Vestimae

Terms of Use

VESTIMAE CORPORATION

Last updated: August 24, 2026

Terms of Use ("Terms") form a binding contract between you ("you", "your") and Vestimae Corporation a Florida corporation with its principal place of business at ("Vestimae", "we", "us", "our"). They govern your access to and use of the Vestimae website, applications, APIs, dashboards, reports, and any other services we make available (collectively, the "Service"). By creating an account, checking an "I agree" box, clicking a "Sign up", "Continue", or similar button, or otherwise accessing or using the Service, you agree to these Terms and to our Privacy Notice, which is incorporated by reference. If you do not agree, do not access or use the Service.

IMPORTANT: Section 25 contains a binding arbitration clause and a class-action waiver that affect how disputes between you and Vestimae are resolved. Please read Section 25 carefully.

1. What Vestimae Is (and Is Not)

Vestimae is a software platform intended for informational purposes that helps users underwrite, analyze, and evaluate real-estate opportunities using automated calculations, third-party data feeds, and artificial-intelligence models. Depending on the product, plan, or feature selected, the Service may include other tools, analyses, reports, or functionality that Vestimae may offer from time to time. The availability and functionality of the Service may vary by subscription tier, transaction, customer type, geographic area, or other criteria determined by Vestimae.

Vestimae is a software tool. Vestimae is not, and does not act as:

Any output produced or displayed by the Service — including but not limited to property values, "OC-Scores", scores of any kind, rent estimates, comparable-sales data, cash-flow projections, renovation-cost estimates, tax estimates, cap-rate calculations, market analyses, AI-generated commentary, alerts, and reports — is an automated estimate for informational purposes only. It is not an appraisal (as defined by Uniform Standards of Professional Appraisal Practice (USPAP or any applicable appraisal standard), a broker’s opinion of value, a professional recommendation, an offer, or advice of any kind, and it is not an Automated Valuation Model (AVM) for purposes of any AVM quality-control regulation. Estimates may be materially incorrect. You must independently verify every figure and consult appropriately licensed professionals (broker, appraiser, mortgage adviser, attorney, accountant, tax adviser) before making any real-estate, financial, tax, legal, or insurance decision.

2. Geographic Availability, Eligibility, Accounts, and Consent to Electronic Records

Geographic Availability. The Service is intended for users around the world but currently analyzes only properties located in the United States. Vestimae may expand the Service to additional jurisdictions in the future, and availability of particular features, data sets, analyses, reports, or functionality may vary based on location. You are solely responsible for determining whether your use of the Service complies with all laws and regulations applicable to you and to any property, investment, transaction, or activity you evaluate using the Service. Vestimae does not represent or warrant that the Service is appropriate, available, accurate, or legally compliant for use in any jurisdiction outside the geographic areas expressly supported by Vestimae.

Eligibility. You must be at least 18 years old and legally capable of forming a binding contract to use the Service. If you are under 18, do not use the Service or create an account. If we learn we have collected personal data from a child under 13 without appropriate parental consent, as required by the Children’s Online Privacy Protection Act (COPPA), we will delete it. By accessing or using the Service, you represent and warrant that you have the legal capacity to enter into these Terms, are not prohibited from using the Service under applicable law, and, if you are using the Service on behalf of a company, partnership, investment entity, government agency, brokerage, employer, or other organization, have authority to bind that organization to these Terms. If you use the Service on behalf of an organization, references to “you” and “your” include both you and that organization.

Accuracy. When you register, you agree to provide accurate, current, and complete information, and to keep it up to date. Providing false information is a material breach of these Terms.

Account security. You are solely responsible for maintaining the confidentiality of your credentials and for all activity under your account. You must not share your account with any other person and must not create more than one account for yourself. Notify us at info@vestimae.com immediately if you suspect any unauthorized access.

Consent to electronic records. You consent to receive all communications, notices, disclosures, agreements, receipts, and other records from us in electronic form (by email, in-Service notification, or by posting on the Service), and you agree that this electronic form satisfies any legal requirement that such communications be in writing, consistent with the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN Act) and applicable state law. You may withdraw this consent by closing your account.

