Terms of Use

Effective 2026-08-09 · Version 1.1

These Terms of Use ("Terms") form a binding agreement between you ("you" or "User") and Vista del Lago Software LLC, a Delaware limited liability company ("we," "us," "our," or the "Company"), the operator of Lonzo. Lonzo (the "Service") is an artificial-intelligence assistant that, once you connect your Google account, reads and takes actions on your behalf across Gmail, Google Calendar, Google Contacts, and Google Tasks — including, subject to the human-approval boundary described in Section 5, drafting and sending email as you through your connected Google (Gmail) account, organizing your mailbox, and creating, changing, or cancelling calendar events.

PLEASE READ THESE TERMS CAREFULLY. They govern how you may use the Service, allocate responsibility for actions the Service takes on your behalf, disclaim warranties, limit our liability, and — for users not exempted under Section 18 — require that most disputes be resolved by binding individual arbitration and waive your right to a jury trial and to participate in a class action. Section 18 explains how to opt out of arbitration within 30 days.

By creating an account, connecting your Google account, or otherwise accessing or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

The following documents are incorporated into these Terms by reference and apply to your use of the Service:

  • the Acceptable Use & Anti-Spam Policy (the "AUP");
  • the Early-Access Terms, which apply to any feature we designate inside the Service as Early Access or Preview (see Section 3);
  • the Copyright & DMCA Policy;
  • the Privacy Policy and the Google API Limited Use disclosure;
  • the separate Subscription & Billing Terms (the "Billing Terms"), which govern fees, trials, renewals, and refunds for the subscription plans; and
  • where you access the Service as, or on behalf of, a business or team customer, the Data Processing Addendum (the "DPA"), which governs data we process as your processor.

These Terms are a consumer, self-serve agreement for a subscription product: two paid plans (Lonzo Agenda and Lonzo Assistant) preceded by a time-limited trial. There is no free plan. Enterprise and team offerings are not sold under these Terms and, if offered in future, would be governed by a separate written agreement.

1. Acceptance & Eligibility

1.1 Acceptance. You accept these Terms when you first create an account, connect a Google account, or otherwise access or use the Service. If you use the Service on behalf of another person or an organization, you represent that you are authorized to bind them, and "you" includes that person or organization.

1.2 Capacity. You represent that you have the legal capacity to enter into a binding contract and that you are not barred from using the Service under the laws of any applicable jurisdiction (including sanctions, embargo, or denied-party laws).

1.3 Minimum age. You must be at least 16 years old to use the Service. By using the Service you represent that you are 16 or older.

1.4 Availability. The Service is offered to the general public as an Android application distributed through Google Play, together with a browser application at lonzo.ai for accounts that already hold an active trial or Subscription. Availability may vary by region.

2. Account, Identity & Security

2.1 Account and identity model. The Service uses a cryptographic identity model rather than a conventional stored password. When you register, a cryptographic key pair is generated and the private key is held on your device (in your browser's local storage), and your identity on the Service is established through that key pair and a delegated certificate issued to your device. Any password you set is never stored by us in recoverable form; we retain only a one-way hash of it (computed with Argon2id) for verification.

2.2 Your responsibility for your device and keys. Because your identity is bound to the key pair held on your device, you are responsible for the security of any device that holds your keys or on which you remain signed in. You are responsible for all activity that occurs under your identity. You agree not to share your device, keys, or access with any other person.

2.3 Loss of keys or device. If you lose the device or storage holding your keys, or clear the browser storage in which they are held, you may permanently lose access to your account and to data stored under it, subject to any account-recovery process we make available. We are not responsible for any loss arising from your failure to secure your device or keys or from your loss of them.

2.4 Notice of compromise. You agree to notify us promptly at security@lonzo.ai if you suspect any unauthorized access to or use of your account or identity.

2.5 Accuracy of information. You agree to provide accurate information when you register and to keep it current.

3. Early-Access Features; Order of Precedence

3.1 Generally available Service. The Service is generally available, and these Terms — together with the Billing Terms for the subscription plans — govern your use of it.

