

You may purchase extended resolution for deployed Touchpoints under a separate Other Agreement. If Touchpoints are being applied to goods with a long field life, you should do so before manufacture.

We may, at our discretion, continue resolving Touchpoints beyond any required period for consumer-safety reasons, including recall, warranty, and product-safety destinations. This is a right, not an obligation.

You are responsible for the cost and consequences of any physical materials that become non-resolving. We are not liable for the cost of reprinting, relabeling, recalling, or replacing physical goods.

8.4 Scanning and resolution

Detection and resolution of Linxy Marks and SoundMarks depend on factors outside our control, including print quality, substrate, ink, lighting, camera hardware, playback fidelity, ambient noise, network conditions, and reproduction at sizes or resolutions other than those specified in our documentation. We do not warrant that any particular Touchpoint will be detected or resolved in any particular circumstance. You are responsible for testing your Touchpoints under real-world conditions before production deployment.

9. Verification, Badges, and Authentication — Scope and Limits

9.1 What verification means

The Services may display verification indicators, including verified-organization badges and product-verification results. Unless expressly stated otherwise:

A verified-organization badge means that we have applied our then-current process to confirm that the Account is claimed by and bound to the organization it names. It is not an endorsement, certification, or guarantee by Linxy of that organization’s identity beyond that process, its products, its services, its quality, its safety, its solvency, or its conduct.

A product-verification result reports what our systems observed about a scan at a point in time — for example, that a detected Linxy Mark matched a registered record. It is not a guarantee that any physical item is genuine, safe, unaltered, or fit for any purpose.

A presence, location, or device indicator reports signals reported by the scanning device and network, which can be inaccurate, spoofed, or unavailable.

9.2 No warranty of anti-counterfeiting outcome

The Services are tools that support authentication and brand-protection programs. They are one control among many. We do not warrant that the Services will detect, prevent, or defeat counterfeiting, diversion, tampering, or fraud, and you may not represent to third parties that Linxy guarantees any such outcome.

9.3 Your representations to third parties

You may not describe the Services, verification results, or Linxy Marks to your customers or the public in a way that overstates their function or implies a Linxy warranty, endorsement, or certification. We may require correction of any such representation.

9.4 We are not a party to your transactions

Linxy is not a party to, and has no responsibility for, any transaction, relationship, warranty, dispute, or communication between you and any End User, organization, seller, or buyer arising through the Services.

9.5 No sole reliance — decisions are yours

A verification result is one input. It is not a decision, a determination, or a recommendation. If you use the Services in connection with a warranty claim, return, refund, product-safety report, injury report, insurance claim, chargeback, account action, or any other decision affecting an individual, you must make an independent determination on the basis of your own investigation and judgment, and you may not treat a Linxy result as the sole or determinative basis for that decision.

Verification results can be wrong in both directions. A genuine item can fail to verify because of print wear, substrate damage, lighting, camera hardware, ambient noise, network conditions, or reproduction outside our published specifications. A non-genuine item can pass. You accept this and design your process accordingly.

9.6 Disclosure to the individual

If you request that an individual perform a verification scan, you must, before or at the time of the request, tell that individual in plain language: (a) that the scan is being requested by you and performed through Linxy; (b) what the scan will report to you; and (c) that the result will be recorded. If a verification result contributes to an adverse decision affecting that individual, you must disclose that fact to the individual and provide a means to contest it. You are responsible for compliance with any law governing automated or evidence-based decisions about individuals in your jurisdiction.

9.7 Presentation of results

Verification results and diagnostic outcomes are generated for your internal evaluation. You may not display, forward, or repeat a raw diagnostic outcome to the individual scanned, or to any third party, except in wording that accurately conveys its limits. You may not characterize an individual, or an item in an individual’s possession, as counterfeit, stolen, fraudulent, diverted, or improperly obtained on the basis of a Linxy result alone. Where we publish approved consumer-facing wording, you must use it.

9.8 Third parties

You acknowledge that individuals who scan, are scanned by, or are affected by your use of the Services may not be Linxy account holders and may not be bound by these Terms. You are responsible for your interactions with those individuals, and your indemnity in Section 23.1 extends to claims brought by them arising from your use of the Services.

9.9 Records, legal process, and litigation support

Verification records, audit entries, and scan histories may be sought by third parties in litigation, regulatory proceedings, or discovery. If we receive a subpoena, discovery request, litigation hold, preservation demand, or similar process arising out of your use of the Services or a dispute to which you are a party, and Linxy is not itself a party to that matter, you will reimburse our reasonable costs of responding, including personnel time at our then-current rates, outside counsel fees, and the cost of any testimony, declaration, or records authentication requested. We will notify you promptly and, where lawful, before responding. This Section does not apply to process arising from Linxy’s own conduct or from a claim in which Linxy is a named party.

10. LinxyPass and Identity Services

10.1 What LinxyPass is

LinxyPass provides passwordless enrollment and sign-in and related device-binding and approval functions, which may be integrated into your own websites, applications, and systems.

10.2 Your responsibilities as a relying party

If you use LinxyPass to authenticate access to your own systems, you are responsible for: (a) determining whether LinxyPass alone is an appropriate control for the sensitivity of what it protects; (b) implementing your own authorization, session, logging, and recovery controls; (c) maintaining an independent recovery path for your users; and (d) complying with any legal, regulatory, contractual, or industry requirement applicable to your authentication practices, including any requirement for multi-factor authentication.

LinxyPass is an authentication signal, not a substitute for your own security program. Except as expressly set out in a signed Other Agreement, we make no representation that LinxyPass satisfies any specific standard or framework.

10.3 Enrollment links

Enrollment links and Dynamic Links used for enrollment are credentials. You must transmit them over channels appropriate to their sensitivity, and you must not publish them.

10.4 Biometrics

Where the Services use a biometric feature, the biometric verification is performed by your device’s own operating system and hardware — for example, Face ID, Touch ID, or Android biometric authentication. Your fingerprint, facial geometry, or other biometric identifier is held by your device and is not transmitted to Linxy as part of that process; the Services receive only an indication from your device that its verification succeeded or failed, together with the resulting cryptographic assertion. See the Privacy Policy for further detail.

10.5 Pause is not revocation

Some settings in the Applications pause a convenience feature on a single device without ending that device’s authorization. Only revoking a device in Manage Devices ends its authorization. If you need to remove a device’s access — for example, because it was lost, sold, or belonged to a departing employee — you must revoke it. Turning off a setting is not sufficient.

10.6 Security commitments and incident notification

What we commit to. We will maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Content against accidental or unlawful destruction, loss, alteration, and unauthorized disclosure or access, appropriate to the nature of the Services. These include encryption of data in transit, access controls and authentication for administrative access, logical separation of customer data, logging of administrative activity, and periodic review of access. We may update these safeguards, provided we do not materially reduce the overall level of protection.

What we do not commit to. Except as expressly stated in this Section or in a signed Other Agreement, we make no representation that the Services conform to any specific standard, certification, assurance level, or framework, including SOC 2, ISO 27001, PCI DSS, HITRUST, FedRAMP, CJIS, or any NIST identity assurance or authenticator assurance level. Any such conformance must be stated in writing and signed.

