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Terms and Conditions

Last Updated: October 19, 2026

These Terms and Conditions (“Terms”) constitute a legally binding agreement between Silent Echo, LLC d/b/a Kaps (“Kaps”) and you regarding your use of the Kaps’ website, mobile application, and all services related thereto (collectively, the “Service(s)”).

By using the Services, and any content, materials, features, or functionality provided through the Services, or by clicking accept to agree to these Terms, you agree to be bound by the following Terms, our Privacy Policy, and any additional guidelines, terms, or rules (collectively, “Additional Terms”), which will be posted on the Website or otherwise made available through the Services in connection with such features. All such terms are hereby incorporated by reference into these Terms. Any new features or tools that are added to the current Services shall also be subject to the following terms.

PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS RELATING TO YOUR USE OF THE SERVICES.

Acceptance of Terms and Modifications

User Agreement: Kaps owns and operates the website https://kaps.fyi/ (the “Website”) that links to these Terms. By accessing or using the Services or by clicking accept to agree to the Terms when this option is made available to you, you acknowledge that you have the right, power, and legal capacity to accept these Terms and that you have read, understood, and agree to be bound by (a) these Terms and other policies in place relating to your use of the Website, and (b) all applicable laws and regulations governing your use of the Services. If you do not agree to these Terms, your sole remedy shall be to discontinue use of the Services.

Changes to Terms: Kaps reserves the right to modify these Terms from time to time, at any time, without prior notice. Any such changes shall take effect when posted on the Website. We will alert you of any changes by updating the “Last Updated” date of these Terms and/or by providing you notice at the email address associated with your account. It is your responsibility to periodically review these Terms to stay informed of any and all updates. Your continued use of the Services following any such change constitutes your continued acceptance and agreement to be bound by such change. If you object to any such changes, your sole recourse is to cease accessing and/or using the Services.

Kaps’ Services

Capsules: Kaps operates an online marketplace where users may purchase virtual mystery boxes (each, a “Capsule”) in order to reveal and collect various physical items (i.e., jewelry, clothing, accessories, leather goods, wallets, and/or other lifestyle items and merchandise) offered on the Website. Kaps offers a catalogue of Capsules across multiple price ranges and carrying varying items per rarity tier. The listed percentages associated with Capsule represent the likelihood of receiving an item of a specific rarity from the Capsule, and may vary on a per-Capsule basis. The listed percentages are subject to change in real time based on available inventory and/or other metrics conducted by the Website. For every Capsule, the combined percentages across all rarity tiers will always equal 100%.

Purchases: The purchase price of each Capsule shall be listed on the Website. In order to complete a purchase, a user must complete the sales process as instructed, including, without limitation, providing necessary payment information. Following purchase of a Capsule, the purchase price will be immediately credited from your account, and the item obtained will be revealed and a digital representation will be added to your account’s inventory for use as follows: (i) direct Kaps to deliver the item by submitting/confirming shipping details, which action is generally free although some items may carry an additional shipping charge, which amount shall be disclosed at time of purchase; (ii) remain stored as part of your inventory via digital representation (subject to Kaps’ inventory and storage limits set forth in these Terms), or (iii) sell back to Kaps for the fair market value of the item. Except as otherwise provided in these Terms, all purchases are final and non-refundable.

Fair Market Value: Kaps utilizes an internal proprietary system anchored to observable market data to determine the fair market value of each item included in, and the purchase price of, each Capsule and users are provided with the minimum and maximum potential value of each revealable item(s) at the point of sale.

Sales Terms and Requirements: By purchasing a Capsule, you acknowledge you are engaging in a bona fide sales transaction pursuant to these Terms and the sales terms relating to such Capsule as set forth on the Website. Notwithstanding, no sale reflecting transfer of ownership (including, without limitation, any applicable rights, title, or interest) in and to the physical item associated with the Capsule from Kaps to you shall have occurred until each of the following requirements have been satisfied: (i) you have provided necessary payment information for the purchase price, inclusive of all sales tax and/or other applicable fees relating to your purchase of the Capsule; (ii) you request the physical item be shipped to you and provide necessary shipping information; (iii) you have paid all shipping fees and/or other fees (as made known at the time of purchase) relating to the shipment of such item; (iv) the physical item is available to be shipped by Kaps; (v) your account has not been suspended or terminated, or otherwise found in violation of these Terms; (vi) you have satisfied all KYC and/or other requirements of Kaps’ and/or Kaps’ third-party vendors for the purpose of completing the transactions; and (vii) the packaged item is accepted by the carrier and properly addressed to you based upon the information provided by you in using the Services (each of the foregoing requirements collectively referred to herein as the “Sales Terms”). You acknowledge that unless and until the Sales Terms are satisfied (as determined in Kaps’ sole discretion): (1) you shall have no rights or title of ownership in and to the physical item as shown in your account inventory, and (2) any loss, damage, destruction, or other issue relating to the fulfillment of the item shall be solely remedied via Kaps’ crediting the fair market value of the physical item to your account.