3.2 Early-Access features. We may from time to time make individual features available on an early-access or preview basis. Those features are labeled as such inside the Service, are optional, and are governed additionally by the Early-Access Terms, which describe their as-is, no-SLA, and change-or-withdrawal risks. To the extent the Early-Access Terms conflict with these Terms, they control only as to a feature so labeled; in every other respect these Terms apply. Where no feature is labeled early access, the Early-Access Terms do not apply to you.

4. License to Use the Service

4.1 Grant. Subject to your compliance with these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Service for your own personal or internal use.

4.2 Restrictions. You may not, and may not permit anyone else to: (a) reverse engineer, decompile, or attempt to derive the source code, architecture, models, or underlying components of the Service, except to the extent this restriction is prohibited by applicable law; (b) copy, modify, distribute, sell, resell, lease, or sublicense the Service or access to it; (c) use the Service to build or train a competing product or service; (d) scrape, harvest, or bulk-extract data from the Service, or create accounts by automated means; (e) circumvent, disable, or interfere with security, rate-limiting, or access controls; or (f) use the Service in any way prohibited by the AUP.

4.3 Acceptable use. Your use of the Service is subject to the Acceptable Use & Anti-Spam Policy, which is incorporated into these Terms. The AUP includes important restrictions on how the send-on-behalf feature may be used, and anti-spam obligations.

5. Authorization to Act on Your Behalf (Limited Agency)

This Section defines the central feature of the Service. Read it carefully.

5.1 Appointment. When you connect a Google account and enable the Service's features, you appoint us, and the automated systems operated by us, as your limited agent to read from and take the specific actions enumerated below on your connected Google account, for the purpose of providing the Service to you. This authorization is limited to the actions listed in Section 5.2 and is subject to the approval boundary in Section 5.3.

5.2 Authorized actions. Subject to Section 5.3, you authorize the Service to:

  • Gmail. Read, search, and analyze your email; compose and prepare email drafts on your behalf; send email through your connected Google (Gmail) account so that it is sent from you; reply to, forward, and organize messages; and create, apply, and modify labels and filters. Outbound email is always sent through your own Google account — the Service does not send email from any Lonzo mail identity of its own.
  • Google Calendar. Read your calendars and events; and create, modify, move, reschedule, and cancel calendar events on your behalf. You acknowledge that when the Service creates, changes, or cancels an event with other attendees, Google may automatically send email notifications to those attendees. These notifications are generated and delivered by Google, not composed by you for each recipient, and you are responsible for the events you or the Service create, change, or cancel.
  • Google Contacts. Read your contacts; and create, edit, merge, and delete contact entries on your behalf.
  • Google Tasks. Read your tasks and task lists; and create, edit, complete, move, and delete tasks on your behalf.

The actions listed above correspond to the Google API scopes the Service requests at OAuth consent and described in the Google API Limited Use disclosure. The Service requests no scope broader than those actions require.

5.3 Human-approval boundary (V-2). Certain actions are autonomous (the Service performs them without asking you each time), and certain actions are approval-gated (the Service prepares them but does not complete them until you review and approve).

  • Outbound email requires your approval. The Service will prepare email drafts, but it will not send email on your behalf until you have explicitly reviewed and approved the send. Your approval is your instruction to send that message as you, through your connected Google (Gmail) account.
  • Other actions — such as organizing mail with labels and filters, and creating, changing, or cancelling calendar events, contacts, and tasks — may be performed autonomously in accordance with your settings and instructions.

The approval gate applies to every outbound-email path in the Service. All outbound email is sent through your own connected Gmail account; the Service sends no email from a Lonzo mail identity of its own and does not contact anyone by SMS. If we change which actions are autonomous or approval-gated, we will update this list.

5.4 Your representations. You represent and warrant that: (a) you are the authorized holder of, or are otherwise permitted to grant access to, each Google account you connect; (b) your grant of access to us, and our taking of the authorized actions, will not violate any agreement, workplace or employer policy, or law (including any applicable consent, recording, notice, or privacy law) or any third party's rights; and (c) content you direct the Service to send, and actions you approve or direct, comply with these Terms and the AUP.