Incident notification. If we become aware of a security incident that has resulted in unauthorized access to or disclosure of your Customer Content, we will notify you without undue delay and in any event within 72 hours of confirming the incident, provide the information reasonably available to us, and keep you informed as the investigation progresses. Notice will be sent to your Account email address and any security contact you have registered; you are responsible for keeping that contact current. Our notification is not an acknowledgment of fault.

Your obligations. You will notify us promptly at [email protected] of any suspected compromise of your Account, credentials, enrollment links, API tokens, or bound devices, and will cooperate reasonably in investigation and remediation.

11. Connections, Microchannels, and Encryption

11.1 Connections

Connections are private channels formed when a person and an organization, or two people, connect through a Touchpoint, invitation, or other supported path. An organization cannot contact a person through the Services until that person has connected.

11.2 Protection levels

All Connections are encrypted in transit. Beyond that, the level of protection applied to a channel varies by channel type, plan, configuration, and release status, and is displayed in the Applications for that channel. Where the Applications display a protection level for a channel, that display is authoritative for that channel.

Linxy Enhanced Encryption (“LEE”) is our umbrella term for these protections. Protection levels differ in who is technically capable of reading message content. In some configurations Linxy holds keys capable of decrypting content at rest — this is the case wherever an organization operates the channel and needs authorized console users to read it. In other configurations content is encrypted end-to-end between participating devices.

Do not assume that any channel is end-to-end encrypted, or that Linxy is unable to read its contents, unless the Applications display that protection level for that specific channel. We may add, change, or withdraw protection levels, and a level offered for one channel type may not be available for another. If a specific protection level matters to you, confirm it in writing with us before relying on it.

11.3 What encryption does not do

No encryption tier protects against: a compromised or lost device; a participant who copies, screenshots, forwards, or discloses content; malware on an endpoint; or content you choose to share outside the channel. Metadata — including the existence of a channel, its participants, and message timing — is processed by Linxy at every protection level in order to deliver messages.

11.4 Regulated use

If you intend to transmit protected health information, criminal justice information, or other regulated data, you may do so only under a signed Other Agreement (such as a Business Associate Agreement or security addendum) and only using a configuration we have expressly approved in writing for that purpose. Absent such an agreement, the Services are not authorized for regulated data.

11.5 Lawful process

We will respond to valid legal process as described in Section 19.5. We cannot produce content we are not technically capable of decrypting, but we may be required to produce account records, metadata, and other information we hold.

12. Payments and LinxyPay

12.1 Separate terms

Payment features, including wallets, funding, holds, transfers, merchant registration, settlement, refunds, and payouts (collectively, “LinxyPay”), are not made generally available under these Terms. Where offered, LinxyPay is governed by separate payment terms presented and accepted at the time of enrollment, which control over these Terms as to LinxyPay.

12.2 Third-party processors

Card and bank transactions are processed by third-party payment processors under their own terms. We do not store full payment card numbers. Your relationship with a processor is separate from your relationship with us.

12.3 No banking or money transmission services

Except as expressly provided in the LinxyPay terms, Linxy does not provide banking, deposit, money transmission, lending, currency exchange, or investment services, and no balance held in the Services is a deposit or is insured.

13. Plans, Fees, Billing, Auto-Renewal, and Cancellation

13.1 Plans and entitlements

The Services are offered on free and paid plans with different features, quotas, and limits, and presented to you at the time of purchase. We enforce plan entitlements and quotas technically; exceeding a quota may cause features to be limited or Touchpoints to stop resolving.

13.2 Fees

You agree to pay all fees for your plan and for any usage above your plan’s included amounts, plus applicable taxes. Fees are stated in U.S. dollars. You authorize us and our processors to charge your designated payment method for all amounts due.

13.3 Auto-renewal — please read

Unless you cancel before the end of the then-current term, your subscription will renew automatically for successive terms of the same length, and your payment method will be charged the then-current rate for the renewal term.

Monthly plans renew every month on the anniversary of your start date.

Annual plans renew every twelve months on the anniversary of your start date.

We will send a renewal reminder to your Account email before each renewal to the extent required by applicable law, and in any event at least 30 days before each annual renewal.

13.4 How to cancel

You may cancel at any time, effective at the end of your current term, from the billing section of your Account — the same place you subscribed, in no more steps than it took to subscribe. You may also cancel by emailing [email protected]. Cancellation stops future renewals. You retain access to paid features through the end of the term you have already paid for.

13.5 Refunds

Except where required by law or expressly stated in an Order Form, fees are non-refundable and there are no refunds or credits for partial periods, unused features, or downgrades. If we terminate your Account for convenience under Section 19.3, we will refund prepaid fees for the unused remainder of the term on a pro rata basis.

13.6 Price changes

We may change prices. Any change takes effect at your next renewal, and we will give you at least 30 days’ notice before it applies to you. If you do not accept the new price, you may cancel before it takes effect.

13.7 Late payment and suspension

If payment fails or is overdue, we may suspend or downgrade your Account after notice and a reasonable cure period. Overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum permitted by law, plus reasonable costs of collection.

13.8 Taxes

Fees exclude taxes. You are responsible for all sales, use, VAT, GST, and similar taxes, excluding taxes on our net income. If you are exempt, provide valid documentation.

13.9 Free plans

Free plans are provided as-is, may be modified or discontinued at any time, and carry no service commitment.

13.10 Purchases made through the Apple App Store or Google Play

If you purchase or subscribe through the Apple App Store or Google Play, that store, and not Linxy, processes your payment and manages your subscription. In that case:

Sections 13.2 through 13.7 do not apply to that purchase. Billing, renewal, price changes, cancellation, and refunds are governed by the terms of the store through which you purchased and by the payment method registered with that store.

To cancel, use that store’s subscription management settings — Settings on your Apple device, or the subscriptions screen in Google Play. Cancelling through Linxy will not stop billing by a store, and deleting the Application does not cancel a subscription.

Refund requests must be made to that store, under its refund policy. We are not able to refund a purchase we did not process.

Your subscription renews automatically under that store’s rules until you cancel through that store, at the renewal price that store shows you.

Section 13.1 (plans and entitlements), Section 13.8 (taxes), and all other provisions of these Terms continue to apply.

Where you purchase directly from Linxy rather than through a store, Sections 13.2 through 13.7 apply in full.

14. Business and Enterprise Customers

14.1 Your End Users

If you make the Services available to your End Users, you are responsible for their compliance with these Terms, for providing them with legally required notices and disclosures, and for obtaining any consent required for their use, for the processing of their data, and for the content you deliver to them.

14.2 Data protection

Where we process personal data on your behalf, our Data Processing Addendum applies and is available on request from [email protected]. Where you require a Business Associate Agreement or a security addendum, those must be executed in writing before the corresponding data is submitted to the Services.

14.3 Publicity

Neither party may use the other’s name, logo, or marks in publicity without prior written consent, except that we may identify you as a customer in a customer list, which you may opt out of by writing to [email protected].

14A. Events, Communities, Uploaded Media, and Print

This Section applies if you operate an event, community, shared album, print station, or any other feature through which individuals upload or receive media. In that role you are the Organizer.

14A.1 You are the operator

The Organizer, not Linxy, operates the event or community, sets its rules, admits and removes participants, and is the party responsible to participants. Linxy provides tooling; it does not host, sponsor, endorse, supervise, or staff your event or community.