No professional use unless authorized. Unless you have a separate written agreement with us permitting professional or client-facing use, you may use the Service only for your own personal or internal business analysis, not to provide services to third parties.

3. Team and Organization Accounts

If you create or are added to a Team, Organization, or other multi-user account (a "Team Account"), the following additional terms apply:

Contracting party. The entity that pays for the Team Account — not any individual seat-holder — is the party contracting with us for that Team Account, and is responsible for all fees, for all of its users’ compliance with these Terms, and for all data associated with the Team Account.

Administrators. The person(s) designated as account administrator(s) may add, remove, and manage the permissions of individual users, and may access, export, or delete data created by any user under the Team Account, including after that user’s access is removed.

Departing users. If an individual user’s access to a Team Account is removed (for example, because they leave the paying organization), the analyses, dashboards, and other data they created under the Team Account remain the property of, and accessible to, the Team Account and its administrators, not the individual former user.

Disputes between a Team Account and its users. We are not a party to, and are not responsible for resolving, disputes between a Team Account (or its administrators) and its individual users over access, data, or billing.

4. License to Use the Service

Subject to your compliance with these Terms and payment of any applicable fees, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service. All rights not expressly granted are reserved by us and our licensors. These Terms grant you no ownership interest in the Service.

API access. If your plan includes API access, you are solely responsible for keeping your API keys confidential and must notify us immediately at info@vestimae.com if a key is compromised. API usage is subject to rate limits that we may change with reasonable notice. We do not guarantee backward compatibility between API versions; where practicable we will give reasonable advance notice of breaking changes. We may suspend or revoke an API key immediately, without the cure period described in Section 18, if we reasonably believe it is being abused, poses a security risk, or is associated with a non-paying account.

5. Acceptable Use; Prohibited Uses

You agree not to, and not to permit or encourage any third party to:

We may investigate and take any action we consider appropriate against violations, including warning, suspending, or terminating accounts, removing content, cooperating with law-enforcement authorities, and pursuing civil or criminal remedies. We may do so without notice.

6. Fair Housing and Anti-Discrimination

You agree to use the Service in full compliance with all applicable fair-housing, anti-discrimination, and equal-opportunity laws, including the U.S. Fair Housing Act (FHA) and the U.S. Equal Credit Opportunity Act (ECOA), and any equivalent state or local law.

You may not use the Service to:

You are solely responsible for ensuring your use of any Service output complies with fair-housing and anti-discrimination law. We disclaim all liability for your discriminatory use of the Service.

7. Fees, Subscriptions, Usage Limits, and Taxes

Fees. Some features of the Service require payment. All fees are stated in U.S. dollars in the Service at the time of purchase, are exclusive of applicable taxes, and — unless expressly stated otherwise or required by law — are non-refundable. The issuance of a refund or credit in one instance does not create an obligation to provide the same treatment in another instance.

Subscriptions. If you purchase a recurring subscription, you authorize us and our payment processor to charge your payment method automatically at the beginning of each billing period until you cancel. You may cancel at any time from your account settings; cancellation takes effect at the end of the then-current billing period, and you retain access until then. We do not offer pro-rata refunds for partial periods.

Price changes. We may change subscription prices with at least 30 days’ prior notice. If you do not accept the new price, you may cancel before it takes effect.

Usage limits. Your plan may include a monthly or other periodic limit on the number of analyses, reports, or other usage (a "Quota"). We display your Quota and current usage in the Service. If you exceed your Quota, we may, at our discretion, block further usage until your next billing period, prompt you to upgrade, or bill you for overage at our then-current rates. We may change Quotas prospectively with reasonable notice.

Non-payment. If a payment fails, we may retry the charge, suspend or downgrade your access to paid features, and/or terminate your subscription, in each case with notice to the email address on your account.

Taxes. You are responsible for all applicable sales, use, transaction, excise, value-added, and similar taxes, fees, or governmental charges arising from your purchase or use of the Service, except for taxes imposed on Vestimae based on its net income. Where required by applicable law, Vestimae may calculate, collect, and remit applicable taxes, which will be charged to you in addition to the applicable fees.

Payment processors. Payments are processed by third-party processors (currently Stripe, Inc.). Your use of a payment processor is subject to its own terms of service and privacy policy, and we are not responsible for its acts or omissions.

