Terms of Service

1. Introduction

These Terms of Service ("Terms" or "Agreement") govern your access to and use of the TapKit platform, including the TapKit API, macOS application, documentation, and all related services (collectively, the "Service"), provided by Jootsing Research Inc., a Delaware C-Corporation ("Company," "we," "us," or "our"). TapKit is a product of Jootsing Research Inc. References to "TapKit" in these Terms refer to the Service and platform, not to a separate legal entity.

By creating an account, accessing the Service, clicking a button or checkbox indicating acceptance, or executing an order form or other document that references this Agreement, you agree to be bound by these Terms. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms, in which case "you," "your," or "Customer" shall refer to such entity and its affiliates. If you do not have such authority or do not agree with these Terms, you must not accept this Agreement and may not use the Service.

2. Definitions

"Account" means the account you create to access and use the Service.

"API" means the TapKit application programming interface through which you may programmatically interact with the Service.

"Authorized Users" means individuals authorized by you to use the Service under your Account, subject to the permissions and limits of your subscription plan.

"Customer Content" means any data, scripts, automation workflows, configurations, or other content you submit to, create within, or transmit through the Service.

"Controlled Device" means any Apple iPhone or other iOS device that is connected to and operated through the Service.

"Documentation" means the technical documentation, guides, and reference materials made available by TapKit at docs.tapkit.ai or through the Service.

"Host Machine" means the macOS computer running the TapKit application that connects to and controls one or more Controlled Devices.

"Order Form" means any quote, order, or statement of work referencing this Agreement.

"Skills" means pre-built automation templates, workflows, or guided interactions made available through the Service that are designed to assist you in interacting with Third-Party Applications.

"Subscription Term" means the period during which you have an active, paid subscription to the Service.

"Third-Party Applications" means any applications, services, or platforms operated by third parties that are accessed or interacted with through the Controlled Devices.

3. The Service

3.1 Description

TapKit provides a platform that enables programmatic control of real iOS devices. The Service facilitates remote device interaction via a macOS host application using native iOS accessibility and connectivity features. The Service includes the TapKit macOS application, the TapKit API, and associated tools and documentation.

3.2 Service Access

Subject to your compliance with these Terms and payment of applicable fees, we grant you a non-exclusive, non-transferable, non-sublicensable right to access and use the Service during your Subscription Term solely for your internal business purposes and in accordance with these Terms, the Documentation, and any usage limits specified in your subscription plan or applicable Order Form.

3.3 Modifications to the Service

We continuously improve and update the Service. We reserve the right to modify, update, or discontinue any part of the Service at any time. We will use commercially reasonable efforts to notify you of material changes that adversely affect your use of the Service. Continued use of the Service after such changes constitutes acceptance of the modified Service.

4. Accounts and Access

4.1 Registration

To use the Service, you must create an Account and provide accurate, complete, and current registration information. You agree to update this information promptly if it changes.

4.2 Account Security

You are responsible for maintaining the confidentiality of your Account credentials, including any API keys. You are responsible for all activities that occur under your Account, whether or not authorized by you. You must notify us immediately of any unauthorized use of your Account or any other breach of security at support@tapkit.ai.

4.3 API Keys

API keys issued to you are confidential and must not be shared, published, or embedded in publicly accessible code. You are responsible for all API calls made using your keys. If you believe an API key has been compromised, you must revoke it immediately and contact us.

4.4 Authorized Users

Access to the Service is limited to the number of Authorized Users permitted under your subscription plan. User credentials are assigned to named individuals and may not be shared. You may reassign a credential to a new individual only if the previous user no longer requires access.

5. Customer Obligations

5.1 Device Ownership and Authorization

You represent and warrant that you own or have proper legal authorization to access, control, and automate each Controlled Device used with the Service. You must not use the Service to control any device without the lawful owner's express consent.

5.2 Acceptable Use

You agree to use the Service only for lawful purposes and in compliance with all applicable laws, regulations, and third-party terms. Without limiting the foregoing, you agree not to use the Service to:

• Violate any applicable local, state, national, or international law or regulation;
• Use the Service in a manner that you know violates applicable terms of service or agreements governing any Third-Party Application, where such violation causes harm to third parties;
• Engage in any activity that is fraudulent, deceptive, or misleading, including but not limited to creating fake accounts, generating artificial engagement, manipulating metrics, or impersonating others;
• Send unsolicited messages, spam, or bulk communications through Third-Party Applications;
• Harvest, scrape, or collect personal information of individuals without their consent or in violation of applicable privacy laws;
• Distribute malware, viruses, or other harmful code;
• Interfere with, disrupt, or attempt to gain unauthorized access to any systems, networks, or services;
• Circumvent or attempt to circumvent any security, rate-limiting, or access control mechanisms of the Service or any Third-Party Application;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying technology of the Service;
• Use the Service to develop a competing product or service, or to benchmark the Service for competitive purposes without our prior written consent;
• Sublicense, resell, lease, or otherwise make the Service available to any third party, except as expressly permitted under your subscription plan; or
• Use the Service in any manner that could damage, disable, overburden, or impair the Service or interfere with any other party's use of the Service.