14A.2 Consent for images, video, and audio

You are responsible for obtaining every consent, release, and permission required to collect, upload, display, share, print, and distribute images, video, and audio of identifiable individuals, including any consent required by law for likeness, voice, or the presence of an individual at your event. Where participants upload media of other people, you are responsible for the notice and rules you give those participants. You will post a visible notice at any physical location where scanning, photography, or capture occurs.

14A.3 Minors

If individuals under 18 may participate in, be photographed at, or upload to your event or community, you must: (a) obtain verifiable parental or guardian consent where required by law, including under the Children’s Online Privacy Protection Act for individuals under 13; (b) configure the feature so that media involving minors is not publicly accessible; (c) not enable open or unmoderated uploads; and (d) tell us in advance so that we can apply appropriate settings. You may not operate a K-12, youth-serving, or child-directed deployment without a separate written addendum with us.

14A.4 Moderation

You are responsible for moderating content submitted to your event or community, for acting on participant reports, and for removing unlawful or violating content promptly.

Linxy provides, and every participant may use, an in-app method to report objectionable content and to block another user. We review the reports we receive and, where content violates these Terms or Schedule A, we remove it and may suspend or terminate the responsible Account under Section 19.1. We also apply automated filtering to content submitted through the Services.

We do not, however, undertake a general obligation to pre-screen, monitor, or review every submission, and our right to remove content under Section 6.5 is a right rather than a duty. Nothing in this Section relieves you of your own moderation responsibility as Organizer.

Linxy has no tolerance for objectionable content or abusive users.

14A.5 Prohibited content and mandatory reporting

Content described in Schedule A, Section A.1(g) is prohibited absolutely. If we obtain actual knowledge of apparent child sexual abuse material, we will preserve the material as required, report it to the National Center for Missing & Exploited Children as required by 18 U.S.C. § 2258A, terminate the responsible Account, and cooperate with law enforcement. We may do so without prior notice to you or to the responsible user.

14A.6 Media access and links

Media stored through the Services may be served from content delivery infrastructure using unguessable URLs. An unguessable URL is not an access control. Anyone holding the URL may be able to retrieve the media. If your use case requires enforced access control, you must use a feature we designate as access-controlled, and you must confirm with us in writing that the feature is available and enabled for your deployment.

14A.7 Print output

Where the Services produce physical prints, you are responsible for the content printed, for the operation and physical security of any printer you connect, for the custody of printed output, and for the disposal of unclaimed prints. We do not review print content and are not responsible for prints produced, mis-delivered, retained, or collected by the wrong person.

14A.8 Retention

You are responsible for setting a retention period appropriate to your event and for deleting media when the purpose is complete. We may apply default retention limits by plan.

14A.9 Indemnity

Your indemnity in Section 23.1 extends to all claims arising out of your event or community, including claims by participants, by individuals depicted in uploaded media, and by parents or guardians of minors.

15. Third-Party Services and Content

The Services may link to or interoperate with third-party websites, applications, and services. We do not control them, do not endorse them, and are not responsible for their content, availability, security, or practices. Your use of a third-party service is governed by that third party’s terms and privacy policy. If you connect a third-party service to your Account, you authorize us to exchange data with it as needed to provide the integration.

You may encounter content from other users that you find objectionable. You assume that risk; report it under Schedule A.

16. Intellectual Property

16.1 Our rights

The Services, the Applications, the Sites, and all software, designs, text, graphics, interfaces, documentation, analytics methodologies, and other materials we provide (excluding Customer Content and third-party components) are owned by Linxy and its licensors and are protected by copyright, trademark, trade secret, patent, and other laws.

16.2 Our marks

“Linxy,” “LinxyPass,” “Linxy Mark,” “Linxy IQ,” “LinxyPay,” “Microchannels,” “LEE,” “SoundMark,” “Linxy Tags,” LinxyFrame®, associated logos, and the look and feel of the Services are trademarks, service marks, or trade dress of Linxy, whether registered or unregistered. You may not use them without our prior written permission, including as keywords in advertising, in metatags, or in hidden text.

16.3 Usage data

We may collect and use technical, performance, diagnostic, and usage data relating to the Services, and may create de-identified and aggregated data that does not identify you, any End User, or any individual. We own that de-identified and aggregated data and may use it to operate, secure, analyze, and improve the Services. We will not disclose it in a form that identifies you or any individual.

17. Privacy

Our collection and use of personal information is described in the Privacy Policy at https://linxy.app/privacy, which is incorporated by reference. By using the Services, you acknowledge that Customer Content and other data will be transmitted over networks and may be transferred, stored, and processed in the United States and in other countries where we or our subprocessors operate.

18. Copyright Policy

18.1 Notices of claimed infringement

We respond to notices of claimed copyright infringement under the Digital Millennium Copyright Act. Send notices to our designated agent:

Designated Agent: Copyright Agent
Linxy Media, LLC
1317 Edgewater Dr. #7025
Orlando, Florida 32804
Email: [email protected]

18.2 Contents of a notice

A notice must include: (a) a physical or electronic signature of the owner or an authorized agent; (b) identification of the copyrighted work claimed to be infringed; (c) identification of the allegedly infringing material and information reasonably sufficient to locate it; (d) your address, telephone number, and email address; (e) a statement that you have a good-faith belief the use is not authorized by the owner, its agent, or the law; and (f) a statement, under penalty of perjury, that the information is accurate and that you are authorized to act on behalf of the owner. Notices that do not substantially comply may not be effective.

18.3 Counter-notification

If your material was removed, you may submit a counter-notification to the same agent containing: (a) your signature; (b) identification of the removed material and its former location; (c) a statement under penalty of perjury that you have a good-faith belief the material was removed as a result of mistake or misidentification; (d) your name, address, and telephone number; and (e) a statement consenting to the jurisdiction of the United States District Court for the district in which your address is located, or, if outside the United States, the Middle District of Florida, and that you will accept service from the complaining party. We may restore the material in 10 to 14 business days unless the complaining party notifies us that it has filed an action seeking a court order.

18.4 Repeat infringers

We will terminate, in appropriate circumstances, the Accounts of users who are repeat infringers. We may also terminate Accounts for a single egregious infringement.

18.5 Misrepresentation

Knowingly materially misrepresenting that material is infringing, or that it was removed by mistake, may subject you to liability for damages under 17 U.S.C. § 512(f).

18.6 Other intellectual property

Claims of trademark, patent, publicity, or other non-copyright infringement may be sent to [email protected].

19. Enforcement, Suspension, and Termination

19.1 Suspension

We may suspend or limit your Account, any Touchpoint, or any Customer Content, in whole or in part, immediately and without prior notice, if we reasonably believe that: (a) doing so is necessary to protect the Services, us, or any person from imminent harm, security risk, or legal liability; (b) you have materially breached these Terms or Schedule A; (c) your use is causing degradation to the Services; (d) payment is overdue; or (e) suspension is required by law or legal process. Where practicable, we will notify you and give you an opportunity to cure.

19.2 Termination and account deletion by you

You may terminate at any time. If you subscribe directly from Linxy, cancel under Section 13.4. If you subscribed through an app store, cancel under Section 13.10. Section 13.5 governs refunds.

