Hi5 Living End User License Agreement

Last updated: June 02, 2025

PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY BEFORE USING THE PRODUCT.

This End User License Agreement (“EULA”) is entered into by and between you (“You”) and Hi5 Living LLC, with address at: 131 Continental Drive, Suite 305, Newark, DE 19713, USA (“Licensor”).

This EULA is a legal agreement between You and the Licensor and governs Your use of the Licensor’s software/mobile application, namely “Hi5 Living” (‘Product”).

THE PRODUCT IS LICENSED TO YOU UNDER THIS EULA, NOT SOLD TO YOU. BY DOWNLOADING, INSTALLING OR OTHERWISE ACCESSING OR USING THE PRODUCT, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS EULA, THAT YOU UNDERSTAND IT, AND THAT YOU ACCEPT AND AGREE TO BE BOUND BY ITS TERMS. IF YOU ARE ACCEPTING THIS EULA ON BEHALF OF A COMPANY, ORGANIZATION, EDUCATIONAL INSTITUTION, OR AGENCY AS ITS AUTHORIZED LEGAL REPRESENTATIVE, THEN YOU REPRESENT AND WARRANT THAT YOU HAVE THE POWER AND AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS, AND REFERENCES TO “YOU” HEREIN REFER TO BOTH YOU, THE INDIVIDUAL END USER, AND THE ENTITY ON WHOSE BEHALF YOU ARE ACCEPTING THIS EULA.

If You do not agree to the terms and conditions of this EULA, You are not authorized to install or otherwise use the Product for any purpose whatsoever.

1. License. Subject to Your compliance with this EULA, Licensor grants You a limited, non-exclusive, worldwide, royalty-free, revocable, non-transferable and non-sublicensable license to use the Product and to download and install a copy of the Product on a device that you own and control. You are not permitted to duplicate, translate, reproduce, modify, adapt, sell or lease the Product, any elements of the Product or its components; You may not copy, reverse engineer, disassemble, retrieve, decompile the source code of the Product, or create the derivative works of the Product. You agree that this EULA may be terminated by Licensor if You violate any of the provisions of this EULA. This EULA is a non-exclusive arrangement. There is no prohibition or restriction on Licensor to provide same or similar rights as set out in this EULA to any other person.
2. Intellectual Property Rights. You acknowledge and agree that Licensor owns all legal right, title and interest in the Product including but not limited to any ideas, concepts, inventions, systems, platforms, interfaces, tools, utilities, user interface, algorithms, logic, formulae, scripts, workflows, processes, software, methodologies, databases know-how, trade secrets, and other technology and information including any and all intellectual property rights that exist therein, whether registered or not, and wherever in the world they may exist. Further, You hereby acknowledge and agree that the right, title and interest in the Product and in any modifications made to the Product are the property of, and are retained by, Licensor and its licensors.

All product names, logos, and trademarks referred to in this EULA, the Product and the documentation thereto shall belong to their owners and have been used here in accordance with the provisions of applicable laws. The trademark "Hi5 Living" belongs to Licensor and/or its licensors. Nothing in this EULA shall be construed under any circumstances as direct or indirect provision of a license or right to use the trademarks, logos or service marks used herein. Any unauthorized use of these trademarks, logos or service marks without the written permission of their owners is strictly prohibited.