5.5 Allocation of responsibility. Actions you approve or direct are your actions. When you approve an email for sending, direct the Service to make a change, or configure the Service to act autonomously, you are responsible for that action and its content and consequences to the same extent as if you had taken it yourself. This includes email sent as you through your connected Gmail account, calendar changes and the attendee notifications they trigger, and edits to your contacts and tasks.

5.6 Revocation. You may revoke this authorization at any time by disconnecting your Google account from the Service, changing the permissions in your Google account, or deleting your Service account. Revocation stops future authorized actions but does not undo actions already taken (for example, email already sent or events already changed) and does not affect responsibility for actions taken before revocation.

6. Your Content & Ownership

6.1 You own your content. As between you and us, you retain all rights to the content and data you provide to or access through the Service, including your email, calendar entries, contacts, tasks, and other Google account data, and the AI outputs the Service generates for you ("Your Content"). We do not claim ownership of Your Content.

6.2 License to operate the Service. You grant us a limited, non-exclusive, worldwide, royalty-free license to host, store, transmit, display, and process Your Content solely to provide, secure, maintain, and improve the Service for you and as described in the Privacy Policy. This license includes transmitting Your Content to our infrastructure providers, including Amazon Web Services, so that the Service's AI features can process it (see Section 7). This license lasts only as long as necessary to provide the Service and ends when you delete Your Content or your account, subject to reasonable backup retention and legal requirements described in the Privacy Policy.

6.3 No training on Your Content. Your Content is processed to provide the Service to you and is not used to train foundation models. The AI processing described in Section 7 is performed through Amazon Bedrock, which does not use inputs or outputs to train its models. The same statement is made, in the same terms, in the Privacy Policy, the AI & Data-Training Disclosure, and the Google API Limited Use disclosure.

7. AI Features; No Reliance; Accuracy

7.1 How AI features work. The Service uses large language models and other machine-learning systems, accessed through Amazon Bedrock, to read, summarize, draft, classify, and act on your data. AI outputs are generated probabilistically and may be inaccurate, incomplete, outdated, or otherwise unsuitable.

7.2 No reliance without review. You should not rely on any AI output without your own review and judgment. In particular:

  • The human-approval boundary in Section 5.3 is your opportunity to review outbound email before it is sent as you. You are responsible for reviewing each message before you approve it.
  • You are responsible for reviewing the calendar events, contacts, tasks, and mailbox changes the Service makes, including autonomous changes, and for correcting any that are wrong.

7.3 Not professional advice. AI outputs are not legal, medical, financial, tax, or other professional advice, and are not a substitute for a qualified professional.

7.4 No warranty of accuracy. We do not warrant that AI outputs or the Service's actions will be accurate, complete, or fit for any particular purpose. See Sections 11 and 12.

8. Third-Party Services (Google, AWS)

8.1 Dependence on Google. The Service operates on top of Google Workspace and Google APIs, which are provided by Google and which we do not control. Your Google account and your use of Google services are governed by Google's own terms and policies. We are not responsible for the availability, reliability, accuracy, or content of Google's services, or for any change, interruption, or discontinuation of Google APIs, and we are not liable for any resulting effect on the Service. You are responsible for maintaining your Google account in good standing and for keeping your authorization and consents current. Our access to and use of your Google data is described in the Google API Limited Use disclosure.

8.2 Infrastructure and AI providers. The Service relies on third-party infrastructure and AI providers, including Amazon Web Services and Amazon Bedrock, to operate and to provide AI features. Their availability and performance are outside our control.

8.3 General. Third-party services are provided for your convenience, and your use of them is at your own risk and subject to their terms. Additional subprocessors are identified in the Privacy Policy or its subprocessor list.

9. Fees, Subscriptions & Billing

9.1 Subscription plans. The Service is offered on a subscription basis. There is no free tier: access requires an active trial or an active paid subscription to one of the plans described at the point of sale, and processing for every plan is performed on our servers. Fees, billing cycles, trials, auto-renewal, price changes, and refunds are governed by the separate Subscription & Billing Terms, incorporated by reference.