5.3 Third-Party Application Compliance

You are solely responsible for your compliance with the terms of service, acceptable use policies, and other agreements of any Third-Party Applications you access or interact with through the Service. TapKit is a general-purpose device automation platform and does not monitor, enforce, or make any representations regarding the terms of Third-Party Applications. TapKit shall have no liability for any consequences arising from your interaction with Third-Party Applications through the Service, including but not limited to account restrictions, suspensions, or bans imposed by third-party providers.

5.4 Skills and Pre-Built Automation Templates

The Service may include pre-built automation templates, workflows, or guided interactions ("Skills") designed to demonstrate the Service's capabilities and assist you in interacting with Third-Party Applications. Skills are provided as convenience tools only. The availability of a Skill for a particular Third-Party Application does not constitute any representation or warranty that using such Skill is permitted under the terms of that Third-Party Application. You are solely responsible for reviewing and complying with the terms of any Third-Party Application you interact with, whether through a Skill or otherwise. TapKit may modify, disable, or remove any Skill at any time without notice.

5.5 Host Machine and Network

You are responsible for providing and maintaining the Host Machine, Controlled Devices, network connectivity, and any other hardware or software required to use the Service. TapKit is not responsible for any issues arising from your equipment, network, or environment configuration.

5.6 Network Requirements

The Service requires that the Host Machine and Controlled Devices be able to discover and communicate with each other on the same local network. This depends on local network discovery protocols (such as Apple's Bonjour / mDNS) functioning correctly. Certain network configurations — including but not limited to Wi-Fi client isolation, restrictive firewalls, VPN configurations, enterprise network policies, and managed access points that block multicast or mDNS traffic — may prevent the Service from operating. You are solely responsible for ensuring that your network environment permits local device discovery and communication. TapKit does not warrant that the Service will function on networks that restrict or block these capabilities, and TapKit shall have no liability for Service unavailability caused by such network conditions.

6. Intellectual Property

6.1 TapKit Ownership

TapKit and its licensors retain all right, title, and interest in and to the Service, including all software, technology, documentation, trademarks, and other intellectual property embodied in or related to the Service. Nothing in these Terms grants you any ownership interest in the Service. All rights not expressly granted herein are reserved by TapKit.

6.2 Customer Content

You retain all right, title, and interest in and to your Customer Content. By submitting Customer Content to the Service, you grant TapKit a non-exclusive, worldwide, royalty-free license to use, process, and store your Customer Content solely to the extent necessary to provide and improve the Service. This license terminates when you delete your Customer Content or terminate your Account, except to the extent that retention is required by law or for legitimate business purposes (such as maintaining backup archives for a reasonable period).

6.3 Feedback

If you provide TapKit with suggestions, feature requests, bug reports, or other feedback regarding the Service ("Feedback"), you grant TapKit an unrestricted, irrevocable, perpetual, royalty-free license to use, modify, and incorporate such Feedback into the Service or any other TapKit product without obligation or compensation to you.

7. Fees and Payment

7.1 Pricing

Your use of the Service is subject to the fees specified in your subscription plan or applicable Order Form. All fees are stated in U.S. dollars unless otherwise specified. Fees are non-refundable except as expressly set forth herein or required by applicable law.

7.2 Billing

Fees are billed monthly in advance on a per-Controlled-Device basis through our payment processor, Stripe, Inc. ("Stripe"). By providing payment information, you authorize us (through Stripe) to charge the applicable fees to your designated payment method. You are responsible for providing accurate and current payment information.

7.3 Device-Based Billing

The Service is billed on a per-Controlled-Device basis. When you add a new Controlled Device during a billing cycle, you will be charged a pro-rata fee for the remainder of the current billing period, and the full monthly fee will apply starting at the beginning of the next billing cycle. When you remove a Controlled Device, you will retain access to that device through the end of the current billing period. At the start of the next billing cycle, the removed device will no longer be accessible through the Service and will no longer be billed. You are responsible for designating which Controlled Devices to remove prior to the start of a new billing cycle.

7.4 Taxes

All fees are exclusive of applicable taxes. You are responsible for all sales, use, value-added, and other taxes and duties imposed by any governmental authority with respect to your use of the Service, excluding taxes based on TapKit's net income.

7.5 Late Payment

If any payment is not received by the due date, TapKit may suspend your access to the Service upon reasonable notice. Overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law.

7.6 Price Changes

TapKit may change its fees at any time by providing at least thirty (30) days' prior written notice (which may be provided by email or through the Service). Fee changes will take effect at the start of your next billing cycle following the notice period. If you do not agree to a fee change, you may cancel your subscription before the change takes effect.

8. Free Trials and Beta Features

8.1 Free Trials

TapKit may offer free trial access to the Service. During a free trial, the Service is provided "as is" without warranty or support obligations. TapKit may terminate a free trial at any time for any reason. At the end of a trial period, your access to the Service will be suspended unless you purchase a paid subscription. Any data or configurations created during a trial may be permanently deleted if you do not convert to a paid subscription.

8.2 Beta Features

TapKit may make certain features, tools, or services available as beta or early-access releases ("Beta Features"). Beta Features are provided for evaluation purposes and may not be complete, fully functional, or reliable. TapKit makes no commitments regarding the availability, performance, or future release of any Beta Feature. Beta Features may be discontinued at any time without notice.

9. Term and Termination

9.1 Term

This Agreement begins on the date you first accept it and continues until terminated by either party in accordance with this section.

9.2 Subscription Renewal

Unless otherwise specified in an Order Form, your subscription will automatically renew for successive periods equal to the original Subscription Term unless either party provides written notice of non-renewal at least thirty (30) days before the end of the then-current term.

9.3 Termination for Convenience

You may cancel your subscription at any time through your Account settings or by contacting us at support@tapkit.ai. Cancellation takes effect at the end of the current billing period. No refunds or credits will be issued for partial billing periods.

9.4 Termination for Cause

Either party may terminate this Agreement immediately upon written notice if the other party: (a) materially breaches this Agreement and fails to cure such breach within thirty (30) days of receiving written notice; or (b) becomes insolvent, files for bankruptcy, or ceases operations.

TapKit may also suspend or terminate your access to the Service immediately, without prior notice, if: (a) we reasonably believe your use of the Service poses a security risk or may adversely affect the Service or other users; (b) you are in violation of the Acceptable Use provisions of these Terms; or (c) required by law or legal process.

9.5 Effect of Termination

Upon termination: (a) your right to access and use the Service immediately ceases; (b) you must cease all use of the Service and destroy any copies of Documentation in your possession; and (c) each party must return or destroy all Confidential Information of the other party. TapKit will make your Customer Content available for export for thirty (30) days following termination, after which TapKit may delete it.

9.6 Survival

Sections 6 (Intellectual Property), 7 (Fees and Payment, to the extent of any outstanding obligations), 10 (Confidentiality), 11 (Disclaimers), 12 (Limitation of Liability), 13 (Indemnification), and 15 (General Provisions) shall survive termination or expiration of this Agreement.

10. Confidentiality

10.1 Definition

"Confidential Information" means any non-public information disclosed by one party to the other in connection with this Agreement that is designated as confidential or that, given the nature of the information or the circumstances of disclosure, reasonably should be understood to be confidential. Your Confidential Information includes your Customer Content. TapKit's Confidential Information includes the Service, its technology, business plans, and pricing.

10.2 Obligations

Each party agrees to: (a) protect the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; (b) use the other party's Confidential Information only for the purpose of performing under this Agreement; and (c) not disclose the other party's Confidential Information to any third party, except to employees, contractors, and advisors who need to know and are bound by obligations of confidentiality at least as protective as these Terms.

10.3 Exceptions

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction on disclosure.

10.4 Compelled Disclosure

A party may disclose the other party's Confidential Information to the extent required by law, regulation, or court order, provided that the disclosing party provides prompt notice to the other party (to the extent legally permitted) and cooperates in any effort to obtain confidential treatment.

11. Disclaimers

11.1 As-Is Basis

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TAPKIT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, OR UNINTERRUPTED AVAILABILITY.

11.2 No Guarantees

TAPKIT DOES NOT WARRANT THAT: (A) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (D) THE SERVICE WILL BE COMPATIBLE WITH ANY SPECIFIC DEVICE, OPERATING SYSTEM VERSION, OR THIRD-PARTY APPLICATION; OR (E) APPLE OR ANY OTHER THIRD PARTY WILL CONTINUE TO SUPPORT THE FEATURES, APIs, OR FUNCTIONALITY UPON WHICH THE SERVICE RELIES.

11.3 Third-Party Applications

TAPKIT MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING ANY THIRD-PARTY APPLICATIONS ACCESSED THROUGH THE SERVICE. YOUR USE OF THIRD-PARTY APPLICATIONS THROUGH THE SERVICE IS AT YOUR OWN RISK AND SUBJECT TO THE TERMS AND POLICIES OF THOSE THIRD-PARTY PROVIDERS.

11.4 Platform and Network Dependencies

THE SERVICE RELIES ON CERTAIN iOS AND macOS FEATURES, INCLUDING ACCESSIBILITY AND CONNECTIVITY CAPABILITIES, AS WELL AS LOCAL NETWORK DISCOVERY PROTOCOLS (SUCH AS APPLE'S BONJOUR / mDNS). CHANGES TO APPLE'S SOFTWARE, HARDWARE, POLICIES, OR TERMS, OR NETWORK CONDITIONS THAT PREVENT LOCAL DEVICE DISCOVERY (INCLUDING WI-FI CLIENT ISOLATION, FIREWALLS, OR ENTERPRISE NETWORK POLICIES), MAY AFFECT THE AVAILABILITY, FUNCTIONALITY, OR PERFORMANCE OF THE SERVICE. TAPKIT SHALL NOT BE LIABLE FOR ANY DISRUPTION OR LIMITATION CAUSED BY SUCH CHANGES OR NETWORK CONDITIONS.

12. Limitation of Liability

12.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL TAPKIT, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR USE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF TAPKIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TAPKIT'S TOTAL AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO TAPKIT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS ($100), WHICHEVER IS GREATER.

12.3 Basis of the Bargain

THE LIMITATIONS IN THIS SECTION REFLECT A REASONABLE ALLOCATION OF RISK AND ARE A FUNDAMENTAL PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND TAPKIT. TAPKIT WOULD NOT PROVIDE THE SERVICE WITHOUT THESE LIMITATIONS.

13. Indemnification

13.1 Your Indemnification

You agree to indemnify, defend, and hold harmless TapKit, its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Service; (b) your Customer Content; (c) your violation of these Terms; (d) your violation of any applicable law, regulation, or third-party right (including the terms of any Third-Party Application); or (e) any use of a Controlled Device through the Service that you did not have authorization to control.

13.2 TapKit Indemnification

TapKit will indemnify, defend, and hold harmless you from and against any third-party claim alleging that your authorized use of the Service infringes a valid U.S. patent or copyright, and TapKit will pay any damages finally awarded or settlement amounts approved by TapKit, provided that you: (a) give TapKit prompt written notice of the claim; (b) grant TapKit sole control of the defense and settlement; and (c) provide reasonable cooperation at TapKit's expense.

If the Service becomes, or in TapKit's opinion is likely to become, the subject of an infringement claim, TapKit may at its option: (i) procure the right for you to continue using the Service; (ii) replace or modify the Service to make it non-infringing; or (iii) if neither (i) nor (ii) is commercially reasonable, terminate the affected subscription and provide a pro-rata refund of prepaid fees for the unused portion of the Subscription Term.

14. Privacy

TapKit's collection, use, and disclosure of personal information in connection with the Service is described in our Privacy Policy, available at https://tapkit.ai/privacy. By using the Service, you acknowledge that you have read and understood the Privacy Policy.

15. General Provisions

15.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws provisions.

15.2 Dispute Resolution

Any dispute arising out of or relating to this Agreement shall be resolved through binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in the county where the Company maintains its principal place of business, or remotely via videoconference as agreed by the parties. Judgment upon the arbitral award may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

15.3 Class Action Waiver

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

15.4 Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations (except payment obligations) due to causes beyond its reasonable control, including natural disasters, acts of government, pandemics, telecommunications failures, power outages, or changes to third-party platforms or services upon which the Service depends.

15.5 Assignment

You may not assign this Agreement or any rights or obligations hereunder without TapKit's prior written consent. TapKit may assign this Agreement in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Subject to the foregoing, this Agreement shall bind and inure to the benefit of each party's successors and permitted assigns.

15.6 Severability

If any provision of this Agreement is found to be invalid or unenforceable, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.

15.7 Entire Agreement

This Agreement, together with the Privacy Policy, any applicable Order Forms, and any policies referenced herein, constitutes the entire agreement between you and TapKit with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, representations, and understandings.

15.8 Waiver

The failure of TapKit to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by TapKit.

15.9 Notices

All notices under this Agreement shall be in writing and shall be deemed given when delivered by email. Notices to TapKit shall be sent to legal@tapkit.ai. Notices to you shall be sent to the email address associated with your Account.

15.10 Export Compliance

You agree to comply with all applicable export and re-export control laws and regulations, including the U.S. Export Administration Regulations, and will not export or re-export the Service to any prohibited country, entity, or individual.

15.11 U.S. Government Users

If you are a U.S. government entity, the Service is provided as "commercial computer software" and "commercial computer software documentation" as defined in 48 C.F.R. § 2.101, and use, duplication, and disclosure are subject to the restrictions set forth in these Terms.

Contact

• Email: legal@tapkit.ai
• Website: https://tapkit.ai

Jootsing Research Inc.