8. Third-Party Data and Services

The Service incorporates, displays, transforms, and relies on data from third-party sources, which may include public records; tax and assessor data; MLS or listing feeds; geocoding and mapping providers (e.g.,); market-data providers; cost catalogs; census and government data; and AI model providers (e.g., Anthropic, OpenAI). We do not warrant the accuracy, completeness, timeliness, availability, or fitness for any purpose of any third-party data, and we are not responsible for errors, omissions, delays, or interruptions in it. Availability of any third-party data source or integration may change, degrade, or be discontinued at any time without notice.

The Service may link to or embed third-party websites, products, or services. Those links are provided for convenience only. We do not endorse any third party and are not responsible for them; your dealings with them are between you and that third party.

Licensed third-party data. Certain property, ownership, transaction, valuation, and market data made available through the Service is licensed from third-party data providers (each, a "Licensed Data Provider", and such data, "Licensed Data"). Your access to and use of Licensed Data is subject to the additional restrictions in this Section, which are intended to be materially similar to the restrictions in the applicable Licensed Data Provider’s own licensing terms. You affirmatively accept these restrictions by clicking to accept these Terms and by accessing or using Licensed Data through the Service.

Restrictions on Licensed Data. You may use Licensed Data only as made available through the Service and for your own internal business or personal use. You must not, and must not permit any other person to: (a) copy, extract, store, resell, sublicense, distribute, publish, broadcast, or otherwise make Licensed Data available to any third party except as expressly permitted by these Terms; (b) use Licensed Data to build, populate, train, augment, or verify any database, product, model, or service that competes with a Licensed Data Provider or its data products; (c) use Licensed Data as a factor in establishing an individual’s eligibility for credit, insurance, employment, housing, or tenancy, or for any other purpose regulated by the Fair Credit Reporting Act or any similar law; (d) use Licensed Data in violation of any applicable law, including fair-housing, privacy, and data-protection laws; (e) reverse engineer, or attempt to derive the underlying sources or methods of, Licensed Data; (f) scrape, harvest, or use automated means to extract Licensed Data in bulk; or (g) remove, obscure, or alter any proprietary notice associated with Licensed Data. Your right to use Licensed Data ends when your right to use the Service ends.

Licensed Data provided "as is". Licensed Data is provided on an "AS IS" and "AS AVAILABLE" basis, with all faults, and without warranties or representations of any kind, whether express, implied, or statutory, including any warranty of accuracy, completeness, currency, title, non-infringement, merchantability, or fitness for a particular purpose. Neither Vestimae nor any Licensed Data Provider nor any of their third-party providers is responsible or liable for any errors or omissions in, or for any decision made or action taken in reliance on, Licensed Data.

No disclosure of data sources. You must not identify, reference, or disclose any Licensed Data Provider, or any of its third-party data providers, as a source of data in any public-facing materials, website, marketing, or promotional content, unless the disclosure is required by law or you have obtained the applicable Licensed Data Provider’s prior written approval.

