TERMS AND CONDITIONS

Last Updated: March 04, 2025

These Terms and Conditions ("Terms") govern your access to and use of the Locovery platform, including our website, mobile application, AI chatbot services, online store at https://shop.locovery.com/, and related features (collectively, the "Platform"). The Platform is owned and operated by Locovery, Inc. ("Locovery," "we," "us," or "our").

By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree to all of these Terms, you must not access or use the Platform.

1. DEFINITIONS

"AI Agent" refers to the artificial intelligence-powered chatbot that provides local business discovery, recommendations, planning assistance, and other services through the Platform.

"Locovery Shop" refers to our online store located at https://shop.locovery.com/ where Users can purchase official Locovery merchandise and products.

"Content" means text, graphics, images, music, software, audio, video, information, or other materials.

"Merchandise" refers to any physical or digital goods available for purchase through the Platform's integrated Shopify store.

"SMB" refers to small and medium-sized businesses that use the Platform to engage with consumers.

"Sponsorship" refers to the arrangement whereby SMBs provide financial support to enable free user access to the Platform in exchange for visibility and branding opportunities.

"User" means any individual who accesses or uses the Platform, whether as a consumer or as a representative of an SMB.

2. ELIGIBILITY

You must be at least 18 years old to use the Platform. By using the Platform, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into a binding agreement. If you are using the Platform on behalf of an SMB, you represent and warrant that you have the authority to bind that entity to these Terms.

3. ACCOUNTS

3.1 Account Creation

To access certain features of the Platform, you may need to create an account. When you create an account, you must provide accurate and complete information. You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

3.2 Account Types

The Platform offers different account types for consumers and SMBs:

Consumer Accounts:

• Free Tier (sponsored by local businesses)
• Premium Tier (subscription-based)
• Premium+ Tier (subscription-based)

SMB Accounts:

• Various subscription tiers with different features and AI query credit allocations

3.3 Account Termination

We reserve the right to suspend or terminate your account at any time for any reason, including if we believe that you have violated these Terms. You may also terminate your account at any time by following the instructions on the Platform.

4. AI AGENT SERVICES

4.1 Service Description

The AI Agent provides various services, including but not limited to:

• Local business discovery and recommendations
• Event and activity suggestions
• Planning assistance
• Local information and news
• Concierge services (for eligible subscription tiers)

4.2 AI Query Credits

SMB accounts are allocated a specific number of AI query credits based on their subscription tier. When these credits are exhausted, additional credits may be purchased. Consumer accounts may also have limitations on the number of AI interactions, depending on their subscription tier.

4.3 No Guarantee of Results

While we strive to provide accurate and helpful information through our AI Agent, we do not guarantee the accuracy, completeness, or usefulness of any recommendations, suggestions, or other information provided by the AI Agent. The AI Agent's responses are generated based on available information and may not always reflect current conditions or account for all relevant factors.

4.4 Prohibited Uses

You agree not to use the AI Agent to:

• Generate, transmit, or store illegal content
• Harass, threaten, or harm others
• Impersonate others or misrepresent your affiliation with any person or entity
• Attempt to probe, scan, or test the vulnerability of the Platform or bypass security measures
• Extract large volumes of data for purposes other than personal use
• Create derivative AI models based on our AI Agent's responses

5. COMMUNITY SPONSORSHIP PROGRAM

5.1 Sponsorship Model

The Platform operates a Community Sponsorship Program whereby SMBs can sponsor free user access to the Platform in exchange for visibility and branding opportunities.

5.2 Sponsor Visibility

Sponsored users will see the sponsor's branding within the Platform interface. This branding may include the sponsor's logo, name, and other identifying information. Sponsors may also receive recognition in communications to users.

5.3 Sponsor Relationships

The presence of a sponsor's branding does not constitute an endorsement by LocalConnect of the sponsor or its products or services. LocalConnect is not responsible for the quality, accuracy, or reliability of any products, services, or information provided by sponsors.

6. MERCHANDISE AND E-COMMERCE

6.1 Locovery Shop

The Platform connects to our official online store at https://shop.locovery.com/ ("Locovery Shop") through which Users can purchase Merchandise. Purchases made through Locovery Shop are subject to these Terms as well as any additional terms displayed on the Locovery Shop website.

6.2 Product Information

We strive to display accurate product information, including pricing, availability, and descriptions. However, we do not warrant that product descriptions or other content on the Platform are accurate, complete, reliable, current, or error-free.

6.3 Pricing and Availability

All prices are shown in the applicable currency and do not include taxes, shipping, or handling unless otherwise specified. We reserve the right to change prices at any time. We do not guarantee the availability of any product and reserve the right to limit quantities.

6.4 Orders

When you place an order through the Platform, you are making an offer to purchase the product. We reserve the right to accept or decline your offer for any reason, including but not limited to product availability, errors in product or pricing information, or concerns about fraudulent activity.

6.5 Payment

We accept various payment methods as indicated on the Platform. By providing payment information, you represent and warrant that you have the legal right to use the payment method and that the information you provide is accurate.

6.6 Shipping and Delivery

Shipping and delivery terms, including delivery estimates, are provided at the time of purchase. We are not responsible for delays that are outside of our control. Risk of loss and title for items purchased pass to you upon delivery of the items to the carrier.

6.7 Returns and Refunds

Our return and refund policy for Merchandise is available on the Platform and is incorporated into these Terms by reference.

7. USER CONTENT

7.1 User Content Definition

"User Content" means any Content that Users submit, post, or transmit to, through, or in connection with the Platform, such as reviews, comments, feedback, or profile information.

7.2 License Grant

By submitting User Content to the Platform, you grant LocalConnect a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to use, copy, modify, create derivative works based on, distribute, publicly display, and publicly perform such User Content for the purposes of operating and providing the Platform to you and other Users.

7.3 User Content Representations

You represent and warrant that: (i) you own or have the necessary rights to your User Content and have the right to grant the license set forth above; (ii) your User Content does not violate any third party's intellectual property rights, privacy rights, publicity rights, or other rights; and (iii) your User Content complies with these Terms and all applicable laws and regulations.

7.4 Content Monitoring

We reserve the right, but have no obligation, to monitor or review User Content. We may remove or restrict access to any User Content for any reason without notice.

8. INTELLECTUAL PROPERTY

8.1 Our Intellectual Property

The Platform and its original content, features, and functionality are owned by LocalConnect and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

8.2 Limited License to Users

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform for your personal or business use.

8.3 Restrictions

You may not:

• Modify, disassemble, decompile, or reverse engineer any part of the Platform
• Access the Platform to build a similar or competitive service
• Copy, reproduce, distribute, republish, download, display, post, or transmit the Platform in any form or by any means
• Remove or modify any copyright, trademark, or other proprietary notices

8.4 Feedback

Any feedback, suggestions, ideas, or other information you provide about the Platform ("Feedback") may be used by us without any obligation to compensate you. We will own all improvements or enhancements to the Platform based on or derived from your Feedback.

9. PRIVACY

Our Privacy Policy, available at https://www.locovery.com/privacy, describes how we collect, use, and share information about you when you use the Platform. By using the Platform, you consent to the collection, use, and sharing of your information as described in the Privacy Policy.

10. THIRD-PARTY LINKS AND SERVICES

10.1 Third-Party Links

The Platform may contain links to third-party websites or services that are not owned or controlled by LocalConnect. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services.

10.2 Third-Party Services

The Platform may integrate with or utilize third-party services, including but not limited to:

• Payment processors
• Mapping and location services
• Social media platforms
• Business management tools
• Cloud infrastructure providers

Your use of such third-party services is subject to the terms and privacy policies of those services.

11. SUBSCRIPTION AND BILLING

11.1 Subscription Terms

Certain features of the Platform are available on a subscription basis. Subscription terms, including pricing and billing cycles, are provided at the time of purchase.

11.2 Recurring Billing

For subscription services, you authorize us to charge your payment method on a recurring basis for the subscription period you have chosen.

11.3 Cancellation

You may cancel your subscription at any time by following the instructions on the Platform. Upon cancellation, your subscription will remain active until the end of the current billing period.

11.4 Changes to Pricing

We reserve the right to change our prices at any time. If we change the pricing for your subscription, we will notify you before the change takes effect.

11.5 Refunds

Refunds are provided in accordance with our Refund Policy, available on the Platform.

12. AI QUERY CREDITS

12.1 Credit Allocation

SMB accounts are allocated a specific number of AI query credits based on their subscription tier. When these credits are exhausted, additional credits may be purchased.

12.2 Credit Usage

Each interaction with the AI Agent may consume one or more credits, depending on the complexity and length of the interaction.

12.3 Credit Expiration

Unless otherwise specified, AI query credits expire at the end of each billing cycle and do not roll over to the next cycle. Credits purchased separately from a subscription may have different expiration terms, as specified at the time of purchase.

12.4 No Refunds for Credits

AI query credits are non-refundable, except as required by applicable law.

13. DISCLAIMERS

13.1 "AS IS" Basis

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

13.2 No Guarantees

LOCOVERY DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PLATFORM OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

13.3 AI Limitations

YOU ACKNOWLEDGE THAT AI TECHNOLOGY HAS INHERENT LIMITATIONS AND MAY GENERATE CONTENT THAT IS INACCURATE, INCOMPLETE, OR INAPPROPRIATE. LOCOVERY DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION PROVIDED BY THE AI AGENT.