9.2 Processors. All subscriptions are billed through Google Play, which is the only payment channel through which the Service is sold. Your purchase is therefore additionally subject to Google Play's own terms and refund rules, which we do not control, and cancellations and refunds are handled by Google Play (Subscription & Billing Terms §§5–6). If we later add another payment channel, these Terms and the Billing Terms will be updated before it is available to you.

9.3 Auto-renewal, refunds, and cancellation. Subscriptions renew automatically until cancelled, and cancellation and refunds are handled by Google Play. The full renewal, refund, and cancellation terms — including your statutory rights — are stated in the Billing Terms and are not restated here.

10. Suspension & Termination

10.1 By you. You may stop using the Service at any time. You may terminate your account by requesting its deletion, as described at lonzo.ai/delete-account — a public page that requires no sign-in and no app install. Separately, disconnecting your Google account revokes the authorization in Section 5 and stops all further reading of and acting on your mail and calendar, but keeps your account; it is not a termination or a deletion. Deleting your account does not cancel a Google Play subscription — cancel that through Google Play as well (Billing Terms Section 5).

10.2 By us. We may suspend or terminate your access to the Service, in whole or in part, with or without notice, if: (a) you breach these Terms, the AUP, or any incorporated policy; (b) we reasonably believe your use creates a security, legal, or reputational risk, or harms other users, third parties, or our providers (including Google); (c) you fail to pay fees when due; or (d) we are required to do so by law. Where we suspend or terminate access for a reason other than your breach or a legal requirement, we will refund any pre-paid, unused portion of your Subscription to the extent Google Play permits us to arrange it.

10.3 Effect of termination. On termination, your license under Section 4 ends, the authorization in Section 5 is revoked, and we may delete or disable access to data stored under your account, subject to the retention and backup practices described in the Privacy Policy and to any legal requirement. Sections that by their nature should survive termination (including Sections 5.5, 6.1, 11, 12, 13, 14, 15, 16, 17, 18, 19.9, and 19.10) survive.

10.4 Data export on termination. Before or within a reasonable period after termination you may request an export of the data we hold about you and Your Content that resides on our servers. We will make a copy available in a commonly used, machine-readable format where reasonably practicable, subject to the Privacy Policy and to your data-portability rights under applicable law (including, where it applies, the GDPR right to data portability). This right applies to data we hold; data in your connected Google account remains available to you directly through Google. Export is subject to identity verification and to any legal or backup-retention limits described in the Privacy Policy.

11. Disclaimers

11.1 AS IS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE AND ALL AI OUTPUTS AND ACTIONS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

11.2 No warranty of results. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR ACCURATE, THAT DEFECTS WILL BE CORRECTED, OR THAT AI OUTPUTS OR ACTIONS TAKEN ON YOUR BEHALF WILL MEET YOUR REQUIREMENTS OR BE FREE FROM ERROR. YOU USE THE SERVICE, AND RELY ON ITS OUTPUTS AND ACTIONS, AT YOUR OWN RISK.

11.3 Early-access features. For any feature labeled early access or preview inside the Service, the additional disclaimers in the Early-Access Terms also apply.

11.4 Non-excludable rights. Some jurisdictions do not allow the exclusion of certain warranties. The disclaimers in this Section apply only to the maximum extent permitted by applicable law, and nothing in these Terms limits any right or remedy that cannot lawfully be limited.

12. Limitation of Liability

12.1 Exclusion of indirect damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, OR FOR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE THEORY OF LIABILITY.

12.2 Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (a) THE TOTAL FEES YOU PAID US FOR THE SERVICE IN THE TWELVE (12)-MONTH PERIOD IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (b) ONE HUNDRED U.S. DOLLARS ($100).

12.3 Early-access features. For any feature labeled early access or preview inside the Service, the heightened limitations in the Early-Access Terms also apply. Those terms will not be more generous to you than this Section.

12.4 Time limit. Any claim arising out of or related to the Service or these Terms must be brought within one (1) year after the claim arose, or it is permanently barred, except where a longer period is required by law.

12.5 Non-excludable liability. Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, for fraud, or for any other liability that applicable law does not permit to be limited.

12.6 Basis of the bargain. The disclaimers in Section 11 and the limitations in this Section are a fundamental basis of the agreement between you and us and reflect the allocation of risk for a low-cost consumer service that acts on your behalf on data held in your own Google account.

13. Indemnification

13.1 To the maximum extent permitted by law, you will defend, indemnify, and hold harmless the Company and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Your Content; (b) your use of the Service; (c) your breach of these Terms, the AUP, or any incorporated policy or applicable law; (d) any action you approve, direct, or configure the Service to take on your behalf, including email sent as you through your connected Gmail account, calendar changes and the resulting attendee notifications, and contact and task edits; and (e) your violation of any third party's rights.

13.2 We will provide you with reasonable notice of the claim, allow you to control the defense (with counsel reasonably acceptable to us), and cooperate reasonably. You may not settle any claim in a way that imposes any obligation or admission on us without our prior written consent.

13.3 Our IP indemnity. We will defend you against any third-party claim alleging that the Service, as provided by us and used by you in accordance with these Terms, infringes that third party's patent, copyright, or trademark, or misappropriates its trade secret, and we will indemnify you for damages and reasonable attorneys' fees finally awarded against you (or agreed in settlement by us) on such a claim. This obligation does not apply to, and we have no liability for, any claim to the extent it arises from: (a) Your Content or data; (b) any AI output or any action you approved, directed, or configured the Service to take; (c) your modification of the Service or its combination with anything not provided by us, where the claim would not have arisen but for the modification or combination; (d) your use of the Service in violation of these Terms, the AUP, or applicable law; or (e) your continued use of an allegedly infringing version after we have made a non-infringing update available. If the Service becomes, or we believe it may become, the subject of an infringement claim, we may at our option procure the right for you to keep using it, modify or replace it to make it non-infringing, or terminate the affected feature or your access and refund any pre-paid unused fees. This Section states our entire liability, and your exclusive remedy, for any third-party intellectual-property claim relating to the Service.

14. Feedback

If you give us feedback, suggestions, bug reports, or ideas about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid, and sublicensable license to use them for any purpose, without any obligation or attribution to you. This feedback license is consistent with the feedback provisions of the Early-Access Terms and the Copyright & DMCA Policy.

15. Intellectual Property

We and our licensors own all right, title, and interest in and to the Service, including its software, its underlying platform and execution engine, models, designs, and the Lonzo marks. Except for the license in Section 4, no rights are granted to you. Our and your intellectual property rights, the DMCA notice-and-takedown process, and the treatment of our trademarks are described in the Copyright & DMCA Policy.

16. Changes to These Terms

16.1 We may modify these Terms from time to time. For material changes, we will provide notice — for example, by email or in the Service — at least 30 days before they take effect, except that changes required for legal or security reasons, or that relate to new features, may take effect immediately.

16.2 Your continued use of the Service after changes take effect means you accept the updated Terms. If you do not agree, you must stop using the Service. We will keep a version and effective date on these Terms.

17. Governing Law

These Terms and any dispute arising out of or related to them or the Service are governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws rules, and, for arbitrable disputes, by the Federal Arbitration Act. Subject to Section 18, the exclusive venue for any dispute not subject to arbitration is the state and federal courts located in New Castle County, Delaware, and you consent to their jurisdiction.

18. Dispute Resolution; Arbitration; Class-Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO SUE IN COURT AND TO HAVE A JURY TRIAL, AND REQUIRES INDIVIDUAL ARBITRATION OF MOST DISPUTES.

18.1 Informal resolution first. Before starting an arbitration, you agree to first contact us at legal@lonzo.ai and give us 30 days to resolve the dispute informally. Most disputes can be resolved this way.