You may delete your Account and its associated data at any time. You can start deletion from within the Applications, under Settings, and you can also request deletion on the web at https://lnxy.me/help/article/closing-your-account, without installing or reinstalling anything.

Deletion means deletion. Deactivating, disabling, suspending, or freezing an Account is not deletion. When you delete your Account, we delete the personal data and Customer Content associated with it, subject only to subsection (d).

What we retain, and why. We retain a limited set of data after deletion where we have a legitimate need to do so: records required to comply with legal, tax, or accounting obligations; records necessary to detect and prevent fraud, abuse, and security incidents; records we must preserve for an actual or reasonably anticipated legal claim; and copies present in routine backups until those backups are overwritten in the ordinary course. We also retain aggregated and de-identified data that does not identify you. Retention periods are described in the Privacy Policy.

Effect on Touchpoints. Deleting your Account ends resolution of your Touchpoints as described in Section 8.3. If you have deployed Touchpoints on physical goods, read that Section before deleting.

Partial deletion. Where the Applications offer it, you may delete specific content, such as uploaded media or message history, without deleting your Account.

19.3 Termination by us

We may terminate these Terms and your Account: (a) for your material breach, if uncured 15 days after notice, or immediately if the breach is not capable of cure or involves unlawful conduct, fraud, security risk, or harm to others; (b) if you become insolvent or subject to bankruptcy proceedings; (c) for a free-plan Account that has been inactive for 12 months, after notice; or (d) for convenience on 60 days’ notice, in which case Section 13.5 applies.

19.4 Effect of termination

On termination: (a) your license to the Applications ends and you must cease use; (b) your right to access the Services ends; (c) Touchpoint resolution is governed by Section 8.3; and (d) we will make Customer Content available for export for 30 days, after which we may delete it. We are not obligated to retain Customer Content beyond that period. This export window applies to termination of the Services. It does not delay deletion when you request Account deletion under Section 19.2, which we action promptly and subject only to Section 19.2(d).

19.5 Investigations and legal process

We have no duty to monitor, but we may investigate suspected violations and may disclose information — including Customer Content where we hold it and are legally compelled — as necessary to comply with law, valid legal process, or a governmental request; to enforce these Terms; to detect, prevent, or address fraud, security, or technical issues; or to protect the rights, property, or safety of Linxy, our users, or the public. Where we are legally permitted to do so, we will make reasonable efforts to notify you before disclosing your Customer Content in response to legal process.

19.6 No liability for permitted action

We will not be liable to you or any third party for any suspension, termination, removal of Customer Content, or disclosure taken in accordance with this Section. This Section does not waive any claim you may have that we acted outside the scope of this Section, in bad faith, or in violation of law, and nothing in these Terms waives any right or remedy that cannot be waived under applicable law.

20. Changes

20.1 Changes to the Services

Section 4.2 governs changes to the Services.

20.2 Changes to these Terms

We may modify these Terms. If a modification is material, we will provide at least 30 days’ advance notice by email to your Account address and by in-product notice, and we will post the updated Terms with a new Effective Date. Non-material changes and changes required by law may take effect immediately upon posting.

20.3 Your choices

Modified Terms take effect on the stated Effective Date and apply to your continued use of the Services after that date. If you do not agree, you must stop using the Services and may terminate your Account before the Effective Date; if you are on a paid plan, you may terminate and receive a pro rata refund of prepaid fees for the unused remainder of your term. Modifications do not apply retroactively to a dispute of which we had notice before the Effective Date.

21. Disclaimers

THE SERVICES, THE APPLICATIONS, THE SITES, AND ALL RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LINXY AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS (COLLECTIVELY, THE “LINXY PARTIES”) DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

WITHOUT LIMITING THE FOREGOING, THE LINXY PARTIES DO NOT WARRANT THAT: THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; DEFECTS WILL BE CORRECTED; THE SERVICES OR ANY SERVER WILL BE FREE OF VIRUSES OR HARMFUL COMPONENTS; ANY TOUCHPOINT, LINXY MARK, OR SOUNDMARK WILL BE DETECTED OR RESOLVED IN ANY GIVEN CIRCUMSTANCE; ANY VERIFICATION, AUTHENTICATION, PRESENCE, OR LOCATION RESULT WILL BE ACCURATE OR COMPLETE; OR THAT THE SERVICES WILL DETECT OR PREVENT COUNTERFEITING, TAMPERING, DIVERSION, OR FRAUD.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE LINXY PARTIES CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

Some jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty lasts, so some of the above may not apply to you. In that case, such warranties are limited in duration to the minimum period permitted by law.

22. Limitation of Liability

22.1 Exclusion of certain damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE LINXY PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, DATA, OR CONTENT, OR FOR THE COST OF SUBSTITUTE SERVICES, OR FOR THE COST OF REPRINTING, RELABELING, RECALLING, OR REPLACING PHYSICAL GOODS, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE, OR ANY OTHER THEORY, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

22.2 Cap on liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE LINXY PARTIES’ TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNTS YOU ACTUALLY PAID TO LINXY FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

22.3 Exclusions from the limitations

Sections 22.1 and 22.2 do not apply to: (a) death or personal injury caused by our negligence; (b) our fraud or fraudulent misrepresentation; (c) our gross negligence or willful misconduct; (d) your payment obligations under Section 13; (e) either party’s indemnification obligations for third-party claims under Section 23, including the categories identified in Section 23.4; (f) your breach of Section 9.5, 9.6, or 9.7 (verification results and decisions), Section 14A.3 (minors), or Schedule A, Section A.5 (messaging consent); (g) either party’s breach of its confidentiality obligations; or (h) any liability that cannot be excluded or limited under applicable law.

22.4 Basis of the bargain

You acknowledge that the disclaimers and limitations in Sections 21 and 22 are an essential basis of the bargain and reflect the allocation of risk between the parties, and that we would not provide the Services on these commercial terms without them.

22.5 Jurisdictional limits

Some jurisdictions do not allow the exclusion or limitation of certain damages. In those jurisdictions, our liability is limited to the maximum extent permitted by law.

23. Indemnification

23.1 Your indemnity

You will defend, indemnify, and hold harmless the Linxy Parties from and against any third-party claim, demand, suit, or proceeding, and all resulting damages, losses, liabilities, settlements, costs, and reasonable attorneys’ fees, arising out of or relating to: (a) your Customer Content, including any claim that it infringes or misappropriates a third party’s rights; (b) your use of the Services in violation of these Terms, Schedule A, or applicable law; (c) your Touchpoints, Marked Media, Marked Products, and the destinations to which they resolve; (d) your representations to End Users or the public regarding verification, authentication, or the Services; (e) your use of LinxyPass as a control for your own systems; (f) any decision you make affecting an individual to which a verification, authentication, presence, or location result contributed, including any warranty, claim, refund, account, safety, or injury-related decision; (g) any communication you send or cause to be sent through the Services, including any claim under the Telephone Consumer Protection Act or any other telemarketing, messaging-consent, email, or telecommunications law; (h) your operation of any event, community, shared album, or print station, including claims by participants, by individuals depicted in uploaded media, and by parents or guardians of minors; (i) any claim brought by an individual who is not a party to these Terms arising from your use of the Services; or (j) your violation of any law or of the rights of any third party.