13.4 Business Information

WHILE WE STRIVE TO PROVIDE ACCURATE AND UP-TO-DATE INFORMATION ABOUT BUSINESSES LISTED ON THE PLATFORM, WE CANNOT GUARANTEE THE ACCURACY OF SUCH INFORMATION, INCLUDING BUT NOT LIMITED TO OPERATING HOURS, PRICES, SERVICES, OR AVAILABILITY.

14. LIMITATION OF LIABILITY

14.1 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LOCOVERY, ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE PLATFORM.

14.2 Maximum Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LOCOVERY'S TOTAL LIABILITY TO YOU FOR ANY DAMAGES SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO LOCOVERY DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

14.3 Exclusions

THE LIMITATIONS OF LIABILITY SET FORTH ABOVE DO NOT APPLY TO LIABILITY ARISING FROM (A) DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE; (B) FRAUD OR FRAUDULENT MISREPRESENTATION; OR (C) ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW.

15. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Locovery, its affiliates, and their respective directors, officers, employees, agents, and service providers from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that arise from or relate to: (a) your use of the Platform; (b) your violation of these Terms; (c) your violation of any rights of another person or entity; or (d) your User Content.

16. DISPUTE RESOLUTION

16.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflict of law provisions.

16.2 Informal Resolution

Before filing a claim against Locovery, you agree to try to resolve the dispute informally by contacting us at legal@locovery.com. We'll try to resolve the dispute by contacting you via email. If the dispute is not resolved within 30 days of submission, you or Locovery may bring a formal proceeding.

16.3 Arbitration

Except as otherwise provided herein, any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, shall be settled by binding arbitration in Atlanta, Georgia, in accordance with the rules of the American Arbitration Association.

16.4 Class Action Waiver

YOU AND LOCOVERY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

16.5 Small Claims Court

Notwithstanding the foregoing, you may bring an individual action in the small claims court of your state or municipality if the action is within that court's jurisdiction and is pending only in that court.

17. CHANGES TO TERMS

We reserve the right to modify these Terms at any time. If we make material changes to these Terms, we will provide notice through the Platform or by other means. Your continued use of the Platform after the changes take effect constitutes your acceptance of the revised Terms.

18. TERMINATION

18.1 Termination by You

You may terminate these Terms by closing your account and ceasing all use of the Platform.

18.2 Termination by Us

We may terminate or suspend your access to all or part of the Platform, with or without notice, for any reason, including if we believe that you have violated these Terms.

18.3 Effect of Termination

Upon termination, your right to use the Platform will immediately cease. All provisions of these Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

19. GENERAL PROVISIONS

19.1 Entire Agreement

These Terms, together with the Privacy Policy and any other legal notices or additional terms and conditions published by Locovery on the Platform, constitute the entire agreement between you and Locovery concerning the Platform.

19.2 No Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Locovery's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

19.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.

19.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Locovery's prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void. Locovery may assign or transfer these Terms, at its sole discretion, without restriction.

19.5 Notices

Any notices or other communications provided by Locovery under these Terms will be given by posting to the Platform or via email to the address associated with your account.

19.6 Force Majeure

Locovery shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, natural disasters, war, terrorism, riots, civil unrest, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, shortages of transportation facilities, fuel, energy, labor, or materials.

20. LOCOVERY SHOP SPECIFIC TERMS

20.1 Product Availability and Pricing

All products displayed on Locovery Shop are subject to availability. We reserve the right to discontinue any product at any time. All prices displayed on Locovery Shop are in USD unless otherwise specified and are subject to change without notice.

20.2 Product Descriptions and Images

We make every effort to display the colors and features of our products accurately on Locovery Shop. However, the actual colors and features you see will depend on your monitor, and we cannot guarantee that your display will accurately reflect the actual colors and features of the products.

20.3 Shipping and Delivery

Locovery Shop ships to the locations listed on the website. Shipping times and costs are estimated and may vary based on your location and the shipping method selected. International customers may be subject to import duties and taxes, which are your responsibility.

20.4 Returns and Exchanges

Locovery Shop accepts returns and exchanges as outlined in our Return Policy available on the Locovery Shop website. Generally, items must be returned in their original condition within 30 days of receipt. Custom orders and certain promotional items may not be eligible for return or exchange.

20.5 Product Licenses

Digital products purchased through Locovery Shop may be subject to additional license terms that will be presented at the time of purchase or download.

21. CONTACT INFORMATION

If you have any questions about these Terms, please contact us at:

Locovery, LLC
3455 Peachtree Rd NE STE 500
Atlanta, GA 30326-3236
legal@locovery.com

By using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.