End User License Agreement

Effective Date: July 30, 2026 · Last Updated: July 30, 2026 · NEXBASE TECH PTE. LTD.

This End User License Agreement ("Agreement") is an agreement between NEXBASE TECH PTE. LTD. ("Company", "we," "us" or "our") and you regarding your use of Whispy AI ("APP").

Please read this agreement carefully. It contains important terms that affect you and your use of Whispy AI. By using Whispy AI, you agree to be bound by the terms of this agreement.

If you do not agree to these terms, do not use Whispy AI.

If you are accessing or using Whispy AI on behalf of any entity or otherwise in performance of services for any entity, you represent and warrant that you are authorized to accept this agreement on such entity's behalf, that acceptance of this agreement and use of Whispy AI will not violate any agreement you have with such entity, and that such entity agrees to indemnify you and Company for violations of this agreement.

1. Age Restriction

Whispy AI is only intended for users who have reached eighteen (18) years old.

You are strictly prohibited to use Whispy AI if you are a minor (less than 18 years old).

If we discover or reasonably believe that you are a minor (less than 18 years old), we will immediately deny services to you, and your account will be suspended unless you can provide sufficient evidence that you are an adult.

2. APP License

Subject to the terms and conditions of this Agreement and during the term of this Agreement, the Company hereby grants you a non-exclusive, non-sublicensable, non-transferable license to use Whispy AI in object code form only on a personal computing device solely to use the services made available by Whispy AI (the "APP Services") for your own personal use (the "Permitted Purpose").

Any APP that updates, supplements or replaces the original APP is governed by this Agreement unless separate license terms accompany such update, supplement or replacement, in which case such separate terms will govern in the event of a conflict with this Agreement or as otherwise provided in such separate terms.

3. License Limitations

Section 1 states the entirety of your rights with respect to the APP, and we reserve all rights not expressly granted to you in this Agreement.

Without limiting the foregoing, you will not do, or authorize or permit any third party to do, any of the following:

  • (a) distribute, sub-license, sell, assign, or otherwise transfer or make available the APP;
  • (b) use the APP for any purpose other than the Permitted Purpose;
  • (c) reverse engineer, decompile, disassemble or otherwise attempt to discover or re-create the source code for the APP;
  • (d) modify, adapt, alter, improve or create any derivative works of the APP;
  • (e) connect the APP with any other online services or use the APP in conjunction with other services not provided by or permitted by us (in connection with the APP Services);
  • (f) remove, circumvent or create or use any workaround to any copy protection or security feature in or relating to the APP;
  • (g) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the APP.

4. Auto-Renewable Subscriptions

The App may offer auto-renewable subscriptions that provide access to premium features or services.

By purchasing a Subscription, you authorize the applicable app store (such as the Apple App Store or Google Play) to charge your account for the applicable subscription fees.

Your Subscription will automatically renew at the end of each subscription period unless you cancel it before the renewal date.

The renewal fee will be charged through your app store account in accordance with the app store's policies.

You may manage or cancel your Subscription at any time through your app store account settings.

Cancellation will take effect at the end of the current subscription period, and you will continue to have access to the Subscription until then.

Any free trial or promotional offer, if provided, will automatically convert to a paid Subscription unless canceled before the trial or promotional period ends.

All payments, renewals, and refunds are processed by the applicable app store and are subject to its terms and policies.

5. Prohibited Content and Conduct

You agree not to use the APP to upload, post, transmit, or otherwise distribute any content that:

  • Objectionable: Includes, but is not limited to, content that is defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person;
  • Obscene or pornographic: constitutes sexual harassment; constitutes sexual exploitation or abuse of a minor, including sharing child sexual exploitation or abuse imagery or content, grooming, or sexual extortion;
  • Violates Law: Contains material that violates the law, including but not limited to intellectual property rights, rights of privacy, or rights of publicity;
  • Harms Others: Includes material that is harmful, threatening, abusive, harassing, defamatory, or offensive to any race, religion, gender, sexual orientation, or any other group.

You further agree not to:

  • Harass Users: Engage in any conduct that restricts or inhibits any other user from using or enjoying the APP, or that could expose APP or its users to any harm or liability.
  • Abusive Behavior: Engage in any conduct while using the APP that APP in its sole discretion determines is objectionable or which restricts or inhibits any other person from using or enjoying the APP.
  • Illegal Activities: Engage in any illegal activities while using the APP or violate any applicable laws or regulations.

Company reserves the right to remove objectionable content and take action against abusive users, including suspension or termination of access to the APP, at its sole discretion and without prior notice.

6. Ownership and Confidentiality

The APP is licensed, not sold, to you.