Account Inventory and Returns: All items revealed following purchase of a Capsule will be virtually stored in your account inventory. Unless otherwise specifically set forth on the Website or included in the sales terms for such Capsule(s), you may store items in your account inventory for a maximum of 7 days (“Storage Window”). If you have not elected to ship the item and/or otherwise complied with the Sales Terms prior to the expiration of the Storage Window, such item(s) shall be returned to Kaps’ and, in exchange, Kaps will credit the fair market value of the item to your account. Kaps reserves the right, but is not obligated, to provide you prior notice before any such item(s) shall be deemed returned. Kaps may also offer you the option to return the item (on certain terms as offered by Kaps, as determined in its sole discretion) at any time prior to the expiration of the Storage Window. You acknowledge that all returns of any item(s) are final.

Shipping: You may ship any item(s) in your account inventory prior to the expiration of the Storage Window; provided, you acknowledged that all shipments shall be subject to your completion of the Sales Terms. You acknowledge that the risk of loss and title for items shall pass to you upon delivery of the item(s) to the carrier and that following Kaps’ providing of the item to the shipping service/courier, we are not responsible for any loss, theft, or damages resulting from your receipt or failure to receive such item(s) unless otherwise required by applicable law. Failure to notify Kaps of any shipping error or failure (including, lost or damaged items) within thirty (30) days of Kaps’ providing of the item to the shipping service/courier (as shown via Kaps’ delivery records) shall constitute your full acceptance of the shipment.

No Guarantee: All physical items are shipped “AS IS.” Kaps uses best efforts to ensure the colors, features, and/or other specifications regarding revealed item(s) are accurate and properly reflected in the digital representation added to your account’s inventory. Notwithstanding, you acknowledge that Kaps makes no guarantee that such digital representation’s colors, features, and/or other specifications will 100% match the colors, features, and/or other specifications of the physical item received.

Lost or Damaged Items: In the event any item requested for shipment is lost, stolen, damaged, or otherwise unavailable for shipment at the time of the request, Kaps may, in its sole discretion, either (i) purchase and ship an equivalent replacement item with materially similar characteristics, or (ii) credit your account an amount equal to the item’s fair market value at the time shipping is requested.

Modifications to Services: Kaps reserves the right to modify and/or discontinue the Services with or without notice, including, without limitation: (i) changing and/or revising Capsules (including, the items contained therein), (ii) eliminating or discontinuing any content or feature(s) provided on or by the Website, or (iii) changing terms of eligibility and/or any other requirements or guidelines governing your use of the Services. You agree that Kaps will not be liable to you or to any third party for any modification, suspension or discontinuance of the Services. All changes shall be effective immediately unless otherwise stated on the Website. Any use of the Website or any Services after such changes have gone into effect shall be deemed to constitute your acceptance of, and agreement to be bound by, such changes. If you object to any such changes, your sole recourse is to cease accessing and/or using the Services.

Accessing the Services

Eligibility: In order to use the Services, you must: (a) be a natural person at least 18 years of age, or the legal age of majority in jurisdiction, and capable of forming a binding contract; (b) be a legal resident of the United States with a United States address; (c) register an account on the Website; and (d) at all times abide by these Terms, and any other agreements regarding your use of the Website and/or Services. By using or accessing the Services, you represent and warrant that you have the right, authority, and capacity to enter into this agreement to abide by all these Terms.

Know Your Customer (KYC) Requirements: Kaps reserves the right, at any time, to request you to furnish us with proof of your identity, your age, your place of residence and/or other information required to verify your eligibility to access the Services (“KYC Requirements”). Your account may be suspended pending receipt of this information to verify your eligibility to use the Services. If, as determined in our sole discretion, Kaps is unable to verify your eligibility and/or your account is deemed to be in breach of any term within this section, all purchases and/or other transactions made or requested by you may be voided. You acknowledge that if Kaps determines that you do not meet the eligibility requirements, you are not eligible to use the Services and your account will be terminated.