9. AI-Generated Content

The Service uses artificial-intelligence and automated systems, including large language models, to generate text, summariesclassifications, recommendations, calculations, estimates, narratives, and other output. BY USING THE SERVICE, YOU EXPRESSLY ACKNOWLEDGE AND ACCEPT THAT AI-GENERATED OR AI-ASSISTED OUTPUTS MAY CONTAIN ERRORS, OMISSIONS, HALLUCINATIONS, FABRICATED OR NONEXISTENT FACTS OR SOURCES, OUTDATED INFORMATION, BIAS, INCORRECT CALCULATIONS, INCORRECT ASSUMPTIONS, MISINTERPRETATIONS OF USER INPUTS OR THIRD-PARTY DATA, INTERNAL INCONSISTENCIES, OR OTHER MATERIAL INACCURACIES, EVEN WHEN AN OUTPUT APPEARS PLAUSIBLE, DETAILED, OR CONFIDENT. AI OUTPUT IS PROBABILISTIC AND IS NOT A VERIFIED FACT, CERTIFICATION, GUARANTEE, OR PROFESSIONAL OPINION. Independent verification is required. You are solely responsible for reviewing and independently verifying every fact, figure, assumption, calculation, valuation, estimate, projection, comparable, property characteristic, legal or regulatory statement, construction figure, and other material item before relying on it. Verification should be made against primary or authoritative sources and, where appropriate, with licensed or otherwise qualified professionals. You agree not to rely on any AI-generated or AI-assisted output without such independent verification. User responsibility and assumption of risk. You retain sole responsibility for all judgments, decisions, actions, omissions, transactions, investments, offers, financing decisions, construction decisions, communications, reports, and other uses made in reliance on or with assistance from the Service. To the maximum extent permitted by law, you assume the risk of loss arising from reliance on inaccurate, incomplete, misleading, or otherwise defective output. The Service is a decision-support tool only and is not a substitute for your independent judgment, due diligence, or professional advice. No high-stakes or regulated reliance. You must not use AI-generated or AI-assisted output as the sole or primary basis for any decision that may materially affect a person’s legal rights, financial interests, access to housing, credit, insurance, employment, health or safety, or other regulated or similarly significant interests. You are responsible for ensuring that any use of Service output complies with applicable law, contractual obligations, professional standards, and third-party rights. Prompts, inputs, files, and other information you submit may be transmitted to third-party AI, data, cloud, or technology providers as reasonably necessary to operate the Service, subject to our Privacy Notice, applicable contractual arrangements, and those providers’ terms and privacy practices. You should not submit sensitive personal information, confidential information you are not authorized to disclose, protected health information, or other restricted data unless the Service expressly requests it and you are legally authorized to provide it. Vestimae does not represent that every third-party provider follows the same retention, training, or data-use practices; applicable practices are governed by the Privacy Notice and Vestimae’s then-current provider arrangements.

10. Beta and Experimental Features

From time to time, we may label features as "beta", "preview", "experimental", or similar. Beta features are provided as-is, at your own risk, with no warranties, no service-level commitments, and no support obligations of any kind. Beta features may change materially, malfunction, produce inaccurate output, or be discontinued at any time without notice. Data associated with beta features may be lost or become unavailable. The disclaimers regarding Service availability, warranties, and limitation of liability in Sections 16, 22, and 23 apply fully to all beta features.

11. User Content

The Service may allow you to submit, upload, or generate information including property addresses, notes, uploaded documents, images, financial inputs, saved searches, and other materials ("User Content"). You retain ownership of your User Content.

By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, cache, reproduce, adapt, process, analyze, transmit, and display your User Content solely to (a) provide, secure, support, and improve the Service for you, (b) enforce these Terms, (c) comply with law, and (d) generate aggregated, de-identified statistics that cannot reasonably be linked back to you. We will not sell your User Content and will not use it to train third-party generative-AI models without a separate, specific consent.

You represent and warrant that (a) you own or have all rights necessary to grant the license above and (b) your User Content, and our permitted use of it, does not violate any law or third-party right. You further represent and warrant that your User Inputs, and Vestimae’s permitted processing of them, will not violate applicable law or infringe or misappropriate any intellectual-property, privacy, confidentiality, publicity, contractual, or other right of any person or entity.

12. Intellectual Property

The Service, including all software, source code, models, scores, algorithms, designs, user interfaces, text, graphics, images, audio, video, databases, and other materials (excluding User Content and third-party materials), is owned by us or our licensors and is protected by copyright, trademark, patent, trade-secret, and other intellectual-property laws. "Vestimae", the Vestimae logo, "OC-Score", and any other product names, logos, or slogans of the Service are our trademarks. You may not use them without our prior written consent.

Subject to your compliance with these Terms, the type of subscription you have acquired, and applicable third-party rights or restrictions, Vestimae grants you a non-exclusive, royalty-free license to use, reproduce, download, display, and distribute Outputs generated for you solely for your lawful personal or internal business purposes. Unless Vestimae expressly states otherwise in a separate written agreement, you may not publicly resell, sublicense, white-label, commercially redistribute, or otherwise monetize Outputs as a standalone product or service. This license does not transfer ownership of Vestimae technology, methodologies, templates, scoring systems, algorithms, software, data structures, prompts, processes, proprietary databases, trademarks, or other underlying intellectual property incorporated into or used to generate an Output. You acknowledge that Outputs may contain or reflect third-party information that is subject to separate restrictions, that similar or identical Outputs may be generated for other users, that Vestimae does not guarantee that Outputs are unique, and that no Output constitutes a transfer of Vestimae’s underlying intellectual property.

