1. Agreement to Terms

These Terms and Conditions constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you") and EigerNLayer Ltd ("we," "us" or "our"), concerning your access to and use of the EigerNLayer website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the "Site").

You agree that by accessing the Site, you have read, understood, and agree to be bound by all of these Terms and Conditions. If you do not agree with all of these Terms and Conditions, then you are expressly prohibited from using the Site and you must discontinue use immediately.

Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms and Conditions at any time and for any reason.

2. Definitions

In these Terms, the following definitions apply:

• "Account" means the account created by a User to access and use the Services.
• "Content" means any text, graphics, images, music, software, audio, video, information, or other materials appearing on or through the Services.
• "Order" means a request to purchase Products through the Services.
• "Products" means the fruits, vegetables, and other items offered for sale through the Services.
• "Subscription" means a recurring Order for Products at specified intervals.
• "User" means an individual who accesses or uses the Services.
• "User Content" means any Content that a User posts, uploads, publishes, submits, or transmits to be made available through the Services.

3. Account Registration and Use

3.1 Account Creation

To use certain features of our Services, you may need to register for an Account. When you register, you agree to provide accurate, current, and complete information and to update this information to maintain its accuracy. You are responsible for safeguarding your password and for all activities that occur under your Account. You agree to notify us immediately if you suspect any unauthorized use of your Account.

3.2 Age Requirement

You must be at least 18 years old to create an Account and use our Services. By creating an Account, you represent and warrant that you are at least 18 years old.

3.3 One Account Per User

You may not create more than one Account without our express permission. We reserve the right to terminate any duplicate Accounts.

3.4 Account Termination

We reserve the right to suspend or terminate your Account at any time for any reason, including but not limited to violation of these Terms. You may also terminate your Account at any time by contacting our customer service.

4. Services

4.1 Service Description

EigerNLayer provides a collaborative online design platform that allows users to create, share, and collaborate on user interface designs. Our Services may include, but are not limited to, design tools, collaboration features, design system management, and related services.

4.2 Service Availability

We strive to ensure that our Services are available 24/7. However, we do not guarantee that our Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors.

We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services.

4.3 Service Modifications

We reserve the right to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.

5. Intellectual Property

5.1 Our Intellectual Property

The Services and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by EigerNLayer, its licensors, or other providers of such material and are protected by United Kingdom and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms permit you to use the Services for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Services, except as follows:

• Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
• You may store files that are automatically cached by your Web browser for display enhancement purposes.
• You may print or download one copy of a reasonable number of pages of the Services for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
• If we provide social media features with certain content, you may take such actions as are enabled by such features.

5.2 Trademarks

The EigerNLayer name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of EigerNLayer or its affiliates or licensors. You must not use such marks without the prior written permission of EigerNLayer. All other names, logos, product and service names, designs, and slogans on the Services are the trademarks of their respective owners.

5.3 License to Use Services

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Services for your personal or internal business purposes.

6. User Content

6.1 User Content Definition

Our Services may allow you to post, upload, publish, submit, or transmit content, including but not limited to designs, text, images, and other materials ("User Content").

6.2 Ownership of User Content

You retain all ownership rights in your User Content. However, by uploading User Content to the Services, you grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display your User Content in connection with operating and providing the Services.

6.3 User Content Representations and Warranties

You represent and warrant that:

• You own the User Content or have the right to use it and grant us and other users the rights and licenses specified in these Terms.
• Your User Content, and our use of such User Content as permitted by these Terms, will not infringe, misappropriate, or violate a third party's intellectual property rights, privacy rights, publicity rights, or other personal or proprietary rights.
• Your User Content will not violate any applicable law or regulation.

6.4 User Content Monitoring

We do not control, take responsibility for, or assume liability for any User Content that you or any other user or third party posts or sends using our Services. You understand and agree that you may be exposed to User Content that is inaccurate, incomplete, inappropriate, misleading, or otherwise objectionable.