18.2 Binding individual arbitration. Except for the carve-outs in Section 18.4 and the exemption in Section 18.6, any dispute arising out of or related to these Terms or the Service will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its then-current Consumer Arbitration Rules, before a single arbitrator. The arbitration will take place in Wilmington, Delaware or, at your election, by video or telephone, or in your home county. The Federal Arbitration Act governs the interpretation and enforcement of this Section.

18.3 Class-action and jury waiver. You and we agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims or preside over any form of a representative or class proceeding. YOU AND WE WAIVE ANY RIGHT TO A JURY TRIAL.

18.4 Carve-outs. This Section does not require arbitration of: (a) claims that qualify for small-claims court, which may be brought in small-claims court on an individual basis; and (b) claims for public injunctive relief to the extent such relief may not lawfully be waived or compelled to arbitration. Either party may also seek injunctive relief in court to protect intellectual property or confidential information.

18.5 30-day opt-out. You may opt out of this arbitration and class-waiver Section by sending written notice to legal@lonzo.ai, or to Vista del Lago Software LLC, 18381 Vista del Lago, Yorba Linda, CA 92886, USA, within 30 days after you first accept these Terms, stating your name and that you opt out of arbitration. If you opt out, disputes will be resolved in the courts identified in Section 17, and the class-action and jury waivers still apply only to the extent otherwise enforceable.

18.6 EEA/UK exemption. If you are a consumer resident in the European Economic Area, the United Kingdom, or Switzerland, this arbitration and class-waiver Section does not apply to you, and nothing in these Terms deprives you of the protection of mandatory consumer-protection provisions or of your right to bring proceedings in your country of residence.

18.7 Mass and coordinated arbitrations (staged/bellwether process). If 25 or more similar demands for arbitration are asserted against us by or with the assistance of the same or coordinated counsel, or are otherwise coordinated, you and we agree that these demands will be resolved in staged batches to promote efficiency, as follows: (a) counsel for the claimants and for us will each select an equal number of demands (up to 25 per side) to be filed and to proceed as an initial "bellwether" batch, and no other demands may be filed or proceed until that batch is resolved; (b) the arbitrator(s) and the parties will apply the outcomes and learnings of the bellwether batch to encourage global resolution of the remaining demands, including through mediation; and (c) if the remaining demands are not resolved, further demands will proceed in successive batches of the same size, subject to the same procedure. Any applicable statute of limitations and any arbitration-provider filing deadline will be tolled for demands awaiting their batch. This Section 18.7 does not waive the class-action waiver in Section 18.3, which continues to apply. Where the AAA's Mass Arbitration Supplementary Rules or other then-current provider rules prescribe a different batching procedure or fee allocation, those rules govern to the extent of any conflict with this Section.

18.8 Arbitration fees. For any arbitration you commence against us for a claim of less than US $10,000, and to the extent required by the AAA Consumer Arbitration Rules and consumer-fee schedule, we will pay the filing, administrative, and arbitrator fees for the arbitration. This Section does not apply where the arbitrator determines that your claim was frivolous or brought for an improper purpose (as measured by the standards of Federal Rule of Civil Procedure 11(b)), in which case the allocation of fees will be governed by the AAA rules, and we may recover the fees we paid. Each party otherwise bears its own attorneys' fees and costs, except where the applicable law or the AAA rules provide otherwise.

18.9 Confidentiality of arbitration. You and we agree to keep confidential the existence, content, and results of any arbitration under this Section, except (a) as necessary to prepare for, conduct, or enforce the arbitration or any resulting award; (b) as required by law or by a court or governmental authority of competent jurisdiction; (c) to a party's legal, financial, or tax advisors, insurers, or auditors who are themselves bound to keep it confidential; or (d) as the parties otherwise agree in writing. This Section does not prohibit either party from disclosing information to the extent necessary to exercise a right that cannot lawfully be restricted.

19. Miscellaneous

19.1 Entire agreement. These Terms, together with the incorporated policies, are the entire agreement between you and us about the Service and supersede any prior agreements on that subject.

19.2 Severability. If any provision of these Terms is held unenforceable, it will be limited or removed to the minimum extent necessary, and the remaining provisions will remain in effect. If the class-action waiver in Section 18.3 is held unenforceable as to a particular claim, that claim will proceed in court, but the rest of Section 18 will still apply to all other claims.

