Full use of each App is dependent upon your use of a smartphone, tablet, or other computing device with adequate software, storage space, and Internet access. The maintenance and security of your device and software may influence the performance of an App, and it is your responsibility to ensure your equipment’s proper functionality and compatibility with an App’s requirements. Some Apps may be compatible only with designated devices and operating systems.

You agree to use the Apps in accordance with these Terms of Use, as well as in accordance with and as permitted by the Apple Media Services Terms and Conditions and/or the Google Play Terms of Service, as applicable to your mobile device and particular App.

You are responsible for: (i) the information and data you enter during registration and during your use of the Apps; (ii) any solicited or unsolicited feedback you give us about the Apps; (iii) and any other unsolicited information you submit or provide to us, whether or not via the Apps (each of (i), (ii), and (iii), together, your “Visitor Content”).

You also represent and warrant that your Visitor Content and your use and provision of the Visitor Content will not: (a) infringe, misappropriate, or violate a third party’s intellectual property rights, or rights of publicity or privacy; (b) violate, or encourage any conduct that would violate, any applicable law or regulation or that would give rise to civil liability; (c) be fraudulent, false, misleading, or deceptive; (d) be defamatory, obscene, pornographic, vulgar, or offensive; (e) promote discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group; (f) be violent or threatening or promote violence or actions that are threatening to any person or entity; (g) promote illegal or harmful activities or substances; or (h) post, advertise, or promote products or services commercially. We reserve the right to remove Visitor Content alleged to be and/or in violation of any of your representations and warranties set forth herein without prior notice, at our sole discretion, and without obligation to you or liability on behalf of Akili.

You agree not to attempt to gain unauthorized access to any portion of the Apps, or any other systems or networks connected to the Apps, by hacking, password “cracking,” or any other illegitimate means. You agree not to breach or attempt to breach the security or authentication measures of the Apps, or of any other systems or networks connected to the Apps, or otherwise attempt to interfere with the proper functioning of the Apps.

You acknowledge that the software code of the Apps, including but not limited to the source code and embedded algorithms, is Akili’s confidential and proprietary information, and constitutes Akili’s trade secrets under the United States Defend Trade Secrets Act, Pub. L. 114-153.

You further agree not to knowingly provide false information or impersonate any other individual or entity when downloading, registering for, or using the Apps.

Akili owns, controls, and/or licenses all text, graphics, interfaces, photographs, trademarks, logos, music, audio, works of authorship of any kind, computer code, and information or other materials that are included, posted, generated, provided, or otherwise made available to you through the Apps (together, the “Akili Content”), including but not limited to the design, structure, selection, coordination, expression, and arrangement of the Akili Content.

The Akili Content is protected by trade dress, copyright, trademark laws, other intellectual property rights, and other laws of the United States and foreign countries. The Apps and all Akili Content may not be copied, reproduced, republished, uploaded, posted, transmitted, sold, licensed, transferred, adapted, modified, publicly displayed, or distributed without Akili’s prior written consent. The license(s) to you set forth below in the End User License Agreement is conditioned on your not modifying the Akili Content and on your acceptance of any terms, conditions, and notices accompanying the Akili Content or otherwise set forth in the Apps. Notwithstanding the foregoing, any materials available for downloading, access, or other use via the Apps that have their own license terms, conditions, and notices will be governed by such terms, conditions, and notices.

The Apps are protected by various patent rights worldwide, including but not limited to any patents identified on Akili’s website and the following issued and pending patents, patent applications, and their family members: U.S. Pat. No. 9,940,844; U.S. Pat. App. No. 15/787,386; U.S. Pat. No. 10,559,221; U.S. Pat. App. No. 15/068,061; U.S. Pat. No. 11,049,408; U.S. Pat. App. No. 16/793,977; U.S. Pat. No. 11,507,178; U.S. Pat. No. 11,122,998; U.S. Pat. App. No. 16/318,463; U.S. Pat. No. 11,304,657; U.S. Pat. App. No. 17/723,983; U.S. Pat. App. No. 16/603,193; U.S. Pat. App. No. 17/117,050; U.S. Pat. App. No. 17/948,640.

Akili reserves the right to determine the timing and content of software updates for the Apps, which may be automatically downloaded and installed without prior notice to you.

You acknowledge that Akili may establish general practices and limits concerning use of the Apps, including without limitation the maximum period of time that data or other content will be retained by the Apps, maximum usage times for the Apps, and maximum storage space that will be allotted on Akili’s servers on your behalf. You agree that Akili has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Apps. You acknowledge that Akili reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Akili reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

Any solicited or unsolicited feedback, suggestions, or comments that you share with us regarding Akili’s products or services are entirely voluntary and shall not be considered your confidential information. Akili will not be under any obligation to include any of your feedback in Akili’s products or services. You agree to and hereby grant to Akili a non-exclusive, worldwide, irrevocable, perpetual, royalty-free, fully paid up license in and to such feedback (including all intellectual property rights embodied by such feedback), and you agree and acknowledge that we may use such feedback in connection with our products or service offerings and/or analysis or development of our business, without any obligation by Akili.

You acknowledge that use of the Apps may count against your mobile device’s data plan. Standard data rates from your wireless provider may apply.

Each App is licensed, not sold, to you. Your license to each App is subject to your prior acceptance of this End User License Agreement (“EULA”). Your license to each App under this EULA is granted by Akili, not by Apple or Google (as applicable to your mobile device). Akili reserves all rights in and to the Apps not expressly granted to you under this EULA.

a. Scope of License: Akili grants to you a nontransferable license to use each App on any Apple or Android-branded products that you own or control and as permitted by these Terms of Use. The terms of this EULA will govern any content, materials, or services accessible from or purchased within each App as well as upgrades provided by Akili that replace or supplement the original version of each App, unless such upgrade is accompanied by a different EULA. Except as provided in these Terms of Use, you may not distribute or make an App available over a network where it could be used by multiple devices at the same time. You may not transfer, redistribute, or sublicense an App and, if you sell your mobile device to a third party, you must remove each App from the mobile device before doing so. You may not copy (except as permitted by these Terms of Use), reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of an App, any updates, or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with an App).

b. Consent to Use of Data: You agree that Akili may collect and use technical data and related information—including but not limited to technical information about your device, system, and application software, and peripherals—that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to an App. Akili may use this information, as long as it is in a form that does not personally identify you, to improve its products or to provide services or technologies to you.

c. Termination: This EULA is effective until terminated by you or Akili. Your rights under this EULA will terminate automatically if you fail to comply with any of its terms.

d. External Services: Each App may enable access to Akili’s and/or third-party services and websites (collectively and individually, "External Services"). You agree to use the External Services at your sole risk. Akili is not responsible for examining or evaluating the content or accuracy of any third-party External Services, and shall not be liable for any such third-party External Services. Data displayed by each App or any External Service, including but not limited to financial, medical, and location information, is for general informational purposes only and is not guaranteed by Akili or its agents. You will not use the External Services in any manner that is inconsistent with the terms of this EULA or that infringes the intellectual property rights of Akili or any third party. You agree not to use the External Services to harass, abuse, stalk, threaten, or defame any person or entity, and that Akili is not responsible for any such use. External Services may not be available in all languages or in your home country, and may not be appropriate or available for use in any particular location. To the extent you choose to use such External Services, you are solely responsible for compliance with any applicable laws. Akili reserves the right to change, suspend, remove, disable, or impose access restrictions or limits on any External Services at any time without notice or liability to you.

e. NO WARRANTY: YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF EACH APP IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH APP AND ANY SERVICES PERFORMED OR PROVIDED BY EACH APP ARE PROVIDED "AS IS" AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND AKILI HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO EACH APP AND ANY SERVICES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NONINFRINGEMENT OF THIRD-PARTY RIGHTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY AKILI OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD AN APP OR RELATED SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

f. LIMITATION OF LIABILITY: TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL AKILI BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE AN APP, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF AKILI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall Akili’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

g. You may not use or otherwise export or re-export an App except as authorized by United States law and the laws of the jurisdiction in which the App was obtained. In particular, but without limitation, an App may not be exported or re-exported (a) into any U.S.-embargoed countries or (b) to anyone on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By using an App, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture, or production of nuclear, missile, or chemical or biological weapons.

h. Each App and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.

i. Except to the extent expressly provided in this paragraph, this EULA and the relationship between you and Apple (if you use an App on an Apple device) shall be governed by the laws of the State of California, excluding its conflicts of law provisions. You and Apple (if you use an App on an Apple device) agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Clara, California, to resolve any dispute or claim arising from this Agreement and relating to that App. If: (a) you are not a U.S. citizen; (b) you do not reside in the U.S.; (c) you are not accessing an App from the U.S.; and (d) you are a citizen of one of the countries identified below, you hereby agree that any dispute or claim arising from this Agreement and relating to that App shall be governed by the applicable law set forth below, without regard to any conflict of law provisions, and you hereby irrevocably submit to the non-exclusive jurisdiction of the courts located in the state, province, or country identified below whose law governs: if you are a citizen of any European Union country or Switzerland, Norway, or Iceland, the governing law and forum shall be the laws and courts of your usual place of residence.

Specifically excluded from application to these Terms of Use is that law known as the United Nations Convention on the International Sale of Goods.

Other than as expressly set forth in these Terms of Use, Akili does not grant you any express or implied rights or licenses under any patents, trademarks, copyrights, or other proprietary or intellectual property rights.

Akili has the right to investigate violations of these Terms of Use and any conduct that affects an App. You agree that Akili may, in its sole discretion and without prior notice, terminate your access to an App and/or block your future access to an App for any or no reason in Akili’s sole discretion, including if Akili determines that you have violated these Terms of Use or other agreements or guidelines associated with your use of an App or Akili’s other products or services. Akili may consult with and disclose unlawful conduct to law enforcement authorities, and, pursuant to valid legal process, may cooperate with law enforcement authorities to prosecute users who violate the law. You also agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice and will cause irreparable harm to Akili for which monetary damages would be inadequate, and you consent to Akili obtaining any injunctive or equitable relief that Akili deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Akili may have at law or in equity.

Akili’s failure to terminate your access to an App in the event you breach these Terms of Use shall not be deemed to be a waiver of that specific or any other of Akili’s rights. Further, you agree that Akili will not be liable to you or any third party for any termination of your access to an App.

If you are blocked by Akili from accessing an App (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address).

If Akili takes any legal action against you due to your violation of these Terms of Use, Akili will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to Akili.

None of the Apps is intended to provide health or medical advice. Your use of an App does not create any patient relationship between you and Akili, nor should it be considered a replacement for consultation with a doctor or other healthcare professional. While Akili strives to provide helpful and accurate products and services, Akili nevertheless makes no endorsement, representation, or warranty of any kind about any App, or any content, information, services, or recommendations provided via any App.

Although Akili takes great care in the security and proper functionality of its products and services, neither Akili nor its suppliers or licensors, nor any other party involved in creating, producing, or delivering each App, promises: that each App or any content, service, or feature will be error-free, uninterrupted, or secure; that any defects will be corrected; or that your use of each App will provide specific results.

All information provided via each App, including as to pricing, features, and availability of products and services, is subject to change without notice. Accordingly, you should confirm the accuracy and completeness of all posted information before making any decision related to any services, products, or other matters described in each App or in other Akili products or materials.

YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF AN APP AND ANY LINKED PRODUCTS OR SERVICES. YOUR SOLE REMEDY AGAINST AKILI FOR DISSATISFACTION WITH AN APP OR ANY CONTENT PROVIDED VIA AN APP IS TO STOP USING SUCH APP OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN YOU AND AKILI.

You agree to indemnify and hold Akili, its existing and future officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries, and affiliates harmless from any demands, loss, liability, claims, or expenses (including attorneys’ fees) made against Akili due to or arising out of or in connection with your use of each App or your Visitor Content, as applicable, or your breach of any warranties made by you hereunder or your violation of any other provision of these Terms of Use. Akili reserves the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you agree to reasonably cooperate with Akili in asserting any available defenses.

You agree that all matters between you and Akili relating to your access to or use of each App, including all disputes, will be governed by the laws of the United States and by the laws of the Commonwealth of Massachusetts without regard to its conflicts of laws provisions. You agree to personal jurisdiction and venue in the applicable state and federal courts in Boston, Massachusetts, and you waive any objection to such jurisdiction or venue.

Any claim under these Terms of Use must be brought within one year after the cause of action arises, or you agree that such claim or cause of action is barred. The party prevailing in any dispute under these Terms of Use will be entitled to costs and attorneys’ fees.

Akili administers and operates the Apps from its locations in the United States. Each App is only available for download within the United States of America. Information available via the Apps may contain references to Akili products, programs, and services that are not available in your country. Such reference does not imply that Akili intends to make such products, programs, or services available in your country. Any offer on each App for any feature, product, or service is void where prohibited. If you choose to access an App from outside the United States, you are responsible for complying with applicable local laws. Certain text in each App may be available in languages other than English; any such translations are provided as a convenience, and Akili makes no representations or commitments regarding the accuracy or completeness of any such translation.

If a court or other tribunal of competent jurisdiction holds any of the provisions of these Terms of Use to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms of Use, so that these Terms of Use shall remain in full force and effect.

These Terms of Use and our Privacy Policy for the Apps constitute the entire agreement between you and Akili with regard to your use of each App, and any and all other written or oral agreements or understandings previously existing between you and Akili with respect to such use are hereby superseded and cancelled.

Akili’s failure to insist on or enforce strict performance of these Terms of Use shall not be construed as Akili’s waiver of any provision or any right it has to enforce these Terms of Use, nor shall any course of conduct between Akili and you or any other party be deemed to modify any provision of these Terms of Use. These Terms of Use shall not be interpreted or construed to confer any rights or remedies on any third parties. Akili customer service representatives are not authorized to modify any provision of these terms, either verbally or in writing.

You may not assign or transfer these Terms of Use, by operation of law or otherwise, without Akili’s prior written consent. Any attempt by you to assign or transfer these Terms of Use, without such consent, will be null and void. Akili may freely assign or transfer these Terms of Use without restriction. Subject to the foregoing, these Terms of Use will bind and inure to the benefit of the parties, their successors, and their permitted assigns.

If we materially change these Terms of Use, we will notify you by posting a notice on our website or notifying you via the email address you provided. Your continued use of an App following any notification of changes to these Terms of Use will mean that you accept and agree to the revised Terms of Use.