3. Product Updates and Support Limitations. You acknowledge and agree that Licensor may vary, update or discontinue Product, Product versions, Product features, Product support from time to time for reasons including but not limited to changes in demand, and technology. Licensor recommends that You always use the latest Product or Product version as applicable. You acknowledge that neither Apple (for Product downloaded through iOS) nor Google (for Product downloaded through Google) has an obligation to furnish any maintenance or support services in connection with the Product.
4. Consent to In-App Electronic Communications. By using the Product, You consent to receive in-app notifications. You may opt-out of receiving these in-app notifications by changing the setting of the Product on Your device. However, opting out may impact your use of the Product, including but not limited to access to certain notifications critical to the Product's operation.
5. Data Protection. Your privacy and the protection of personal data are very important to Licensor. For a detailed description please see Privacy Policy at https://www.hi5living.com . Licensor does not verify, monitor, or bear any responsibility for the content of Your files. In case You provide Licensor with any content (including Your personal data), such is processed in accordance with the Privacy Policy.
6. Feedback. Licensor welcomes Your ideas, suggestions, concepts, or proposals relating to Licensor’s products or business (“Feedback”). However, if You provide Feedback to Licensor, You grant Licensor a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense, under any and all intellectual property rights that You own or control to use, copy, modify, create derivative works based upon, combining the Feedback with other materials and/or products, distribute copies of, publicly perform, publicly display and otherwise exploit such Feedback, in whole or in part, for any purpose. All Feedback shall be deemed non-confidential to You. You understand and agree that Licensor is not required to make any use of any Feedback that You provide, and if Licensor does, that Licensor is not required to credit or compensate You for Your contribution. You represent and warrant that You have rights in any Feedback that You provide to Licensor sufficient to grant Licensors and other affected parties the rights described above, including, without limitation, intellectual property rights or rights of publicity or privacy.
7. User Responsibility for Password Security.The Product features two-key data protection: password (created by You) and secret key (generated automatically). You acknowledge that You are solely responsible for maintaining the confidentiality and security of Your password and secret key. This includes but is not limited to: i) choosing a strong password that is sufficiently complex and unique, ii) ensuring that Your password and secret key are not shared with others or disclosed in any manner. Any references made by the Licensor regarding the strength or weakness of Your selected password are intended solely as helpful advice and based on the industry best practices. Such references should not be construed as definitive assessments of Your password's security or its effectiveness in preventing unauthorized access by malicious parties. It is Your sole responsibility to conduct thorough research and exercise sound judgment when determining the level of security necessary to protect Your confidential data. You agree to implement strategies to ensure that Your password is both memorable and secure. The Licensor does not store or have access to Your password, and therefore cannot assist You in updating Your password or recalling it. A “Recovery File” containing Your password and secret key, will be created when You start using the Product. You can use Recovery File to log into the Product if you forgot Your password or Your secret key. YOU AGREE AND UNDERSTAND, THAT IF YOU FORGOT YOUR PASSWORD AND/OR SECRET KEY AND LOST YOUR "RECOVERY FILE", YOU WILL NOT BE ABLE TO LOG INTO THE PRODUCT, AND YOUR FILES CANNOT BE RESTORED.

While the Licensor employs reasonable security measures, You acknowledge that no system is entirely secure. By accepting this EULA, You agree to assume all risks associated with the management of Your password, secret key and “Recovery File”. You further agree to indemnify and hold harmless the Licensor from any claims, losses, damages, costs, or expenses arising from any security breaches or unauthorized access to Your data under any circumstances and/or Your failure to comply with the security obligations under this Clause 7.