7. Prohibited Conduct

You agree not to use the Services to:

• Violate any applicable law, regulation, or these Terms
• Infringe the intellectual property rights of others
• Submit false or misleading information
• Upload or transmit viruses, malware, or other malicious code
• Interfere with or disrupt the Services or servers or networks connected to the Services
• Collect or harvest any information from the Services
• Impersonate any person or entity
• Engage in any activity that could harm minors
• Engage in any fraudulent activity
• Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of others
• Promote or encourage illegal activity
• Interfere with another user's enjoyment of the Services
• Create multiple accounts for deceptive or fraudulent purposes
• Use the Services in a manner inconsistent with their intended purpose

8. Payment Terms

8.1 Pricing

The prices for our Services are listed on our website. All prices are in British Pounds (GBP) and are subject to change. We reserve the right to adjust pricing at any time. Any price changes will be communicated to you in advance.

8.2 Payment Methods

We accept various payment methods, including credit cards, debit cards, and other electronic payment methods as specified on our website. By providing a payment method, you represent and warrant that you are authorized to use the designated payment method and authorize us to charge your payment method for the total amount of your purchase.

8.3 Subscriptions

Some of our Services may be offered on a subscription basis. By selecting a subscription, you agree to the recurring billing at the then-current subscription rate. Subscription fees will be billed at the beginning of each subscription period. You may cancel your subscription at any time by contacting us or through your account settings, but no refunds will be provided for the current subscription period.

8.4 Taxes

You are responsible for paying all taxes, duties, and other governmental charges associated with your purchase of our Services. We will calculate and add applicable taxes to your purchase based on your location.

8.5 Late Payments

If your payment method is declined or fails for any reason, we reserve the right to suspend your access to the Services until payment is successfully processed.

9. Termination

9.1 Termination by You

You may terminate these Terms at any time by discontinuing use of our Services and closing your Account. If you have a subscription, you may need to cancel it separately according to our cancellation policies.

9.2 Termination by Us

We may terminate or suspend your Account and access to the Services immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach these Terms.

9.3 Effect of Termination

Upon termination, your right to use the Services will immediately cease. If your Account is terminated for any reason:

• You will remain liable for all amounts due up to and including the date of termination.
• We may, but are not obligated to, delete any of your User Content.
• All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

10. Disclaimers

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EIGERNLAYER AND ITS SUPPLIERS AND LICENSORS HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER EIGERNLAYER NOR ITS SUPPLIERS AND LICENSORS MAKES ANY WARRANTY THAT THE SERVICES WILL BE ERROR FREE OR THAT ACCESS THERETO WILL BE CONTINUOUS OR UNINTERRUPTED.

YOU UNDERSTAND THAT YOU DOWNLOAD FROM, OR OTHERWISE OBTAIN CONTENT OR SERVICES THROUGH, THE SERVICES AT YOUR OWN DISCRETION AND RISK.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you.

11. Limitation of Liability

IN NO EVENT WILL EIGERNLAYER, OR ITS SUPPLIERS OR LICENSORS, BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THESE TERMS UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR:

1. ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES;
2. THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES;
3. FOR INTERRUPTION OF USE OR LOSS OR CORRUPTION OF DATA; OR
4. FOR ANY AMOUNTS THAT EXCEED THE FEES PAID BY YOU TO EIGERNLAYER UNDER THESE TERMS DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE CAUSE OF ACTION.

EIGERNLAYER SHALL HAVE NO LIABILITY FOR ANY FAILURE OR DELAY DUE TO MATTERS BEYOND ITS REASONABLE CONTROL.

THE FOREGOING SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

12. Indemnification

You agree to indemnify and hold harmless EigerNLayer, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys' fees, arising out of your use of the Services, including but not limited to your violation of these Terms.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms and any disputes arising out of or related to these Terms or the Services shall be governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of law principles.

13.2 Dispute Resolution

Any dispute arising from or relating to the subject matter of these Terms shall be finally settled by arbitration in London, United Kingdom, using the English language in accordance with the Arbitration Rules and Procedures of the United Kingdom Arbitration Act 1996 then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes.

13.3 Injunctive Relief

Notwithstanding the foregoing, either party may apply to any court of competent jurisdiction for injunctive relief without breach of this arbitration provision.

14. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Services.

15. Contact Us

If you have any questions about these Terms, please contact us at: