TERMS OF SERVICE

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Last Updated: July 1, 2025

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IMPORTANT NOTICE: PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY CLICKING "I ACCEPT," DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS. THESE TERMS CONTAIN A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER IN SECTION 17. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN SECTION 17, YOU AND DELUSIONAL ENTERTAINMENT AGREE THAT DISPUTES WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU WAIVE ANY RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.‍

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1. ACCEPTANCE OF TERMS AND OVERVIEW

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These Terms of Service ("Terms") constitute a legally binding contract between you ("User," "you," or "your") and Delusional Entertainment Inc., a Delaware corporation ("Delusional," "Company," "we," "us," or "our"), governing your access to and use of Joii, including our mobile applications, web applications, future wearable applications, websites (including www.joii.ai and all subdomains), and all associated content, features, functionalities, and services (collectively, the "Service").

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The Service provides an AI-powered conversational companion with persistent memory capabilities that remembers and learns from your interactions. By using the Service, you acknowledge that you are interacting with artificial intelligence technology, not a human being.

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If you do not agree to these Terms, you must not access or use the Service. Your continued use of the Service constitutes acceptance of these Terms and any updates.

2. CRITICAL HEALTH AND SAFETY DISCLAIMERS

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2.1 NOT A SUBSTITUTE FOR PROFESSIONAL SERVICES

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THE SERVICE IS PROVIDED FOR INFORMATIONAL AND ENTERTAINMENT PURPOSES ONLY. JOII IS NOT A LICENSED HEALTHCARE PROVIDER, MENTAL HEALTH PROFESSIONAL, THERAPIST, COUNSELOR, OR MEDICAL DEVICE. THE SERVICE DOES NOT PROVIDE:

Medical care, diagnosis, or treatment
Mental health services or therapy
Psychiatric or psychological counseling
Professional healthcare services of any kind
Legal, financial, or other professional advice

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NO DOCTOR-PATIENT, THERAPIST-CLIENT, OR OTHER PROFESSIONAL RELATIONSHIP IS CREATED THROUGH USE OF THE SERVICE.2.2 EMERGENCY SITUATIONS

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THE SERVICE IS NOT FOR EMERGENCIES. IN CASE OF EMERGENCY:

Medical Emergency: CALL 911 (or your local emergency number) IMMEDIATELY
Mental Health Crisis: CALL 988 (Suicide & Crisis Lifeline) or 1-800-273-8255 (National Suicide Prevention Lifeline)
International Crisis Lines: Visit findahelpline.com

If you are considering or committing suicide, self-harm, or feel you are a danger to yourself or others, you must:

DISCONTINUE USE OF THE SERVICE IMMEDIATELY
CALL 911 or appropriate emergency services
Seek immediate professional help

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2.3 AI TECHNOLOGY LIMITATIONS

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You acknowledge and understand that:

Joii is powered by artificial intelligence and machine learning technology
AI outputs are based on probabilistic reasoning and pattern recognition
Responses may be inaccurate, incomplete, misleading, or inappropriate
The AI cannot truly understand, empathize, or form genuine relationships
Technical errors, biases, or limitations may affect interactions
The Service should not be relied upon for important decisions

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3. ELIGIBILITY AND AGE REQUIREMENTS

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3.1 Age Restrictions

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YOU MUST BE AT LEAST 18 YEARS OF AGE TO USE THE SERVICE. The Service is not intended for, directed at, or designed for use by anyone under the age of 18. We do not knowingly collect personal information from users under 18 years of age.

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By using the Service, you represent and warrant that you are at least 18 years old. If you are under 18, YOU ARE NOT AUTHORIZED TO USE THE SERVICE, with or without registration.

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3.2 Age Verification

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We reserve the right to:

Implement age verification measures at any time
Request proof of age from any user
Immediately terminate accounts of users determined to be under 18
Delete all data associated with underage accounts
Report violations to appropriate authorities where required

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3.3 Parental Notice

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If you are a parent or guardian and believe your child under 18 has provided us with personal information or is using the Service, please contact us immediately at legal@joii.ai. We will promptly delete the account and all associated information.