23.2 Our indemnity

We will defend, indemnify, and hold you harmless from any third-party claim alleging that the Services, as provided by us and used in accordance with these Terms, infringe a United States patent, copyright, or trademark, and will pay resulting damages and costs finally awarded or agreed in settlement. This obligation does not apply to claims arising from Customer Content, from combination of the Services with anything not supplied by us, from modification of the Services, from use after we notify you to stop, or from use in violation of these Terms. If the Services become, or we believe may become, subject to such a claim, we may procure the right to continue, modify the Services, or terminate the affected Services with a pro rata refund. This Section states our entire liability and your exclusive remedy for third-party intellectual property claims.

23.3 Procedure

The indemnified party must: (a) promptly notify the indemnifying party in writing of the claim (delay excuses the indemnifying party only to the extent it is prejudiced); (b) give the indemnifying party sole control of the defense; and (c) provide reasonable cooperation at the indemnifying party’s expense. The indemnifying party may not settle a claim in a way that imposes a non-monetary obligation, an admission of fault, or unindemnified liability on the indemnified party without that party’s prior written consent, which may not be unreasonably withheld. The indemnified party may participate with its own counsel at its own expense.

23.4 Indemnities are not subject to the liability cap

For the avoidance of doubt, and consistent with Section 22.3(e), neither party’s indemnification obligations under this Section 23 are subject to the limitation of liability in Section 22.2. This applies in both directions and applies without limitation to the categories in Sections 23.1(f) through 23.1(i), each of which carries statutory or per-occurrence damages that a monetary cap would not meaningfully address.

23.5 Insurance

If we reasonably request, and in any event before you deploy the Services in a use case involving injury reporting, product-safety decisions, regulated data, or participation by minors, you will maintain commercially reasonable general liability, professional liability, and cyber liability insurance appropriate to that use, and will provide certificates of insurance on request.

24. Export Control, Sanctions, and Government Use

24.1 Compliance

The Services and Applications may be subject to United States export control and sanctions laws, including the Export Administration Regulations and regulations administered by the Office of Foreign Assets Control. You represent that you are not located in, organized under the laws of, or ordinarily resident in an embargoed or comprehensively sanctioned country or region; that you are not a person listed on any United States restricted-party list; and that you will not export, re-export, or make the Services available in violation of those laws.

24.2 Government end users

The Applications are “commercial computer software” and “commercial computer software documentation” as defined in FAR 12.212 and DFARS 227.7202. United States Government end users acquire only the rights set out in these Terms, consistent with FAR 12.211 and 12.212.

25. Governing Law, Dispute Resolution, and Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU AND LINXY TO ATTEMPT INFORMAL RESOLUTION BEFORE ANY FORMAL PROCEEDING, AND THEN TO RESOLVE MOST DISPUTES BY INDIVIDUAL BINDING ARBITRATION RATHER THAN IN COURT OR BEFORE A JURY. IT LIMITS CLASS, COLLECTIVE, AND REPRESENTATIVE PROCEEDINGS. YOU MAY OPT OUT OF ARBITRATION WITHIN 30 DAYS UNDER SECTION 25.10.

25.1 Governing law

These Terms and any Dispute are governed by the laws of the State of Florida, without regard to its conflict-of-laws rules and without regard to your place of residence or organization. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Notwithstanding the foregoing, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., governs the interpretation and enforcement of Sections 25.3 through 25.9, including all questions of whether a Dispute is subject to arbitration.

25.2 Definition of “Dispute”

“Dispute” means any claim, controversy, or proceeding between you and Linxy arising out of or relating in any way to these Terms, the Services, the Applications, the Sites, any Touchpoint, your Account, marketing or advertising for the Services, or the relationship between you and Linxy, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether arising before, during, or after termination of these Terms. “Dispute” does not include the Excluded Claims defined in Section 25.9.

25.3 Step One — Mandatory informal resolution (condition precedent)

Before commencing any arbitration or any court proceeding, the initiating party must first complete the informal resolution process in this Section. Completion of this process is an express condition precedent to commencing arbitration or filing suit.

Notice of Dispute. The initiating party must send a written, individually signed Notice of Dispute. If you are initiating, send it to Linxy Media, LLC, Attn: Legal, at the address in Section 26.8, with a copy to [email protected]. If Linxy is initiating, we will send it to your Account email address. A Notice of Dispute must state: (i) the name, mailing address, email address, and Account identifier of the party bringing the claim; (ii) the name of counsel, if any; (iii) a description of the specific facts and legal basis of the claim; (iv) the specific relief sought and, if monetary, the amount and how it was calculated; and (v) the personal signature of the individual bringing the claim (and of Linxy’s authorized representative, if Linxy is initiating). A notice submitted on behalf of multiple claimants, or a mass or form notice that does not contain claimant-specific facts, does not satisfy this Section.

Sixty-day period. The parties will negotiate in good faith for sixty (60) days after the Notice of Dispute is received. Either party may request a telephone or videoconference settlement conference, and the other party will participate; if a party is represented by counsel, counsel may participate, but the individual party must also personally participate.

Effect. Neither party may commence arbitration or file suit until the sixty-day period has expired, unless the other party has refused in writing to participate. A party that commences a proceeding without complying with this Section has failed to satisfy a condition precedent, and the other party may seek an order from the arbitrator or a court staying or dismissing that proceeding and, in the arbitrator’s or court’s discretion, recovering the fees and costs incurred in enforcing this Section. Either party may raise non-compliance at any time.

Tolling. All applicable statutes of limitation and any contractual limitations period, including the period in Section 25.12, are tolled from the date a compliant Notice of Dispute is received until the later of the expiration of the sixty-day period or the conclusion of any settlement conference.

Confidentiality. Communications made solely for purposes of this Section are settlement communications and are inadmissible for any other purpose.

25.4 Step Two — Binding individual arbitration

If a Dispute is not resolved through Section 25.3, it will be resolved exclusively by final and binding individual arbitration, and not in a court of law, except for the Excluded Claims in Section 25.9 and except as provided in Sections 25.7 and 25.8.

25.5 Arbitration rules, forum, and procedure

Administrator and rules. The arbitration will be administered by the American Arbitration Association (“AAA”) under its rules in effect when the demand is filed: the Consumer Arbitration Rules where you are an individual using the Services primarily for personal, family, or household purposes, and the Commercial Arbitration Rules in all other cases. The AAA’s rules are available at adr.org. If the AAA is unavailable or unwilling to administer the arbitration consistently with this Section, the parties will agree on an alternative administrator, or, failing agreement, a court of competent jurisdiction under Section 25.11 will appoint one.

Arbitrator. One arbitrator will be selected under the applicable AAA rules.

Seat and hearing location. The seat of the arbitration is Orlando, Orange County, Florida. Any in-person hearing will be held in Orange County, Florida, except that where you are an individual consumer, you may elect to have any hearing held in the county of your residence, by telephone, or by videoconference, and disputes seeking less than US$25,000 will be resolved on the documents unless the arbitrator determines a hearing is necessary.

Authority of the arbitrator. The arbitrator has exclusive authority to resolve all Disputes, including any question of the formation, existence, scope, applicability, interpretation, enforceability, or waiver of this Section 25, except that a court, and not the arbitrator, will decide (i) any challenge to the enforceability of the class and representative waiver in Section 25.6 and (ii) whether a claim is an Excluded Claim under Section 25.9. The arbitrator is bound by these Terms, may award only the individual relief available under applicable law and these Terms, including the limitations in Sections 21 through 23, and may not award relief to or against any person who is not a party to the arbitration.

Award. The arbitrator will issue a written, reasoned award. The award is final and binding, and judgment on it may be entered in any court of competent jurisdiction, including the courts identified in Section 25.11.

Confidentiality. The arbitration and all filings, evidence, and the award are confidential, except as necessary to obtain judicial enforcement, to comply with law, or to pursue a legal right. Nothing in this Section prohibits either party from disclosing the existence of a Dispute or from communicating with a government agency.

25.6 Class, collective, and representative waiver

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF, CLAIMANT, OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR OTHER REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF MORE THAN ONE PERSON AND MAY NOT PRESIDE OVER ANY FORM OF CLASS OR REPRESENTATIVE PROCEEDING. Coordinated proceedings under Section 25.7 are not a consolidation for purposes of this Section.

Blowout provision. If this Section 25.6 is found unenforceable as to a particular claim or request for relief, then that claim or request for relief, and only that claim or request for relief, is severed from the arbitration and must be brought in the courts identified in Section 25.11, and the remaining claims will proceed in arbitration. If Section 25.6 is found unenforceable in its entirety, then Sections 25.4 through 25.8 are void in their entirety and all Disputes will be resolved in the courts identified in Section 25.11. Sections 25.1, 25.3, 25.11, 25.12, and 25.13 survive in all cases.

25.7 Coordinated proceedings (mass filings)

If twenty-five (25) or more demands for arbitration raising substantially similar claims are filed against Linxy by or with the assistance of the same law firm or coordinated group of counsel within a ninety (90) day period, the following applies, notwithstanding any contrary AAA rule:

The demands will be administered in sequential batches of no more than fifty (50), with a single arbitrator appointed for each batch and a single set of administrative fees per batch.

The parties will each select an equal number of demands for the first two batches, and the remaining demands will be batched in the order filed.

All applicable limitations periods, including the period in Section 25.12, are tolled for all demands in the group from the date the first demand is filed until that demand’s batch is resolved or the group is otherwise released from this Section.

After the first two batches are resolved, either party may request a global mediation, and both parties will participate in good faith.

A party may not commence a court proceeding on a claim subject to this Section solely because its batch has not yet been reached.

If a court or arbitrator determines this Section 25.7 is unenforceable as applied to a group of demands, those demands may be brought in the courts identified in Section 25.11, and all limitations periods remain tolled as provided in subsection (c).

25.8 Arbitration costs

Consumers. Where you are an individual using the Services primarily for personal, family, or household purposes, Linxy will pay all AAA filing, administrative, and arbitrator fees in excess of the amount you would have paid to file the same claim in the state court of Orange County, Florida, unless the arbitrator determines your claim was frivolous or brought for an improper purpose under the standard of Federal Rule of Civil Procedure 11(b). If you demonstrate that the costs of arbitration are prohibitive compared to litigation, Linxy will pay as much of your filing and hearing fees as the arbitrator determines is necessary to prevent the arbitration from being cost-prohibitive.

Business customers. In all other cases, fees are allocated under the applicable AAA rules.

Attorneys’ fees. Each party bears its own attorneys’ fees except where a statute or these Terms provide otherwise, or where the arbitrator awards them under Section 25.3(c) or for a frivolous claim.

25.9 Excluded Claims

The following are Excluded Claims and may be brought in court without regard to Sections 25.4 through 25.8, but remain subject to Sections 25.1, 25.3, 25.11, 25.12, and 25.13:

an individual action in the small claims court of Orange County, Florida, or, for a consumer, in the small claims court of the county of your residence, so long as it remains an individual small claims action;

an action seeking temporary, preliminary, or permanent injunctive or other equitable relief to prevent actual or threatened infringement, misappropriation, or violation of a party’s intellectual property rights, confidential information, or trade secrets, or to prevent unauthorized access to or misuse of the Services;

an action to compel arbitration, to enforce this Section 25, or to confirm, modify, or vacate an arbitral award; and

any claim that applicable law provides may not be subject to a pre-dispute arbitration agreement, including as to servicemembers where the Military Lending Act applies, and any other claim to the extent a pre-dispute arbitration agreement is unenforceable as to it.

Filing an Excluded Claim does not waive either party’s right to compel arbitration of any other Dispute.

25.10 Your right to opt out of arbitration

You may opt out of Sections 25.4 through 25.8 by sending written notice within thirty (30) days after you first accept these Terms (or, for existing users, within thirty (30) days after the Effective Date of the version first containing this Section). The notice must include your name, Account identifier, and a clear statement that you are opting out of the arbitration agreement, and must be sent to [email protected] with the subject line “Arbitration Opt-Out,” or by mail to Linxy Media, LLC, Attn: Legal — Arbitration Opt-Out, at the address in Section 26.8.

Opting out affects only Sections 25.4 through 25.8. All other provisions of these Terms, including Sections 25.1, 25.3, 25.6, 25.11, 25.12, and 25.13, continue to apply, and Disputes will be resolved in the courts identified in Section 25.11. Opting out will not adversely affect your Account or your use of the Services. If you have validly opted out of a prior version of these Terms, your opt-out remains effective and you need not opt out again.

25.11 Exclusive judicial venue

For any Excluded Claim, for any Dispute for which arbitration is held unenforceable, for any proceeding to compel arbitration or to confirm, modify, or vacate an award, and for any matter otherwise properly before a court, the exclusive venue is the state courts of the State of Florida located in Orange County, Florida, or the United States District Court for the Middle District of Florida, Orlando Division. Each party irrevocably and unconditionally: (a) consents to the exclusive personal jurisdiction of those courts; (b) waives any objection to venue in those courts; and (c) waives any defense of forum non conveniens.

25.12 Limitations period

To the extent permitted by law, any Dispute must be commenced — by a compliant Notice of Dispute under Section 25.3 — within one (1) year after the claim accrued, or it is permanently barred. This Section does not apply where a shorter limitations period is prohibited by applicable law, in which case the shortest permitted period applies. Tolling under Sections 25.3(d) and 25.7(c) applies.

25.13 Jury trial waiver

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN ANY PROCEEDING PROPERLY BROUGHT IN COURT UNDER THIS SECTION 25, EACH PARTY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT TO A TRIAL BY JURY. This waiver applies whether or not the arbitration provisions of this Section are enforceable.

25.14 Changes to this Section

If we materially change this Section 25 after you accept these Terms, the change does not apply to any Dispute of which we had written notice before the change took effect, and you may reject the change as to future Disputes by giving notice under Section 25.10 within thirty (30) days after the change takes effect.

25.15 Survival

This Section 25 survives termination of these Terms and closure of your Account.

26. General Provisions

26.1 Entire agreement

These Terms, together with the Schedules, the Privacy Policy, any Order Form, and any signed Other Agreement, constitute the entire agreement between the parties regarding the Services and supersede all prior or contemporaneous communications, proposals, and representations, subject to the order of precedence in Section 1.4.

26.2 Severability

If any provision is held invalid, illegal, or unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, severed, and the remaining provisions will continue in full force and effect.