We or our licensors own all right, title and interest in and to the APP, including all copyright, patent and other intellectual property or other proprietary rights in the APP.

No title to or ownership of the APP or any associated intellectual property or proprietary rights are transferred to you by this Agreement.

You also acknowledge that when you download, install or use the APP, we have the right to automatically collect information on your use of the APP.

We may also require that you provide information regarding yourself in order to download, install or use the APP or certain features.

All information collected from you in connection with the APP may be used by us in compliance with our Privacy Policy.

By your using, installing, downloading or providing information, you consent to the Privacy Policy and our use of your information in compliance thereof.

You are expressly prohibited from disclosing the APP to any person or entity or permitting any person or entity access to or use of the APP other than in accordance with this Agreement.

7. Disclaimers

The APP is provided to you and is provided on an "as is" basis and with all faults and defects without warranties of any kind, either express or implied.

Company and its licensors disclaim all other warranties, express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.

Company does not represent or warrant that the APP is free of bugs, errors, viruses or other defects or that the APP will transmit data in a secure manner.

Company and its licensors shall have no liability of any kind for the use of or inability to use the APP.

Company and its licensors do not provide any warranty or representations of any kind that the APP will operate without interruption, meet any performance or reliability standards, achieve any kind of intended purpose, be compatible with any other APP or system, or have errors that can be corrected.

8. Indemnification

You will defend, indemnify and hold harmless Company and its affiliates, independent contractors, service providers, suppliers, partners, resellers, distributors and consultants, and their respective directors, officers, employees and agents (collectively, the "Company Parties") from and against any third party claims, suits or actions and any resulting damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys' fees) arising out of or related to:

  • (a) your use of, or inability to use, the APP; or
  • (b) your violation of any terms of this Agreement.

9. Limitation of Liability

In no event shall any of the Company Parties be liable for any direct, special, indirect or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of or inability to use the APP.

In no event shall the aggregate liability of the Company Parties, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to this Agreement or the APP exceed the compensation you have paid, if any, to Company for the APP.

10. Termination

Company may terminate this Agreement at any time, with or without cause, immediately upon notice to you.

Company may also discontinue the Company Services with which the APP is used, in which case this Agreement will terminate automatically without notice to you.

You may terminate this Agreement (by cancelling your Company Services account opened in connection with your use of the APP) and deleting all copies of the APP in your possession or control.

In the event of the termination of this Agreement for any reason:

  • (a) the license granted to you in this Agreement will terminate;
  • (b) you must immediately cease all use of the APP and destroy or erase all copies of the APP in your possession or control;
  • (c) Sections 6 (Ownership), 7 (Disclaimers), 8 (Indemnification), 9 (Limitation of Liability), 10 (Termination), 12 (Governing Law; Jurisdiction) and 13 (General) will survive any such termination.

11. Evaluation and Feedback

You will at your own risk and expense use reasonable efforts to provide Company with reasonable information and feedback (including, without limitation, questions, comments, suggestions, or the like) regarding the performance, features, functionality and your overall experience using the APP ("Feedback").

You hereby grant to Company an exclusive, royalty-free, irrevocable, perpetual worldwide right and license to reproduce, use, disclose, exhibit, display, transform, create derivative works and distribute any such Feedback without limitation.

Further, we will be free to use any ideas, concepts, know-how or techniques contained in such Feedback for any purpose whatsoever.

We will have no obligation to consider, use, return or preserve any Feedback you provide to us.

12. Governing Law; Jurisdiction

This Agreement and the relationship between you and Company shall be governed by the laws of Singapore, excluding its conflicts of law provisions.

You and Company agree to submit to the personal and exclusive jurisdiction of the courts located in Singapore to resolve any dispute or claim arising from this Agreement.

Specifically excluded from application to this Agreement is that law known as the United Nations Convention on Contracts for the International Sale of Goods.

13. General

Legal Compliance; Export Restrictions.

You represent and warrant that: (i) you are not located in a country that is subject to applicable sanctions or restrictions; and (ii) you are not listed on any applicable prohibited or restricted party list.

The APP and related technology are subject to applicable laws and regulations. You must comply with all applicable laws and regulations with respect to the APP and related technology.

Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remainder of this Agreement will remain in full force and effect.

Assignment. You may not assign or otherwise transfer this Agreement, or assign, sublicense or otherwise transfer any of your rights under this Agreement without the prior written consent of Company.

Attorney's Fees. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and reasonable attorney's fees.

Entire Agreement. This Agreement, our Privacy Policy and Terms of Use sets forth our entire agreement with respect to the APP and supersedes all prior and contemporaneous understandings and agreements with respect to the APP whether written or oral.

NEXBASE TECH PTE. LTD.

Whispy AI

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