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3.4 Capacity to Contract

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By using the Service, you represent and warrant that:

You are at least 18 years of age
You have the legal capacity to enter into binding contracts
You are not barred from using the Service under applicable law
You will comply with all applicable laws and regulations
All registration information you provide is accurate and current

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4. ACCOUNT REGISTRATION AND SECURITY4.1 Account Creation

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To access certain features, you must create an account. You agree to:

Provide accurate, current, and complete information
Maintain and promptly update your information
Not create accounts using false or misleading information
Not create multiple accounts to circumvent restrictions
Not share, sell, or transfer your account

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4.2 Account Security

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You are solely responsible for:

Maintaining the confidentiality of your login credentials
All activities that occur under your account
Immediately notifying us at security@joii.ai of any unauthorized use
Losses resulting from unauthorized account access due to your negligence

We reserve the right to suspend or terminate accounts that pose security risks.4.3 Account Termination

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We may immediately suspend or terminate your account without notice if:

You violate these Terms or any applicable laws
Your use poses risks to the Company, Service, or other users
Required by law enforcement or legal process
Your account remains inactive for extended periods
We discontinue the Service

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5. PERSISTENT MEMORY AND DATA COLLECTION

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5.1 Memory Feature Disclosure

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IMPORTANT: JOII'S CORE FEATURE IS PERSISTENT MEMORY. This means:

ALL conversations, interactions, and data you share are permanently stored
The AI remembers everything from all previous conversations
Your data is used to personalize future interactions
Information cannot be "forgotten" by the AI once shared
Deleted conversations may persist in AI training data

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5.2 Extensive Data Collection

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By using the Service, you acknowledge and consent that we collect:

All text, voice, image, and video inputs
Conversation content and context
Behavioral patterns and preferences
Device information and identifiers
Location data (if permitted)
Usage patterns and session data
Biometric data (voice patterns, writing style)

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5.3 Data Usage and AI Training

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Your data will be used to:

Provide and personalize the Service
Train and improve our AI models
Develop new features and services
Conduct research and analytics
Comply with legal obligations

You grant us a perpetual, irrevocable license to use anonymized conversation data for AI training purposes.

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6. SUBSCRIPTION TERMS AND PAYMENT

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6.1 Subscription Plans

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We offer various subscription tiers:

Free tier with limited features
Premium monthly/annual subscriptions
Lifetime access options

Current pricing is displayed in-app and on our website. All prices are in USD unless otherwise specified.

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6.2 Automatic Renewal

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SUBSCRIPTIONS AUTOMATICALLY RENEW. You authorize us to charge your payment method on a recurring basis until you cancel. To avoid charges, cancel before the renewal date.

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6.3 Payment Terms

All fees are due in advance
Prices include applicable taxes
We may change prices with 30 days' notice
Currency conversion fees may apply
Failed payments may result in service suspension

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6.4 Refunds

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ALL SALES ARE FINAL. Refunds are only provided:

As required by applicable law
For EU/UK residents exercising withdrawal rights within 14 days
At our sole discretion for technical issues

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7. USER CONTENT AND LICENSING

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7.1 Content Definitions

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"Input": Any content you provide to Joii (text, images, voice, etc.)
"Output": AI-generated responses based on your Input
"User Content": All Input and any other content you submit

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7.2 Your Rights

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You retain ownership of User Content you're legally entitled to own. However, you grant us an unlimited license as described below.

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7.3 License Grant to Delusional

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By submitting User Content, you grant Delusional a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sublicensable, transferable license to:

Use, reproduce, modify, adapt, publish, translate, distribute, and display your User Content
Create derivative works from your User Content
Use your User Content to train and improve AI models
Commercialize products or services incorporating learnings from your User Content
Share User Content with partners and service providers

This license survives account termination.

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7.4 Content Representations

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You represent and warrant that:

You own or have rights to all User Content you submit
Your User Content doesn't violate any laws or third-party rights
You have consent from any identifiable persons in your User Content
Your User Content is not confidential or sensitive personal data

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8. INTELLECTUAL PROPERTY RIGHTS

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8.1 Our Property

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The Service, including all technology, algorithms, models, designs, trademarks, and content, is owned by Delusional and protected by intellectual property laws. You may not:

Copy, modify, or reverse engineer any part of the Service
Extract or attempt to extract our AI models or algorithms
Use our trademarks without written permission
Remove proprietary notices
Create derivative works based on the Service

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9. PROHIBITED USES

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You agree NOT to:

Use the Service for any illegal purpose or to violate any laws
Upload content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable
Infringe any intellectual property or proprietary rights
Impersonate any person or entity or misrepresent your affiliation
Attempt to obtain sensitive personal information from the AI
Use the Service to develop competing products or services
Interfere with or disrupt the Service or servers
Use automated systems to access the Service (bots, scrapers, etc.)
Attempt to probe, scan, or test vulnerabilities
Encourage or enable others to violate these Terms
Use the Service in any way that could damage our reputation
Violate export control laws or regulations
Use the Service for commercial purposes without authorization
Attempt "jailbreaking" or manipulating the AI to bypass safety measures

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10. PRIVACY AND DATA PROTECTION

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10.1 Privacy Policy

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Your use is governed by our Privacy Policy [link], incorporated by reference. Key points:

We collect extensive data as described in Section 5
We use industry-standard security measures
We share data with service providers and partners
You have certain rights under GDPR, CCPA, and other laws

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10.2 International Data Transfer

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By using the Service, you consent to the transfer of your data to the United States and other countries where we operate, which may have different data protection laws than your jurisdiction.

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10.3 Data Security

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While we implement security measures, no system is completely secure. You acknowledge the inherent risks of providing personal information online.

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11. COMMUNICATIONS AND MARKETING

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11.1 Electronic Communications

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By using the Service, you consent to receiving electronic communications from us, including:

Service-related announcements
Marketing messages (unless you opt-out)
Security alerts
Terms and policy updates

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11.2 Text Messages

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YOU AGREE TO RECEIVE TEXT MESSAGES FROM US AT THE NUMBER PROVIDED. These may include:

Account verifications
Security codes
Service updates
Marketing messages (with opt-in)

Standard messaging rates apply. Text STOP to opt-out of marketing texts. Text STOPALL to opt-out of all texts (may affect Service functionality).

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11.3 Push Notifications

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The Service may send push notifications to your device. You can disable these in your device settings.

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12. DISCLAIMERS AND WARRANTIES

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12.1 "AS IS" SERVICE

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THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING:

MERCHANTABILITY
FITNESS FOR A PARTICULAR PURPOSE
TITLE AND NON-INFRINGEMENT
ACCURACY OR RELIABILITY OF AI OUTPUTS
UNINTERRUPTED OR ERROR-FREE OPERATION
SECURITY OR VIRUS-FREE OPERATION

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12.2 ASSUMPTION OF RISKS

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YOU ACKNOWLEDGE AND ASSUME ALL RISKS INCLUDING:

Emotional attachment or dependency on AI
Reliance on potentially inaccurate information
Privacy and security risks
Psychological effects of AI companionship
Technical failures or Service changes
Misunderstanding of AI limitations

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13. LIMITATION OF LIABILITY

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13.1 DISCLAIMER OF DAMAGES

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TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL DELUSIONAL OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES
PERSONAL INJURY OR EMOTIONAL DISTRESS
COST OF SUBSTITUTE SERVICES
ANY DAMAGES EXCEEDING THE GREATER OF $100 OR AMOUNTS PAID BY YOU IN THE PAST 12 MONTHS

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13.2 ESSENTIAL PURPOSE

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THESE LIMITATIONS APPLY EVEN IF:

WE KNEW OR SHOULD HAVE KNOWN OF POTENTIAL DAMAGES
ANY REMEDY FAILS ITS ESSENTIAL PURPOSE
YOU RELIED ON THE SERVICE OR AI OUTPUTS

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13.3 JURISDICTIONAL LIMITATIONS

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Some jurisdictions don't allow certain disclaimers or limitations. To the extent prohibited by law, these limitations may not apply to you.

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14. INDEMNIFICATION

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You agree to indemnify, defend, and hold harmless Delusional Entertainment and its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

Your use of the Service
Your User Content
Your violation of these Terms
Your violation of any third-party rights
Your violation of applicable laws
Any misrepresentation by you
Third-party access to your account due to your actions

We reserve the right to assume exclusive defense of any claim subject to indemnification.