Void Where Prohibited By Law: You agree to abide by all applicable laws in the jurisdiction where you are located while using the Services. You agree Kaps cannot be held liable if laws applicable to you restrict or prohibit your participation in any Services. Kaps makes no representations or warranties, express or implied, as to the lawfulness of your use of the Services, nor shall any person affiliated, or claiming affiliation, with Kaps have authority to make any such representations or warranties. USE OF THE SERVICES VOID WHERE PROHIBITED OR RESTRICTED BY LAW. If you open an account and/or participate in any Services offered on the Website while located in a prohibited jurisdiction, you may be in violation of the law of such jurisdiction and will be in violation of these Terms and subject to having your account suspended or terminated. In addition, and without limiting any rights or remedies available to Kaps, in the event of any violation of these Terms, all purchases and/or other transactions made or requested by you may be voided. It is your responsibility to determine whether the state, country, territory or jurisdiction in which you are located is a prohibited jurisdiction. Kaps reserves the right to monitor your location from which you access the Website and to restrict/block access from any prohibited jurisdiction at any time.

Accounts

Account Registration: You must register an account with Kaps in order to access the Services. You may establish only one account per person, and you must be of legal age in the jurisdiction in which you physically access the Services in order to create an account. In the event Kaps discovers that you have opened more than one account, Kaps reserves the right to: (i) suspend or terminate any or all of your accounts and prohibit you from further utilizing the Services, and (ii) terminate, withhold or void all purchases and/or other transactions made or associated with your account.

Account Information: You agree to provide and maintain true, accurate, current, and complete information about yourself as prompted by the registration form, including, but not limited to, your age, full name, residential address, payment information, and a valid email address. You represent and warrant that all registration and account information you supply to us is complete and accurate and will be kept up to date. You are responsible for maintaining the accuracy of this information. Should the registration information provided prove false or misleading, we may suspend or terminate your account.

Account Security: You are responsible for maintaining the confidentiality of your account and are fully responsible for any and all activities that occur under your account. You agree to notify Kaps via email at support@kaps.fyi of any unauthorized use of your account. You acknowledge that you are and remain fully liable for any actions taken with respect to your account, regardless of whether these actions were taken by you or an unauthorized third party that gained access to your account, and further acknowledge that Kaps will not be liable for any such losses you may incur due to the unauthorized use of your account.

Deleting Your Account: You may close your account at any time. You are responsible for requesting a withdrawal of all funds in your account and/or shipments of all inventory prior to deleting your account. You agree that any funds or inventory held in your account at the time of a deletion request will be transferred to Kaps at the time of such request in accordance with applicable law(s).

Termination or Suspension of Accounts: Kaps reserves the right to suspend your account for any period we see fit if we reasonably believe that your account is being used in violation of applicable law(s). Additionally, Kaps reserves the right to suspend or immediately terminate your account and/or take reasonable legal action if we reasonably believe that you (i) are engaging in fraud, (ii) are under the legal age in the jurisdiction in which you reside or access the Services, (iii) have provided incorrect and/or false information during registration of your account, (iv) have created multiple accounts, or (v) have otherwise committed a breach of these Terms. In the event of termination of your account, Kaps reserves the right to withhold or void all purchases and/or other transactions made or associated with your account.

Inactive Accounts: Kaps reserves the right to terminate inactive accounts. An inactive account means any account that has been inactive for greater than twenty-four (24) consecutive months or other period as required by applicable law. You will be notified via email to your email address associated with your account upon inactivation. Inactive account balances are subject to forfeiture and will be handled in accordance with applicable state laws.

Transactions and Fees

Payment Information: You may make purchases through your account upon the providing of necessary payment information in accordance with the methods provided on the Website. Kaps reserves the right to close your account if a purchase is charged back, or if it is determined that you have violated any of the Terms at the time of making a purchase.

Authorized User Required: You must be the authorized user of the payment method used to make purchases offered by the Services. Kaps is not liable for any loss caused by any unauthorized use of your credit card or other payment method by a third party in connection with the Services. Any attempt to defraud through the use of credit cards or other payment methods, failure to honor legitimate charges or requests for payment (including, without limitation, filing fraudulent chargeback claims), or any other violation of these Terms may result in immediate termination of your account and pursuit of civil litigation and/or criminal prosecution. You also confirm that you are authorized to use all funds you use with the Services, including to purchase Capsules or take part in any activity that earns a Reward.