26.3 No waiver

No failure or delay in exercising a right is a waiver of it. A waiver is effective only if in writing and signed by the waiving party.

26.4 Assignment

You may not assign or transfer these Terms or any rights under them, by operation of law or otherwise, without our prior written consent; any attempted assignment without consent is void. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, on notice to you. These Terms bind and benefit the parties’ permitted successors and assigns.

26.5 Independent contractors

The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, franchise, or employment relationship.

26.6 No third-party beneficiaries

There are no third-party beneficiaries to these Terms, except: (a) the Linxy Parties, who may enforce Sections 21, 22, 23, and 25; and (b) Apple Inc., as set out in Schedule B.

26.7 Force majeure

Neither party is liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disaster, war, terrorism, civil unrest, labor action, governmental action, epidemic, failure of the public internet, utility or telecommunications failure, or third-party service outage.

26.8 Notices

We may give notice to you by email to your Account address, by in-product notice, or by posting on the Sites. Notice is effective when sent or posted. You must send legal notices to:

Linxy Media, LLC
Attn: Legal
1317 Edgewater Dr. #7025
Orlando, Florida 32804
with a copy to [email protected]

Notice to us is effective on receipt. You must keep your Account email address current.

26.9 Electronic communications and signatures

You consent to receive communications from us electronically, and you agree that electronic communications, agreements, notices, disclosures, and records satisfy any legal requirement that they be in writing. You consent to the use of electronic signatures and records.

26.10 Interpretation

Headings are for convenience only. “Including” means “including without limitation.” References to a Section include its subsections. These Terms will not be construed against the drafter.

26.11 Survival

The following survive termination: Sections 2, 5.2, 5.6, 6.1, 6.3, 6.6, 8.3, 9, 13 (as to amounts accrued), 16, 17, 18.5, 19.4, 19.5, 19.6, 21, 22, 23, 24, 25, and 26.

26.12 Language

These Terms are made in the English language. Any translation is provided for convenience; the English version controls.

27. Contact

Linxy Media, LLC
1317 Edgewater Dr. #7025
Orlando, Florida 32804

General, support, and billing: [email protected]

Legal, abuse, security, and directory listings: [email protected]

Copyright: [email protected]

© 2026 Linxy Media, LLC. All rights reserved.

SCHEDULE A — ACCEPTABLE USE POLICY

This Acceptable Use Policy (“AUP”) applies to all users of the Services and forms part of the Terms of Service. Capitalized terms have the meanings given in the Terms.

A.1 General prohibitions

You may not use the Services to, or to enable any third party to:

violate any law or regulation, or infringe or misappropriate any intellectual property, privacy, publicity, or other right;

distribute, host, or link to malware, ransomware, spyware, cryptominers, or any malicious code;

conduct phishing, credential harvesting, social engineering, or any scheme to deceive a person into disclosing information or transferring value;

send unsolicited bulk or commercial messages, or messages that violate anti-spam laws;

impersonate any person or organization, or misrepresent your affiliation with any person or organization;

harass, threaten, defame, stalk, or incite violence against any person;

publish or transmit child sexual abuse material, non-consensual intimate imagery, or content that sexualizes minors;

publish or transmit another person’s personal or identifying information without authorization;

probe, scan, or test the vulnerability of the Services or breach any security or authentication measure, except under a written authorization or a published vulnerability disclosure program;

interfere with or disrupt the Services or any network or infrastructure, including through denial-of-service attacks, excessive load, or evasion of rate limits;

use any robot, spider, scraper, or automated process to access, monitor, or copy the Services or other users’ content, except through documented APIs within published limits;

resell, white-label, or provide the Services to third parties as a service bureau, except under a written reseller or partner agreement with us;

use the Services to operate a general-purpose web host, file-sharing, streaming, or content delivery service unrelated to Touchpoints; or

circumvent any plan entitlement, quota, geofence, or access control, or create multiple Accounts to do so.

A.2 Touchpoint and Dynamic Link prohibitions

Because Dynamic Links can be redirected after deployment, the following are specifically prohibited:

creating a Touchpoint or Dynamic Link that resolves to malware, phishing, fraud, or unlawful content;

changing a Dynamic Link’s destination after distribution in a manner intended to deceive the people who will use it, including “bait-and-switch” redirection from a legitimate destination to a harmful or materially different one;

using Dynamic Links to obscure the destination in order to evade a spam filter, security scanner, platform policy, or content moderation system;

using Touchpoints to place unauthorized codes or tags on property you do not own or have permission to modify; or

chaining, cloaking, or nesting redirects to disguise the ultimate destination.

A.3 Linxy Mark, verification, and authentication prohibitions

You may not:

apply a Linxy Mark, SoundMark, NFC tag, or other Trigger to any product, packaging, label, or media in a way that falsely indicates the origin, authenticity, certification, safety, or approval of that item;

apply any Trigger to counterfeit, stolen, adulterated, misbranded, recalled, or unlawfully diverted goods;

embed a Linxy Mark into media you do not own or have permission to modify;

represent that Linxy has verified, endorsed, certified, tested, or guaranteed any organization, product, or transaction beyond what Section 9 of the Terms states;

claim or attempt to claim an organization identity, brand, or listing you are not authorized to represent, or register a name for the purpose of squatting, resale, or diversion of traffic; or

attempt to detect, extract, reverse engineer, replicate, forge, remove, or defeat a Linxy Mark or SoundMark, or the systems that read them.

A.4 Identity and messaging prohibitions

You may not:

use LinxyPass, enrollment links, or device binding to obtain unauthorized access to any system or account;

share, publish, sell, or transfer enrollment links or credentials;

use Connections or Microchannels to contact a person who has not connected with you, or after that person has disconnected, blocked, or withdrawn consent;

misrepresent the encryption tier, privacy properties, or read-boundary of any channel to a participant; or

transmit regulated data — including protected health information or criminal justice information — without the written agreement and configuration required by Section 11.4 of the Terms.

A.5 Messaging, calling, location, and consent

This Section applies to any use of the Services to send a message, notification, call, or presence-triggered communication to an individual, including SMS, push notification, email, in-app message, and voice.

Consent is your obligation. You represent and warrant that, for every recipient, you have obtained and will retain the consent required by applicable law — including, where applicable, prior express written consent under the Telephone Consumer Protection Act and its implementing rules — and that you have honored every opt-out, revocation, and do-not-contact request.

Records. You will maintain records of consent sufficient to demonstrate compliance, retain them for at least five (5) years after the last communication to that recipient, and produce them to us within 10 business days of request. Failure to produce consent records on request is itself a violation of this AUP and grounds for suspension under Section 19.1 of the Terms.

Opt-out. You will honor opt-out requests promptly and in any event within the period required by law, across every channel on which you contact that recipient.

Presence and location. You may not send a communication triggered by an individual’s presence, arrival, or location unless that individual has been told in advance, in plain language, that presence will trigger communications, and has agreed. You may not use geofencing to infer or act on an individual’s presence at a location that would reveal health status, religious practice, immigration status, union membership, or participation in a protected activity. You may not use location data for any purpose other than the one disclosed.

Identity of the sender. Every communication must clearly identify you as the sender. You may not send a communication that appears to originate from Linxy or from a third party.