8. NO WARRANTY AND LIMITATION OF LIABILITY. YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE PRODUCT IS AT YOUR SOLE RISK AND THAT THE PRODUCT IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY WARRANTY FOR MERCHANTABILITY OR FITNESS FOR PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LICENSOR AND ITS FOUNDERS, SHAREHOLDERS, EXECUTIVES, EMPLOYEES, THIRD-PARTY LICENSORS, SUPPLIERS CONTRIBUTORS OF CERTAIN INCLUDED SOFTWARE, AGENTS AND PARTNERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE PRODUCT, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, AND RELATED CONTENT ARISING OUT OF THE USE OF THE PRODUCT, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OF LICENSOR OR ANY SUPPLIER, AND EVEN IF LICENSOR OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, LICENSOR’S LIABILITY FOR CLAIMS, COSTS, LOSSES, DAMAGES OF ANY KIND OR ANY OTHER CAUSE, INCLUDING BUT NOT LIMITED TO LIABILITY FOR ANY FUNDAMENTAL BREACH OF THIS EULA AND REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED FIFTY US DOLLARS ($50.00) OR ITS LOCAL CURRENCY EQUIVALENT. WITHOUT LIMITATION TO THE FOREGOING, LICENSOR DOES NOT WARRANT OR REPRESENT THAT (i) THE PRODUCT WILL MEET YOUR REQUIREMENTS, (ii) THE OPERATION OF THE PRODUCT WILL BE ERROR FREE OR UNINTERRUPTED. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOU SHALL BE SOLELY RESPONSIBLE FOR PROPER BACK-UP OF ALL DATA AND THAT YOU SHALL TAKE APPROPRIATE MEASURES TO PROTECT SUCH DATA. LICENSOR AND ITS THIRD PARTY LICENSORS ASSUME NO LIABILITY OR RESPONSIBILITY WHATSOEVER IF DATA IS LOST OR CORRUPTED.
9. Third-Party Links. The Product may contain links to websites and content owned/or operated by third parties. Such links and content are provided for informational purposes only. Licensor is not responsible for any such third-party websites and content and do not have control over them. Licensor disclaims any and all representations and warranties, express, implied or statutory, with respect to any and all such third-party services or content, including without limitation, any warranties of merchantability, fitness for a particular purpose, system integration, data accuracy, title, non-infringement. When You use a third-party software/service, You will be subject to its terms and licenses (if applicable) and You agree to comply with such third party provider’s terms of software/service and that the third-party provider is solely responsible for delivery of its service(s) to You and Your use of them.
10. Age Eligibility. The Product is offered and available to users who are 13 years of age or older. By using the Product, You represent and warrant that You are of legal age to form a binding agreement with the Licensor and meet all of the foregoing eligibility requirements. If you are considered a minor in your country, your parent or guardian must review and agree to be bound by this EULA on your behalf and must supervise Your use of the Product. If You do not meet all of these requirements, You must not use the Product.
11. Waiver of rights and obligations. No breach or obligation of a party shall be waived by any act, omission or knowledge of a party, except by an instrument in writing expressly waiving such breach or obligation and signed by a duly authorized representative of the waiving party. Any waiver on one occasion shall not constitute a waiver on subsequent occasions. The failure of Licensor to insist upon or enforce strict performance by You of any provision of this EULA or to exercise any right under this EULA shall not be construed as a waiver or relinquishment to any extent of Licensor's right to assert or rely upon any such provision or right in that or any other instance; rather, the same shall be and remain in full force and effect.
12. Force Majeure. Licensor shall not be liable for any failure to perform its obligations under this EULA because of circumstances beyond the control of Licensor (Force Majeure), which such circumstances shall include (without limitation) natural disaster, terrorism, riot, sabotage, labor disputes, war, any acts or omissions of any government or governmental authority, declarations of governments, laws, court orders, rejection of domain name by a registration company, transportation delays, power failure, computer failure, failure of Your computer system, network problems or telecommunications failure.
13. Amendments to EULA. Licensor may amend the terms and conditions of this EULA and/or any documents and policies referenced herein at any time, including without limitation by posting revised terms and conditions on its website at https://www.hi5living.com. Such amended terms and conditions shall be binding upon You with effect from the date of such change. You agree to review these changes periodically to remain informed. For the avoidance of doubt, such amended terms and conditions shall supersede any prior version of EULA.
14. Assignment. You may not assign, sub-license, sub-contract or otherwise transfer or deal in any of Your rights or obligations under this EULA without our prior written consent of Licensor. Except as permitted by the foregoing, any attempted assignment or delegation shall be null, void, and of no effect. Licensor may in its sole discretion assign, novate, subcontract or otherwise transfer any of its rights or obligations to any third party.
15. Third-party rights. Unless otherwise stated in this EULA a person or entity which is not a party to this EULA has no right to enforce any term or condition of this EULA, and the parties to this EULA do not intend that any third party rights are created by this EULA.
16. Third Party Beneficiaries. You acknowledge and agree that Apple and Google are third party beneficiaries of this EULA, and that when you accept the terms and conditions of this EULA, Apple and/or Google will have the right (and will be deemed to have accepted the right) to enforce this EULA against you as a third party beneficiary thereof.

If the Product that You use is an application downloaded from Apple App Store (“Apple Application”):

a) the license granted to You for the Apple Application under the terms of this EULA is additionally limited to a non-transferable license to use the Apple Application on any Apple-branded Products that You own or control and as permitted by the “Usage Rules” set forth in the “App Store Terms of Service”, except that such Apple Application may be accessed and used by other accounts associated with You as a purchaser via “Family Sharing” or volume purchasing;

b) Licensor and You acknowledge and agree that: i) Apple Inc. (“Apple”) has no obligation at all to provide any support or maintenance services in relation to the Apple Application. If You have any maintenance or support questions in relation to the Apple Application, please contact Licensor, not Apple, using the contact details in this EULA;

ii) although this EULA is entered between Licensor and You (and not Apple), Apple and Apple’s subsidiaries are third party beneficiaries of the EULA, and that, upon Your acceptance of the terms and conditions of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce the EULA against You as a third party beneficiary thereof; iii) in the event of any third party claim that the Apple Application or Your possession and use of that Apple Application infringes that third party’s intellectual property rights, Licensor, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim; and iv) this EULA is concluded between Licensor and You only, and not with Apple, and Licensor, not Apple, are solely responsible for the Apple Application and the content thereof. This EULA may not provide for usage rules for Apple Applications that are in conflict with the actual “App Store Terms of Service”;

c) Licensor and You also acknowledge and agree that except as otherwise expressly set out in this EULA, Licensor, not Apple, is responsible for addressing any claims from You or any third party relating to the Apple Application or Your possession and/or use of that Apple Application, including, but not limited to: (i) product liability claims; (ii) any claim that Apple Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation; In the event of any conflict between the provisions of this Clause 16 and the provisions of any Clauses of this EULA, the provisions of this Clause 16 shall prevail.