If you are a rights-holder or vendor whose data is displayed through the Service under license, all rights in that data remain with you, and we display it only as authorized under our data agreements.

13. Feedback

If you send us ideas, suggestions, requests, or feedback about the Service outside of your ordinary use of the Service’s features ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use the Feedback for any purpose, including to improve the Service or create new products, without obligation to you or attribution.

14. Privacy

Our collection, use, storage, disclosure, and processing of personal data is described in our Privacy Notice, which is incorporated into these Terms by reference. If you are a resident of California, Colorado, Connecticut, Virginia, Utah, or another U.S. state with a comprehensive privacy law, you may have additional rights under that lawsuch as rights to access, correct, delete, or opt out of certain processing of your personal informationas described in our Privacy Notice.The Service is not intended to make final automated decisions that produce legal or similarly significant effects concerning an individual. If a feature is later expressly offered for such a purpose, Vestimae will provide any notices, review mechanisms, or other rights required by applicable law.

15. Data Retention, Backups, and Security

We retain personal data and User Content for as long as your account is active and as reasonably necessary thereafter to comply with legal obligations, resolve disputes, and enforce our agreements. We may delete or anonymize inactive accounts and their associated User Content after 24 months of inactivity, subject to any longer retention required by law.

We employ commercially reasonable technical and organizational measures to protect the Service and your data, but no system is completely secure, and we do not guarantee that the Service, or the data in it, cannot be accessed, disclosed, altered, or destroyed by breach. You are solely responsible for maintaining your own backups of any User Content you consider important. We are not responsible for lost User Content and are not obligated to restore it.

16. Service Availability; No Uptime Guarantee

We aim to keep the Service available and functional, but we do not guarantee any specific level of availability, performance, or throughput. The Service may be unavailable from time to time due to scheduled maintenance, upgrades, third-party failures (including cloud infrastructure, DNS, and network providers), security incidents, or other causes. Unless you have a separate written service-level agreement with us, we do not offer refunds, credits, or damages for downtime, degraded performance, data loss, or interruptions.

17. Copyright Complaints (Digital Millennium Copyright Act (DMCA)

If you believe material on the Service infringes your copyright, send a notice to the DMCA Designated Agent for Vestimae at info@vestimae.com including: (a) your physical or electronic signature; (b) identification of the copyrighted work; (c) identification of the allegedly infringing material with enough information to locate it; (d) your contact information; (e) a statement that you have a good-faith belief the use is not authorized; and (f) a statement, under penalty of perjury, that the information is accurate and that you are authorized to act on the copyright owner’s behalf.

We may remove content in response to valid notices and terminate the accounts of repeat infringers. If your content was removed and you believe the removal was in error, you may submit a counter-notification meeting the requirements of DMCA, 17 U.S.C. § 512(g)(3).

18. Termination; Cure Period

By you. You may close your account at any time from your account settings or by emailing info@vestimae.com.

By us. We may suspend or terminate your access, or all or part of the Service, at any time with or without notice if we reasonably believe you have breached these Terms, if your use creates risk to us or other users, if we are required to do so by law, or if we discontinue the Service.

Cure period for material breach. Except in cases of urgent risk (security, illegality, or ongoing harm), we will provide you with 14 days’ notice of a claimed material breach and an opportunity to cure it before terminating your account.

Effect of termination. Upon termination, your right to use the Service ends immediately. We may delete your User Content after termination. Any fees paid are non-refundable. Sections that by their nature should survive termination will survive, including without limitation Sections 1, 5, 6, 9, 10, 11, 12, 13, 14, 15, 17, 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 31, and 32.

19. Changes to the Service and to These Terms

Changes to the Service. We may add, remove, change, or discontinue features of the Service at any time. We will not intentionally reduce the core functionality of a paid subscription during a billing period without notice.

Changes to these Terms. We may modify these Terms from time to time. Material changes will be notified through the Service or by email at least 14 days before they take effect (or a shorter period if required for legal compliance). Your continued use of the Service after the effective date of any change constitutes acceptance of the updated Terms. If you do not accept a change, your only remedy is to stop using the Service before the effective date.

20. Force Majeure

We are not liable for any failure or delay in performance caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, government action, changes in law, epidemic or pandemic, labor disputes, cyber-attacks, failures of the internet or public telecommunications networks, or failures of cloud infrastructure or other third-party providers.

21. Export Controls and Sanctions

You represent and warrant that you are not prohibited from accessing or using the Service under applicable U.S. export-control or economic-sanctions laws and regulations, including those administered by the U.S. Department of the Treasury’s Office of Foreign Assets Control ("OFAC") and the U.S. Department of Commerce. You further represent and warrant that you are not: (a) located, organized, or ordinarily resident in any country, territory, or region subject to comprehensive U.S. economic sanctions or embargoes; or (b) identified on OFAC’s Specially Designated Nationals and Blocked Persons List or any other applicable U.S. government restricted-party list. You may not access, use, export, re-export, transfer, or otherwise make the Service available in violation of applicable U.S. export-control, trade, or economic-sanctions laws. Vestimae may restrict, suspend, or terminate access to the Service where reasonably necessary to comply with such laws or governmental requirements.

22. Disclaimers

THE SERVICE, AND ALL DATA, ESTIMATES, SCORES, ANALYSES, REPORTS, AI-GENERATED CONTENT, AND OTHER OUTPUTS PROVIDED THROUGH IT, ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS, AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY.

To the maximum extent permitted by law, we and our licensors, suppliers, and service providers disclaim all warranties, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, quiet enjoyment, and any warranties arising out of course of dealing or usage of trade. We do not warrant that: (a) the Service will meet your requirements; (b) the Service will be uninterrupted, timely, secure, or error-free; (c) any property valuation, score, estimate, projection, or other output is accurate, complete, current, or reliable; (d) any third-party data displayed through the Service is accurate, complete, or current; (e) defects will be corrected; or (f) the Service is free of viruses or other harmful components.

Nothing provided through the Service constitutes an appraisal under USPAP or any applicable appraisal standard, real-estate brokerage advice, financial or investment advice, mortgage or credit advice, tax advice, insurance advice, or legal advice. You bear all risk of relying on the Service.

The Service displays the following disclosures with its results, and they are incorporated into these Terms:

Some jurisdictions do not allow the exclusion of certain warranties; in those jurisdictions, the exclusions above apply only to the extent permitted.

23. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL VESTIMAE, ITS AFFILIATES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE IS LIMITED TO THE GREATER OF (A) THE AMOUNT YOU ACTUALLY PAID US FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

The limitations in this section apply to the fullest extent permitted by law and even if any limited remedy fails of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions, the limitations above apply only to the extent permitted.

Nothing in these Terms limits liability that cannot be excluded or limited by law, including liability for death or personal injury caused by gross negligence or intentional misconduct, or for fraud.

24. Indemnification

Your indemnification of us. You agree to defend, indemnify, and hold harmless Vestimae, its affiliates, and its and their officers, directors, employees, contractors, and agents from and against any and all third-party claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of or access to the Service; (b) your User Content; (c) your breach of these Terms; (d) your violation of any law or third-party right, including any intellectual-property, privacy, or fair-housing right; (e) any decision or action you or any other person takes in reliance on any output of the Service; or (f) any misuse of the Service by any person using your account.