Third Party Payment Processing: Kaps uses third-party electronic payment processors and financial institutions (“Payment Processor(s)”) to process payments. You irrevocably authorize us to instruct such Payment Processors to handle payments and you irrevocably agree that Kaps may give such instructions on your behalf in accordance with your requests as submitted through the Services. Notwithstanding, you acknowledge that the terms between you and the Payment Processor(s) are governed by a separate agreement between you and such Payment Processor(s) and are not subject to these Terms. It is your responsibility to review such Payment Processor(s) terms and/or customer agreements, and you agree that Kaps shall not be liable for any damages resulting from you and/or Kaps’ use of any Payment Processor(s).

Fees and Taxes: You agree to pay all applicable fees (including, shipping and handling) and charges related to each transaction you make through the Services. Kaps reserves the right to change or add other payment processing services at any time, which may be subject to additional terms or conditions. You are responsible for paying any and all taxes associated with any purchase and/or other transaction associated with your account.

Withdrawals: Funds credited to your account based on the return of any item(s) may be withdrawn in accordance with the methods offered by the Services, subject to your compliance with these Terms. You may not withdraw any funds unless your eligibility to use the Services has been verified. Withdrawals will be processed in accordance with the terms provided by the Payment Processor(s) and you understand that Kaps is not liable for any delay relating to the withdrawal process. Kaps reserves the right to set a maximum or minimum limit on the amount of withdrawable funds per request as determined in Kaps’ sole discretion. Kaps may send an IRS Form 1099-MISC or other appropriate form to any person who withdraws in excess of $2,000 (USD) in any given year.

Refund Policy: All purchases are final. Except as otherwise provided in these Terms, no refunds will be issued. Kaps reserves the rights to: (i) issue refunds following request received within thirty (30) days of the date of the transaction in the event any purchase is found to be fraudulent, made subject to error of the Services, or otherwise as determined in Kaps’ sole discretion, and (ii) limit, decline or cancel purchases in our sole discretion, at any time, including after acceptance, in which case Kaps will return any amounts already paid for such purchase(s).

Conditions of Use

Prohibited Conduct: Kaps reserves the right to investigate and take appropriate legal action against anyone who violates these Terms, including without limitation, suspending or terminating the account of the offending user and/or reporting the offending user to law enforcement authorities. You agree not to engage in any of the following activities regarding your use of the Services:

  • Submit false, misleading, or inaccurate personal information to create an account;
  • Engage in any type of fraud, including, but not limited to, unauthorized use of payment methods;
  • Tamper with the administration of the Services;
  • Utilize a virtual private network (VPN) to access the Services;
  • Disable, remove, circumvent, damage, or otherwise interfere with any features (security related or otherwise) relating to the Services;
  • Use a robot, spider, or scraping software or other automated means to access the Website or Services for any purpose;
  • Abuse or attempt to exploit any error relating to the Services;
  • Harass, intimidate, or threaten any Kaps’ employee, agent, or service provider engaged in providing any portion of Services;
  • Create or submit any unwanted email (“spam”) to other users;
  • Interfere with or disrupt the Service or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
  • Violate any applicable local, state, national or international law;
  • Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • Harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
  • Post or transmit, or cause to be posted or transmitted, any communication or solicitation designed to obtain private information from any user, including account and password information;
  • Promote any criminal/illegal activity;
  • Sell or transfer your account;
  • Post or transmit, or cause to be posted or transmitted, any content that is inappropriate, infringing, libelous, unlawful, or otherwise objectionable, as determined in the sole discretion of Kaps; or
  • Attempt to use the Services for any purpose other than for which Kaps makes the Services available.

Violation of our rules may result in the suspension or termination of your account and/or forfeiture of any purchases or other transactions associated with your account. Further, you acknowledge and agree that Kaps may remove any user content and terminate any Kaps account at any time upon receipt of such claims or allegations from authorities or other third parties. Any attempt by a participant or any other individual to deliberately damage or undermine the legitimate operations of the Services may be considered a violation of criminal and/or civil laws and Kaps reserves the right to seek damages and other remedies from such individual to the fullest extent available by law.

Release: By registering for an account, you agree that Kaps may publicly display your username and other information associated with your account, and hereby grant Kaps and its affiliates, suppliers, and licensors and licensees a perpetual, worldwide, royalty-free irrevocable, non-exclusive right and license to use your name, picture, voice, likeness, and/or biographical information relating to your account and to reproduce, modify, adapt, publish, publicly and digitally display, translate, create derivative works from, and/or distribute such materials or incorporate such materials into any form, medium, or technology, now known or later developed, throughout the world, and the right to copy, disclose, distribute, incorporate and otherwise use such material for any and all commercial or non-commercial purposes (including, without limitation, Kaps’ promotional, marketing or related purposes) without additional compensation.

Privacy Policy: Kaps reserves the right, and you grant Kaps the authority, to use and assign all information regarding your use of the Services and/or otherwise provided by you in any manner consistent with our Privacy Policy.

Errors: Kaps is not responsible for any incorrect, invalid, or incomplete information; human errors; technical malfunctions; failures including public utility or telephone outages; omissions, interruptions, deletions, or defects of any system or network, data, computer equipment, servers, providers, or software, including without limitation any injury or damage to any person’s device relating to or resulting from accessing the Services; inability to access the Services, or any web pages that are part of or related to the Services; theft, tampering, destruction or unauthorized access to, or alteration of, Services; data that is processed late or incorrectly or is incomplete or lost due to telephone, postal issues, computer or electronic malfunction or traffic congestion on telephone lines or transmission systems, or the Internet, or any service provider's facilities, or any phone site or website or for any other reason whatsoever; typographical, printing or other errors, or any combination thereof.

Account Ownership: You acknowledge that all accounts created for the purpose of using the Services shall be and remain the property of Kaps, and that your creation of an account does not grant you any ownership rights or other property interest relating thereto.

Promotional Activities

Rewards Programs: Kaps may offer rewards through the Services from time to time, such as points, credits, free Capsules, or other benefits (each, a “Reward”), for taking part in certain activities. These may include opening Capsules, completing goals, claiming a daily reward, or referring other users. Each Reward is governed by these Terms together with any rules or descriptions Kaps publishes for that Reward or its program, including in the Services. If those rules conflict with these Terms, the rules for that Reward govern that Reward.

Levels and Tiers: Some Rewards programs track your activity through experience points (“XP”), levels, and tiers. XP measures participation only; it is not a Reward and has no cash or other value. Reaching a level or tier may earn a Reward, such as a one-time bonus or a higher earning rate on future purchases, as described in the Services at the time. Kaps may change how XP is earned, the XP needed for any level or tier, and the benefits of each level or tier. Levels and tiers are a record of participation, are personal to your account, and are not property of any kind.

How Rewards Are Calculated: Earning rates, multipliers, thresholds, point costs, and any other figures Kaps provides about a Reward (together, “Reward Rates”) are subject to change. Unless Kaps states otherwise for a specific Reward, no Reward Rate is guaranteed to stay the same or remain available for any period of time. Kaps may raise, lower, add, or remove Reward Rates based on promotions, eligibility, account activity, or other factors it considers relevant. Any Reward amount shown before a Reward is credited to your account may be an estimate, and is final only once credited. Which Capsules can be redeemed with Rewards, and what each one costs in points, may also change.

Eligibility and Program Changes: To take part in a Rewards program, you may need to meet eligibility requirements, complete verification, and follow limits or other conditions Kaps sets, which may include expiration periods. To the extent permitted by law, and subject to the notice described under Expiration, Account Closure, and Program Changes below, Kaps may change, pause, end, revoke, or cancel any Reward, Rewards program, Reward Rate, or promotion at any time. This includes cases where Kaps reasonably believes there has been fraud, abuse, manipulation, a technical error, a breach of these Terms, or other improper activity. Except where the law requires otherwise or the rules for a specific Reward say otherwise, a Reward is not cash. It cannot be withdrawn, sold, or exchanged for cash, cannot be transferred to another person or account, and may be used only in the ways Kaps permits.

Capsules Obtained with Rewards: A Capsule obtained by redeeming a Reward (a “Reward Capsule”) is treated the same as a purchased Capsule. You may ship, keep in your inventory, or sell back to Kaps any item revealed from a Reward Capsule, as described under Kaps’ Services. Funds credited from selling back such an item are subject to the Withdrawals terms under Transactions and Fees. Reward Capsules do not earn Rewards unless the rules for a specific Reward say otherwise.

Reversals and Adjustments: If a transaction that earned a Reward is refunded, reversed, or charged back, or a Reward is issued in error, Kaps may remove that Reward from your balance. If the Reward has already been redeemed, Kaps may recover its value to the extent permitted by law, including by debiting funds in your account or voiding unshipped items obtained with it.

One Account: Rewards may be earned through only one account per person, as described under Accounts. Rewards earned through multiple, shared, or improperly created accounts may be forfeited, in addition to any other remedy available to Kaps under these Terms.