19.3 No waiver. Our failure to enforce any provision is not a waiver of it.

19.4 Assignment. You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms, including to a successor in connection with a merger, acquisition, or sale of assets.

19.5 No agency beyond Section 5. Except for the limited agency you grant in Section 5, nothing in these Terms creates any partnership, joint venture, employment, or agency relationship between you and us.

19.6 Force majeure. We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, outages of Google, AWS, or other providers, network failures, or governmental action.

19.7 App-store terms. The Service is distributed through Google Play, and your acquisition and use of it are additionally subject to Google Play's terms. If we later distribute the Service through another app store, these Terms will be updated to include that store's required terms before it is available to you.

19.8 Notices. We may give you notice by email, through the Service, or by posting. You may contact us as set out in Section 20.

19.9 Export controls and sanctions. You must comply with all applicable export-control, economic-sanctions, and anti-boycott laws and regulations, including those administered by the U.S. Department of Commerce (Export Administration Regulations) and the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC), and comparable laws of other jurisdictions. You represent, warrant, and covenant that: (a) you will not access, use, export, re-export, or make the Service available in violation of any such law; (b) you are not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive U.S. sanctions or embargo; (c) you are not identified on any U.S. government restricted-party list, including OFAC's list of Specially Designated Nationals and Blocked Persons (SDN List) or the Commerce Department's Denied Persons, Entity, or Unverified Lists, and are not owned or controlled by, or acting on behalf of, any such party; and (d) you will not use the Service for any end use prohibited by applicable export law. This covenant supplements and operationalizes the eligibility representations in Section 1.2. Any breach of this Section is a material breach permitting immediate suspension or termination under Section 10.

19.10 U.S. Government end users; restricted rights. The Service and its software are "commercial computer software" and "commercial computer software documentation," and the Service is a "commercial product," as those terms are used in Federal Acquisition Regulation (FAR) 2.101, FAR 12.212, and Defense Federal Acquisition Regulation Supplement (DFARS) 227.7202. Consistent with FAR 12.212 and DFARS 227.7202-1 through 227.7202-4, any use, modification, reproduction, release, performance, display, or disclosure of the Service by or for the U.S. Government, or by a prime contractor or subcontractor at any tier acquiring it on the Government's behalf, is governed solely by these Terms, and all other rights are reserved, to the maximum extent permitted by applicable federal law. Any provision inconsistent with federal procurement regulations is unenforceable only to the extent required by those regulations.

19.11 Residents of certain U.S. states.

  • New Jersey. If you are a resident of New Jersey, then, notwithstanding anything to the contrary in these Terms: the exclusions and limitations of liability in Sections 11 and 12, the indemnification obligations in Section 13, and the waivers in these Terms apply to you only to the extent permitted by New Jersey law (including, where applicable, the New Jersey Truth-in-Consumer Contract, Warranty and Notice Act). No provision of these Terms limits or bars any right or remedy that New Jersey law does not permit to be limited or barred, and any provision that would be unlawful or unenforceable as applied to a New Jersey resident applies to you only as far as New Jersey law allows.
  • California — complaint resolution notice. Under California Civil Code § 1789.3, California residents are entitled to the following notice: the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834 or by telephone at (800) 952-5210 or (916) 445-1254. You may report complaints about the Service, or request information about it, by contacting us as set out in Section 20.

19.12 No third-party beneficiaries. These Terms do not create any right or remedy in any person or entity that is not a party to them.

19.13 Open-source and third-party components. The Service includes open-source and other third-party software components that are licensed under their own terms, which continue to govern those components. Applicable notices and attributions are provided in the Third-Party & Open-Source Notices document (see the Copyright & DMCA Policy) and at lonzo.ai/legal/third-party-notices.

20. Contact

Vista del Lago Software LLC 18381 Vista del Lago, Yorba Linda, CA 92886, USA Email: legal@lonzo.ai · Support: support@lonzo.ai (assistant-answered; no guaranteed human response time)

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