Our Indemnification of You. Subject to these Terms, Vestimae will defend you against a third-party claim alleging that your authorized use of the Service, as provided by Vestimae and used strictly in accordance with these Terms, directly infringes a valid U.S. copyright or trademark, and will indemnify you solely for damages finally awarded against you by a court of competent jurisdiction, or amounts payable under a settlement expressly approved in writing by Vestimae, as a direct result of such claim. Vestimae’s obligations under this Section apply only if you: (a) promptly provide Vestimae with written notice of the claim; (b) provide all information, assistance, and cooperation reasonably requested by Vestimae; (c) make no admission, settlement, payment, or other disposition of the claim without Vestimae’s prior written consent; and (d) give Vestimae sole and exclusive control over the investigation, defense, negotiation, and settlement of the claim. Vestimae will have no obligation under this Section to the extent your failure to comply with these requirements materially prejudices Vestimae. Vestimae will have no obligation to defend or indemnify you for any claim arising out of or relating to: (i) User Content, User Inputs, prompts, instructions, data, files, or other materials provided by you or on your behalf; (ii) AI-generated or automated Outputs, reports, estimates, analyses, recommendations, or other results generated using User Inputs or third-party data, models, or services; (iii) your modification, misuse, or unauthorized use of the Service; (iv) your use of the Service in violation of these Terms, applicable law, or Vestimae’s instructions or documentation; (v) the combination of the Service with any product, service, software, technology, content, or data not provided by Vestimae, where the claim would not otherwise have arisen; (vi) third-party services, integrations, APIs, artificial-intelligence models, data, or content; (vii) your continued use of allegedly infringing material after Vestimae has notified you to discontinue its use or has made an update, replacement, or modification available; (viii) beta, experimental, trial, promotional, or free features; or (ix) any claim that could have been avoided by your use of an update, replacement, or modification made available by Vestimae. If Vestimae reasonably believes that any portion of the Service is, or is likely to become, subject to an infringement claim, Vestimae may, in its sole discretion: (a) obtain the right for you to continue using the affected portion of the Service; (b) modify or replace the affected portion with substantially similar functionality; or (c) suspend or terminate the affected portion of the Service. If Vestimae terminates a paid portion of the Service solely because of such infringement claim, Vestimae’s sole financial obligation will be to refund any prepaid fees attributable to the terminated portion for the unused remainder of the then-current subscription period.

This Section states Vestimae’s entire obligation and your sole and exclusive remedy with respect to any actual or alleged infringement or misappropriation of third-party intellectual-property rights. Vestimae’s obligations under this Section are subject to Section 23 (Limitation of Liability) and all other applicable limitations, exclusions, and disclaimers contained in these Terms.

25. Dispute Resolution; Arbitration; Class-Action Waiver

Applicability. This Section 25 applies to any dispute, claim, or controversy between you and Vestimae arising out of or related to these Terms or the Service ("Dispute"). It does not apply to Disputes brought in small-claims court within the court’s jurisdictional limits, nor to Disputes concerning intellectual-property infringement or unauthorized access to the Service, for which either party may seek injunctive or equitable relief in a court of competent jurisdiction (see Section 27). It also does not apply to a dispute regarding a sexual assault or sexual harassment claim to the extent the U.S. Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2021 gives you the right to litigate that claim in court instead.

Informal resolution first. Before initiating any formal proceeding, you agree to contact us at info@vestimae.com with a description of the Dispute and the relief sought, and to attempt in good faith to resolve it informally for at least 60 days.

Binding arbitration. If informal resolution fails, any Dispute will be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules (or, if you are not an individual consumer, its Commercial Arbitration Rules), conducted in English, before a single arbitrator, seated in the State of Florida. The arbitrator’s award is final and enforceable in any court of competent jurisdiction.

Fees. The party filing pays the initial fee, the arbitrator compensation and administrative fees are split evenly going forward. Each party will be responsible for its own attorneys’ fees and costs, except to the extent otherwise required by applicable law or awarded by the arbitrator under applicable law. Notwithstanding the foregoing, Vestimae will pay any arbitration fees that it is required to pay under applicable law or the applicable AAA rules to ensure the enforceability of this arbitration provision. If the arbitrator determines that a claim, defense, or proceeding was frivolous, brought in bad faith, or filed for an improper purpose, the arbitrator may allocate fees and costs as permitted by applicable law and the applicable AAA rules.

Class-action waiver. YOU AND VESTIMAE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. Unless both parties agree otherwise in writing, the arbitrator may not consolidate more than one person’s claims and may not preside over any form of representative or class proceeding.

Mass filings. If 25 or more similar Disputes are filed by or on behalf of individuals represented by the same or coordinated counsel or entities (a "Mass Filing"), the parties agree that: (a) the arbitrator(s) will resolve the Mass Filing in batches of no more than 50 individual Disputes at a time, using bellwether procedures, in an order set by the administering institution or agreed by the parties; (b) administrative aspects of the Mass Filing will be governed by the AAA’s applicable mass-arbitration rules; and (c) this provision does not affect the requirement that each Dispute be brought and resolved on an individual basis.

30-day opt-out. You may opt out of the arbitration provision and class-action waiver in this Section 25 by sending written notice to info@vestimae.com within 30 days of first accepting these Terms, stating your name, account email, and that you opt out of arbitration. Opting out does not affect the enforceability of any other part of these Terms.

Jury-trial waiver. TO THE EXTENT ANY DISPUTE IS PERMITTED TO PROCEED IN COURT RATHER THAN ARBITRATION, YOU AND VESTIMAE KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT TO A TRIAL BY JURY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

26. Governing Law Jurisdiction and Venue.

These Terms and any dispute, claim, or controversy arising out of or relating to these Terms, the Service, or the relationship between you and Vestimae (each, a "Dispute") will be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict-of-laws principles. Notwithstanding the foregoing, the Federal Arbitration Act, 9 U.S.C. §§ 1-16, will govern the interpretation, applicability, enforceability, and enforcement of the arbitration provisions contained in these Terms. Subject to Section 25 (Dispute Resolution; Arbitration), any Dispute that is not required to be resolved through arbitration will be brought exclusively in the state courts located in Miami-Dade County, Florida, or, where federal subject-matter jurisdiction exists, in the United States District Court for the Southern District of Florida. You and Vestimae irrevocably consent to the personal jurisdiction of those courts and waive, to the fullest extent permitted by law, any objection based on improper venue or inconvenient forum.

27. Injunctive Relief

You acknowledge that a breach of Sections 4, 5, 6, 7, 11, or 12, or unauthorized access to or use of the Service, may cause us irreparable harm for which monetary damages would be inadequate. Notwithstanding Section 25, we may seek injunctive, equitable, or other extraordinary relief in any court of competent jurisdiction to prevent or stop such conduct.

28. Assignment; No Third-Party Beneficiaries

You may not assign or transfer these Terms, or any of your rights or obligations under them, without our prior written consent; any purported assignment without such consent is void. We may assign or transfer these Terms, in whole or in part, to any affiliate or in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, with notice to you.

Except as expressly stated in these Terms, nothing in these Terms creates any third-party beneficiary right in any person or entity.

29. Notices; Electronic Communications

Notices to you. We may give you notice by email to the address associated with your account, by posting on the Service, or by any other means we reasonably choose. You are responsible for keeping your contact information current.

Notices to us. All legal notices to us must be sent by email to info@vestimae.com and, if physical service is required, to Vestimae Corporation, , marked "Attention: Legal".

Consent to marketing communications. By providing your contact information, you consent to receive service-related emails and, if you opt in, marketing emails from us. You may opt out of marketing at any time via the unsubscribe link in the email or by contacting info@vestimae.com. You cannot opt out of service-related communications while you have an active account.

30. Governing Language

These Terms are provided in English. If we provide a translation into another language for convenience, the English version controls in the event of any conflict.

31. General

Entire agreement. These Terms (together with the Privacy Notice and any other terms expressly incorporated by reference) are the entire agreement between you and us regarding the Service and supersede any prior agreements between us on the same subject. If you and Vestimae execute a separate written agreement (for example, a Master Services Agreement or Order Form) for the Service, that agreement controls over these Terms to the extent of any conflict.

Severability. If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions will remain in full force, and the invalid provision will be replaced by a valid provision that most closely reflects the intent of the original.

No waiver. Our failure to enforce any right or provision is not a waiver of that right or provision.

Independent parties. These Terms do not create any agency, partnership, joint venture, employment, or fiduciary relationship between you and us.

Headings. Section headings are for convenience only and do not affect interpretation.

Interpretation. "Including" and "includes" mean "including without limitation". The singular includes the plural and vice versa where appropriate. These Terms will not be construed against either party merely because that party drafted them.

32. Contact and Legal Information

Company: Vestimae Corporation, a Florida Corporation

Principal address: 4121 NW 5th St, Unit 212, Plantation, FL 33317

Email: info@vestimae.com