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15. MENTAL HEALTH AND WELLBEING CONSIDERATIONS

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15.1 Wellbeing Monitoring

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We implement automated systems to:

Detect signs of crisis or self-harm
Provide automatic crisis resource referrals
Impose mandatory breaks for extended sessions
Monitor for concerning usage patterns
Restrict access when user safety is at risk
Flag potential underage users for verification

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15.2 Healthy Usage Guidelines

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We strongly recommend:

Limiting daily usage to reasonable periods
Maintaining real-world relationships and activities
Not using Joii as your primary emotional support
Taking regular breaks from the Service
Seeking human support for serious concerns

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15.3 No Therapeutic Benefit

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While some users report positive experiences, we make NO CLAIMS that the Service provides therapeutic benefits or can improve mental health conditions.

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16. EXPORT CONTROLS AND COMPLIANCE

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The Service is subject to U.S. export control laws. You may not use or access the Service if you are:

Located in a U.S. embargoed country
On any U.S. government prohibited party list
Engaged in activities related to weapons of mass destruction
In violation of any export control laws

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17. DISPUTE RESOLUTION AND ARBITRATION

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17.1 MANDATORY BINDING ARBITRATION

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ANY DISPUTE ARISING FROM THESE TERMS OR YOUR USE OF THE SERVICE WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION, NOT IN COURT. This includes disputes about:

The validity, enforceability, or scope of this arbitration agreement
Your relationship with Delusional
Any aspect of the Service
These Terms or any prior versions

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17.2 ARBITRATION PROCEDURES

Administrator: American Arbitration Association (AAA)
Rules: AAA Consumer Arbitration Rules
Location: Your county of residence or Delaware
Fees: We pay all fees for claims under $75,000
Award: Written, reasoned decision

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17.3 CLASS ACTION WAIVER

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YOU WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN CLASS, COLLECTIVE, OR REPRESENTATIVE ACTIONS. All disputes must be brought individually. If this waiver is found invalid, the entire arbitration provision is void.

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17.4 30-DAY OPT-OUT RIGHT

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You may opt out of arbitration by sending written notice within 30 days of first accepting these Terms to:

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Delusional Entertainment Inc.

Attn: Legal - Arbitration Opt-Out

75 W 71st Street, 1B, New York NY 10023

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17.5 EXCEPTIONS

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The following disputes are excluded from arbitration:

Small claims court actions
Injunctions for intellectual property violations
Disputes that cannot legally be arbitrated

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17.6 GOVERNING LAW

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These Terms are governed by Delaware law without regard to conflict of law principles. Any permitted court actions must be brought in Delaware courts.

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18. CHANGES TO TERMS AND SERVICE

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18.1 Modifications to Terms

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We may modify these Terms at any time. Material changes will be notified via:

Email to registered users
In-app notifications
Website notices

Continued use after changes constitutes acceptance. If you disagree with changes, stop using the Service.

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18.2 Service Changes

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We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time without notice or liability. This includes:

Removing or adding features
Changing AI behavior or capabilities
Modifying the memory system
Implementing usage limits

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19. GENERAL PROVISIONS

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19.1 Entire Agreement

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These Terms and incorporated policies constitute the entire agreement between you and Delusional Entertainment.

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19.2 Severability

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If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or if that's impossible, severed from these Terms.

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19.3 No Waiver

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Our failure to enforce any provision is not a waiver of our right to do so later.

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19.4 Assignment

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You may not assign these Terms. We may assign our rights to any successor.

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19.5 Force Majeure

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We're not liable for delays or failures due to causes beyond our reasonable control.

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19.6 Electronic Communications

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You consent to electronic communications and agree they satisfy legal writing requirements.

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19.7 Survival

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Provisions that by their nature should survive termination will survive, including intellectual property, indemnification, disclaimers, and dispute resolution.

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20. SPECIAL TERMS FOR MOBILE APPS

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20.1 Apple App Store

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For iOS users:

These Terms are between you and Delusional, not Apple
Apple has no obligation to provide support
Apple is not responsible for product claims
Apple is a third-party beneficiary with enforcement rights

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20.2 Google Play Store

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For Android users:

You must comply with Google Play's terms
Google is not responsible for the Service
Auto-renewal can be managed in Play Store settings

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21. CONTACT INFORMATION

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For questions about these Terms or the Service:

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Delusional Entertainment Inc.

Email: legal@joii.ai

Support: support@joii.ai

Address: 75 W 71st Street, 1B, New York NY 10023

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For privacy inquiries: privacy@joii.ai

For security issues: security@joii.ai

For press inquiries: press@joii.ai

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BY USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.

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