Expiration, Account Closure, and Program Changes: Unless the rules for a specific Reward say otherwise, points do not currently expire. Kaps may introduce or change an expiration period for unused points by giving you at least thirty (30) days’ notice, and any new expiration period will apply only from the date it takes effect. If Kaps ends a Rewards program, it will give at least thirty (30) days’ notice, during which you may redeem your remaining balance. Unredeemed Rewards are forfeited when your account is closed, deleted, or terminated.

Intellectual Property Rights

Service Content: All title, ownership and intellectual property rights in and to the Services, including, but not limited to, all proprietary information, copyrights, patents, trademarks, trade secrets, or other proprietary rights contained therein or provided therewith, are owned by Kaps (including, its licensors and/or licensees). You acknowledge and agree that the Services contain proprietary and confidential information that is protected by copyright and other intellectual property laws. Content relating to the Services is provided to you “AS IS” for your information and personal use only. While Kaps uses reasonable efforts to include accurate and up-to-date information, Kaps makes no warranties or representations as to its accuracy. Kaps assumes no liability or responsibility for any errors or omissions in the content shown on the Website.

Trademarks: The “Kaps” name and logo(s) are trademarks and service marks of Kaps. Other company, product, and service names and logos used and displayed via the Services may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Kaps. Nothing in these Terms or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Kaps’ or other party’s trademarks without our or such party’s prior written permission in each instance. Your misuse of any trademark(s) displayed on the Website, or any other content via the Services, is strictly prohibited.

License: Subject to your compliance with these Terms, Kaps grants you a limited, non-exclusive license to access and use the Services on your computer, tablet, smart phone or other device for your personal and non-commercial use only. No part of any material, content, intellectual property, or data provided by Kaps (collectively, “Service Content”) may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal use (but not for resale or redistribution). You acknowledge and agree that this license does not grant you the ability to reproduce, distribute, assign, sublicense, sell, prepare derivative works, or conduct any other such activity related to the Service Content, except as expressly provided by these Terms. Kaps reserves all rights in and to the Service Content not expressly granted to you under these Terms. You acknowledge and agree that your use of the Services does not grant you any ownership to any material, content, or data that you may access by or through your use of the Services.

User Content: You understand that all content created or otherwise provided by users of the Services (“User Content”), including, but not limited to, profile information and communications with other users, whether privately or publicly transmitted or made available, is the sole responsibility of the person posting such User Content. You acknowledge and agree that you are responsible for any User Content that you may create, post, share, transmit or otherwise make available via the Services. Kaps will not be responsible in any way for any User Content uploaded or otherwise provided via the Services. You acknowledge that Kaps may or may not pre-screen User Content, but that Kaps reserves the right to permanently remove User Content. You agree that you shall bear all the risks associated with your use of any User Content and you further acknowledge that you bear the sole risk for reliance on any User Content available on or through the Services. By submitting User Content, you hereby grant Kaps an irrevocable, fully-sublicensable, perpetual, worldwide, royalty-free, non-exclusive license to use, distribute, reproduce, modify, adapt, publish, broadcast, sell, translate, sublicense, and/or create derivative works of such User Content, without any notice or compensation to you or any other person (the “User Content License”). You confirm, represent, and warrant that you have all rights, power, and authority necessary to grant the User Content License and that any User Content you submit or otherwise post on the Website and/or via the Services is and shall be your own original work or work that you are authorized to supply. When you submit or post any User Content, you irrevocably and unconditionally waive all moral rights you may now or in the future have in any such User Content. Kaps disclaims all responsibility for any such User Content and for any losses or expenses resulting from the use or appearance of User Content on the Website.

User Interactions: You are solely responsible for your interactions with other users of the Services. We reserve the right, but are under no obligation, to monitor such interactions between you and other users of the Services. You acknowledge and expressly consent to the accessing, preserving, and disclosing of your account information and User Content if required to do so by law or upon Kaps’ good faith determination that such access, preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that any User Content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or security of the Services.

Submissions: You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Services (“Submissions”) provided by you to Kaps are non-confidential, and Kaps shall be entitled to the unrestricted use and dissemination of Submissions for any purpose, commercial or otherwise, without acknowledgement or compensation to you. Anything you transmit or post (including, Submissions or User Content) may be used by Kaps or its affiliates for any purpose, including, but not limited to, reproduction, disclosure, publication, broadcast, Website promotion, marketing and posting. Furthermore, Kaps is free to use any ideas, concepts, know-how or techniques contained in any communication you send to Kaps for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products or services using such information, without any additional compensation or other liability or obligation whatsoever to you.