17. Legal Compliance. You hereby agree that (i) You will comply with all applicable laws, regulations, statutes, prohibitions, or wider measures applicable to Product and/or to either party relating to the adoption, application, implementation, and enforcement of economic sanctions, export controls, trade embargoes or any other restrictive measures (“Sanctions and Export Control Laws”), (ii) You are solely responsible for ensuring that the Product is used only in accordance with all applicable Sanctions and Export Control Laws. You warrant that its use and possession of the Product is and will continue to be in accordance with all other applicable laws and regulations. In particular, but without limitation, the Product 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 the Product, 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 the Product 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. Any breach or suspended breach of this Clause 17 by You shall be a material breach incapable of remedy entitling Licensor to terminate this EULA immediately upon notice to You. In addition, You agree (to the extent permitted by applicable law, and without waiver of Your constitutional, statutory, or other immunities, if any) to indemnify and hold Licensor harmless from and against any claim, proceeding, loss, liability, cost or damage suffered or incurred by Licensor resulting from or related to Your violation of this Clause 17.
18. Severability. If any provision of this EULA is determined to be invalid or unenforceable under applicable law, the provision shall be amended and interpreted by an arbitrator or court of competent jurisdiction to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions of this EULA shall continue in full force and effect.
19. Entire Agreement. This EULA and any other document or information referred to in this EULA constitute the entire and exclusive understanding between You and Licensor regarding the Product and supersede any and all prior and contemporaneous proposals, negotiations, correspondence and agreements, written or oral, between You and Licensor. No representation, promise, inducement or statement of intention has been made by Licensor which is not embodied herein. Any additional or conflicting terms proposed by You in any request for proposal, acknowledgement, or other writing shall not be binding on Licensor, and are hereby objected to and expressly rejected.
20. Duration and termination. This EULA shall remain in force until the termination of this EULA in accordance with the terms and conditions herein. This EULA and Your rights under it will terminate immediately if You breach any of the terms and conditions of this EULA. The following Clauses of the EULA shall survive termination: 2 (Intellectual Property Rights), 5 (Feedback), 6 (No warranty and limitation of liability), 8 (Third Party Links), 15 (Third party rights), 16 (Third Party Beneficiaries), 17 (Legal Compliance), 22 (Governing Law), 23 (Injunctive Relief).
21. Governing Language. The English language version of this EULA shall be controlling in all respects and shall prevail in case of any inconsistencies with translated versions, if any.
22. Governing Law. This EULA shall be interpreted, construed and enforced in all respects in accordance with the laws of Delaware. Each party irrevocably consents and submits to the exclusive jurisdiction of the courts of Delaware, in connection with any action to enforce the provisions of this EULA, to recover damages or other relief for breach or default under this EULA, or otherwise arising under or by reason of this EULA. Nothing in this Clause 22 shall limit the right of Licensor to initiate proceedings against You in any court of competent jurisdiction where deemed necessary by Licensor to (i) protect its confidential information, (ii) protect its intellectual property rights.
23. Injunctive Relief. If You breach the EULA, the Licensor may suffer irreparable harm, and monetary damages may be inadequate to compensate the Licensor. Accordingly, the Licensor may, in addition to any other remedies available, seek injunctive or other equitable relief in response to any such breach.
24. Information accuracy. The information and statements provided by Licensor regarding the Product and posted on the website, in the App, and through various media channels, are presented without warranty as to their accuracy or completeness as of the date of publication. Licensor reserves the right to amend or update any information at its discretion. The Licensor shall not be held liable for any discrepancies between past statements and current offerings.
25. Notices. Any notices required to be given to Licensor or any questions concerning this EULA, or any questions, complains or claims, should be addressed through a dedicated form on Licensor’s website at https://www.hi5living.com/contact-us.