Prohibited categories. You may not use the Services to send communications regarding unlawful goods or services, or in any category for which you lack any license or registration the law requires.

Indemnity. Claims arising under this Section are subject to the uncapped indemnity in Section 23.4 of the Terms.

A.6 Reporting

Report objectionable content, and block other users, using the reporting and blocking controls in the Applications. You may also report violations, abusive Touchpoints, harmful Dynamic Links, impersonation, or security issues to [email protected] (marking security vulnerabilities as such). Include the Touchpoint, link, or Account identifier and a description of the issue. We review reports and act at our discretion; we are not obligated to report the outcome to you.

A.7 Enforcement

Violations may result in any of: removal or disabling of Customer Content; disabling or redirection of Touchpoints and Dynamic Links; rate limiting; suspension or termination of the Account under Section 19; referral to law enforcement; and pursuit of any remedy available at law or in equity. We may act immediately and without prior notice where the violation presents an ongoing risk of harm.

SCHEDULE B — APPLE APP STORE ADDITIONAL TERMS

These terms apply if you obtained an Application from the Apple App Store. In the event of a conflict with the body of the Terms, these terms control solely with respect to that Application.

B.1 Acknowledgement. These Terms are between you and Linxy only, not with Apple Inc. (“Apple”). Linxy, not Apple, is solely responsible for the Application and its content.

B.2 Scope of license. The license granted in Section 5 is limited to a non-transferable license to use the Application on any Apple-branded product that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that the Application may be accessed by other accounts associated with you via Family Sharing or volume purchasing.

B.3 Maintenance and support. Linxy is solely responsible for providing maintenance and support for the Application. Apple has no obligation whatsoever to furnish any maintenance or support services with respect to the Application.

B.4 Warranty. In the event of any failure of the Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the Application to you. To the maximum extent permitted by law, Apple will have no other warranty obligation whatsoever with respect to the Application. Any other claims, losses, liabilities, damages, costs, or expenses attributable to a failure to conform to any warranty are the sole responsibility of Linxy.

B.5 Product claims. Linxy, not Apple, is responsible for addressing any claims relating to the Application or your possession or use of it, including product liability claims, any claim that the Application fails to conform to a legal or regulatory requirement, and claims arising under consumer protection, privacy, or similar legislation, including in connection with the Application’s use of HealthKit or HomeKit frameworks if applicable.

B.6 Intellectual property claims. In the event of any third-party claim that the Application or your possession and use of it infringes that third party’s intellectual property rights, Linxy, not Apple, is solely responsible for the investigation, defense, settlement, and discharge of that claim.

B.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.

B.8 Developer contact. Questions, complaints, and claims regarding the Application should be directed to Linxy Media, LLC at [email protected] or at the address in Section 27.

B.9 Third-party terms. You must comply with applicable third-party terms of agreement when using the Application.

B.10 Third-party beneficiary.Apple and its subsidiaries are third-party beneficiaries of these Terms as they apply to your license of the Application, and upon your acceptance, 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.

SCHEDULE C — GOOGLE PLAY ADDITIONAL TERMS

These terms apply if you obtained an Application from Google Play.

C.1 These Terms are between you and Linxy only, not with Google LLC or its affiliates (“Google”). Linxy is solely responsible for the Application.

C.2 Google has no obligation to provide maintenance or support for the Application and no liability arising from it.

C.3 Your use of Google Play is governed by the Google Play Terms of Service, which apply in addition to these Terms.

C.4 To the extent these Terms conflict with any non-waivable provision of the Google Play Developer Distribution Agreement or Google Play Terms of Service applicable to end users, that provision controls as to your acquisition of the Application through Google Play.

SCHEDULE D — MARKETPLACE LISTING POLICY

This Schedule governs how Linxy operates its brand directory and marketplace. Unlike the other Schedules, it states obligations Linxy undertakes as well as rules that bind users.

D.1 Purpose and application

This Schedule applies where and to the extent Linxy offers a public directory or marketplace. Where offered, the Services include a directory in which organizations may be listed so that individuals can find and connect with them. The directory may include organizations that do not have a Linxy Account, so that individuals can find an organization and, where it is not yet on the platform, express interest in it.

D.2 Listing does not indicate any relationship

A listing does not mean that the organization uses Linxy, has any relationship with Linxy, has endorsed or sponsored Linxy, or has consented to be listed. Every listing for an organization without an Account will be conspicuously and persistently marked to that effect. Linxy will not present an unclaimed listing in a manner that suggests affiliation, sponsorship, endorsement, or availability of the organization on the platform.

D.3 What an unclaimed listing may contain

An unclaimed listing may contain only: the organization’s name, a general category, a general locality, and publicly available contact information. It will not display the organization’s logo, trade dress, marketing imagery, copyrighted material, ratings, reviews, or commentary, and it will not accept or display user-generated content about the organization.

D.4 Removal and opt-out

Any organization may have its unclaimed listing removed, on request, without providing a reason and without charge. Requests may be sent to [email protected] and will be actioned within 10 business days. On removal, we will suppress the listing from search and browse, remove any pending demand indications, and not relist the organization unless it later asks to be listed or claims a listing itself. An organization may also request correction of a listing on the same terms.

D.5 Claiming a listing and verified status

A listing may be claimed only by a person authorized to act for the organization.

A verified indicator will be applied only where the claim has been confirmed through a documented verification method, and the method used will be recorded. Where verification is performed manually, it will be performed by a person other than the person who submitted the claim, and the basis will be recorded.

A verified indicator means what Section 9.1(a) of the Terms says it means: that we applied our then-current process to confirm the Account is claimed by and bound to the organization it names. It is not an endorsement or a guarantee of the organization’s conduct.

A person submitting a claim represents that they are authorized to do so. A false claim is a material breach, and we may terminate the Account, remove the listing, reverse any connections formed through it, notify affected individuals, and refer the matter to law enforcement.

Where two parties claim the same listing, we will suspend the listing and any verified indicator until the conflict is resolved.

D.6 Disputes over a listing

An organization that believes a listing infringes its trademark, misidentifies it, or is held by an unauthorized party may notify [email protected] or [email protected]. We will suspend a disputed listing and any associated verified indicator pending review where the notice states a colorable basis. Nothing in this Schedule limits any other remedy available to that organization.

D.7 Demand indications and invitations

Individuals may express interest in an organization that is not on the platform. Demand indications are aggregate and anonymous; the identity of the individuals is never disclosed to the organization or to any third party. Any invitation we send to a non-listed organization will identify Linxy as the sender, state that it is a commercial invitation, explain how the organization came to be contacted, and provide a one-step method to decline and to be removed.

D.8 Ranking

Directory ranking is based on relevance, proximity, and declared need. Linxy does not sell placement or rank. Where any listing is promoted or paid, it will be labeled as such.

D.9 Individuals remain private

The directory is asymmetric. Organizations are listed; individuals are not, and are not exposed to an organization until the individual chooses to connect. No individual is listed, indexed, ranked, or made searchable by an organization through the directory.

D.10 User obligations

Users must comply with Schedule A, Section A.3, including the prohibitions on claiming a listing without authorization and on name-squatting.

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Effective Date: September 3, 2026 | Version: 2.4 | Last Updated: September 3, 2026 | These Terms replace all prior Linxy Media terms of service and end user license agreements in their entirety.