DMCA Notification: If you believe that your copyright has been infringed, please provide a written notice meeting all of the requirements of the Digital Millennium Copyright Act (“DMCA”). Your notice should contain the following:

  • An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
  • A description of the copyrighted work or other intellectual property you claim has been infringed;
  • A clear description of where the material that you claim is infringing is located on the Service;
  • Your address, telephone number, and email address;
  • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  • A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Please send all notices to support@kaps.fyi.

Third-Party Websites

The Website and/or Services may include links to third-party websites or resources. You understand and agree that Kaps has no control over the availability of such third party websites or resources and is not liable for any content, products, services, or other materials on any third party website. You further acknowledge and agree that Kaps is not responsible or liable for any damage or loss caused or alleged to be caused by your use of or reliance on any such content, products, services, or materials of third party websites or resources. Any dealings you have with third parties while using the Website or Services are between you and such third party, and you agree that Kaps is not liable for any loss or claim that you may have against any such third party.

Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, release, and hold harmless Kaps, its licensors, licensees, and affiliates, and each of the foregoing’s respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, subsidiaries, successors, and assigns (collectively, “Indemnified Parties”) from and against any and all losses, third-party claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) (collectively, “Claims”) arising out of or relating to: (a) your breach of these Terms; (b) your use, access, or receipt of any Services in accordance with these Terms; (c) any acts you take or fail to take relating to your use of the Services; (d) the receipt, ownership, use or misuse of any item(s); and (e) claims based on publicity, defamation, or invasion of privacy. You agree that if any of the foregoing Indemnified Parties are the defendant, recipient, or target of a Claim, such Indemnified Party may take exclusive control of the defense or settlement of such claim made against them; provided, the foregoing shall not affect your duty to indemnify as set forth herein.

If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

Disclaimer of Warranties

KAPS DOES NOT WARRANT THAT YOUR USE OF THE SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, KAPS SPECIFICALLY DISCLAIMS SUCH WARRANTIES. YOU UNDERSTAND THAT BY USING THE SERVICES, YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICES. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, KAPS AND ITS AFFILIATED COMPANIES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND OTHER REPRESENTATIVES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND PERTAINING TO THE SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, SECURITY, ACCURACY, AVAILABILITY, USE OF REASONABLE CARE AND SKILL, AND NON-INFRINGEMENT, AS WELL AS WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, AND COURSE OF PERFORMANCE. KAPS MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR FREE OF VIRUSES OR BUGS, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, OR (IV) ANY ERRORS IN OR ON THE SERVICES WILL BE CORRECTED. ANY MATERIAL, CONTENT, OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED AND/OR USED THROUGH THE SERVICES IS DONE AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL, CONTENT OR INFORMATION. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM KAPS ON OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.

Limitation of Liability

YOU UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES WILL KAPS BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO LOST PROFITS, PROPERTY DAMAGE, LOSS OF GOODWILL, USE, DATA, OR OTHER TANGIBLE OR INTANGIBLE LOSSES OR ANY OTHER DAMAGES BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY RESULTING FROM USING THE SERVICES OR THE INABILITY TO USE THE SERVICES; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSION OR DATA; STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE OR SERVICES; OR ANY OTHER MATTER RELATING TO THE WEBSITE OR SERVICES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, KAPS’ LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT, IF ANY, PAID BY YOU TO KAPS PURSUANT TO YOUR USE OF THE SERVICES IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW, INCLUDING, TO THE EXTENT APPLICABLE, CALIFORNIA CIVIL CODE SECTION 1542, THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS.

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, OUR WARRANTIES AND LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

Dispute Resolution By Binding Arbitration

THIS AGREEMENT CONTAINS AN ARBITRATION PROVISION. YOU AGREE THAT IF WE CANNOT RESOLVE A DISPUTE, ALL DISPUTES ARISING UNDER THESE TERMS OR OTHERWISE RELATING TO YOUR USE OF THE SERVICES SHALL BE RESOLVED EXCLUSIVELY IN BINDING ARBITRATION. YOU ALSO AGREE THAT ENTERING INTO THIS AGREEMENT CONSTITUTES A WAIVER OF YOUR RIGHT TO A TRIAL BY JURY AND PARTICIPATION IN A CLASS ACTION LAWSUIT.

Initial Dispute Resolution: You may contact Kaps’ customer support via the Website or at support@kaps.fyi to address any concerns or questions you may have about the Services. The parties shall use their best efforts to resolve and settle any dispute, claim, question, disagreement, and engage in good faith negotiations, which shall be a condition to either party initiating legal action. If the parties do not reach an agreed upon solution within a period of 30 days following receipt of written notice, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below.

Arbitration Agreement: You agree that any and all disputes or claims that may arise between you and Kaps, including, without limitation, arising out of or relating to these Terms, your use of the Website and/or the Services, any advertising, or any and all other aspect of the relationship or transactions between us and/or otherwise relating to or arising from your use of the Services, shall be resolved exclusively through final and binding arbitration in accordance with the terms of this Arbitration Agreement. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute arising out of or relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including, but not limited to, any claim that all or any part of this Arbitration Agreement or the Terms is void or voidable, or whether a claim is subject to arbitration. You agree that by entering into these Terms, you and Kaps are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

Class Action Waiver: YOU AND KAPS AGREE THAT EACH OF US SHALL BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND KAPS AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).

Arbitration Procedures: Arbitration will be administered by the American Arbitration Association (“AAA”) under its rules and procedures, including the AAA’s Commercial Arbitration Rules (as applicable), excluding any rules or procedures governing or permitting class actions. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

Exceptions to Arbitration: Notwithstanding the foregoing arbitration provisions, in no event shall Kaps be precluded or delayed from seeking and obtaining temporary, preliminary and/or permanent injunctive relief, without the posting of any bond or proving of actual damages, against infringement or other violation of its claimed intellectual property rights in a court of appropriate jurisdiction.

Confidentiality: All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

Severability: If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection titled “Class Action Waiver” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified.

Right to Opt-Out: You have the right to opt-out and not be bound by the Arbitration Agreement and class action waiver provisions set forth above by sending notice of your decision to opt-out to support@kaps.fyi. The notice must be sent within 30 days of your registration of your account; otherwise you shall be bound to arbitrate disputes in accordance with the terms of the Arbitration Agreement. If you opt-out of these arbitration provisions, Kaps also will not be bound by them.

Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.

General

Entire Agreement: These Terms constitute the entire agreement between you and Kaps and govern your use of the Services, superseding any prior agreements between you and Kaps with respect to the Services or your use of the Website.

Governing Law: These Terms will be governed by the laws of the State of Delaware without regard to its conflict of law provisions.

No Waiver: The failure of Kaps to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

No Intended Third Party Beneficiaries: Nothing in these Terms shall create or confer any rights or other benefits in favor of any third parties except as specifically provided herein.

Relationship of the Parties: Nothing in these Terms shall create or be deemed to create a partnership, agency, trust arrangement, fiduciary relationship or joint venture between the parties.

No Endorsement: Unless otherwise stated, no individual, company, entity, or any brand associated with any such individual, company, or entity is associated with Kaps or in any way affiliated or associated with the Services.

Severability: If a court of competent jurisdiction deems any provision of these Terms invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.

Assignment: You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent, which may be withheld in our sole discretion. We may assign rights or delegate duties under these Terms to an affiliate, acquiring company, or subsidiary in our sole discretion. These Terms shall be binding on your successors, heirs, personal representatives, and permitted assigns.

Headings: The section titles in these Terms are for convenience only and have no legal or contractual effect.

Notices: Notices to you may be made via email associated with your account. Kaps may also provide notices to you of changes to these Terms or other matters by displaying notices or links to notices generally on the Website.

Force Majeure: Kaps shall not be liable for any failure, interruption, or delay in performing any Services and/or other obligations under these Terms where such failure or delay is caused by events beyond Kaps’ reasonable control, including, without limitation, acts of God, natural disasters, war, terrorism, pandemics, government actions, stoppage or postponement of Services, labor disputes, failures of technology or internet infrastructure, third-party provider outages and/or failure(s) to render appropriate services in furtherance of the Services, data breaches, and/or changes in laws or regulations that may materially affect Kaps’ ability to provide the Services as contemplated pursuant to these Terms.

Contact

Electronic Communication: You consent to receive notice via electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communication be in writing. You hereby agree to the electronic delivery of notices, policies, and records of transactions initiated or completed by us or via the Services. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature for delivery or retention of non-electronic records.

Contact Information: If you have any questions or concerns regarding these Terms, Website, or Services, please contact us at our address at 522 W Riverside Ave Ste N, Spokane, WA, 99201 or via email at support@kaps.fyi.