Vynkly · Legal

Terms of Service

VYNKLY TERMS OF SERVICE

Effective date: November 5, 2026

These Terms of Service (the “Terms”) are a binding agreement between Vynkly, LLC, a California limited liability company (“Vynkly,” “we,” “us,” or “our”), and each person or entity that creates an Account, accepts an invitation, accesses, or uses the Service (each, a “User,” “you,” or “your”). These Terms govern access to and use of Vynkly’s online platform and centralized workspace for virtual assistants, their employees, clients, and client employees, available at https://app.vynkly.com, together with related applications, features, support, and services and any website used to facilitate the Vynkly platform (collectively, the “Service”).

Use of the Service is also governed by Vynkly’s Privacy Policy, the current version of which can be found at [INSERT URL] (the “Privacy Policy”), which is incorporated herein by reference.

IMPORTANT—PLEASE READ CAREFULLY. THESE TERMS CREATE A LEGALLY BINDING AGREEMENT WHICH GOVERNS YOUR USE OF THE SERVICE. BY CREATING AN ACCOUNT OR BY ACCESSING OR USING THE SERVICE OR ANY CONTENT OFFERED THROUGH THE SERVICE, YOU ACCEPT AND AGREE TO BE BOUND, WITHOUT LIMITATION OR QUALIFICATION, BY THESE TERMS. IF YOU DO NOT ACCEPT ANY OF THESE TERMS, YOU ARE PROHIBITED FROM USING THE SERVICE.

If you accept these Terms for an organization, you represent and warrant that you have authority to bind that organization. The organization is a User, and you are also a User whenever you create an Account, accept an invitation, access, or use the Service. Each User remains responsible for that User’s own compliance with these Terms, subject to the Owner responsibilities expressly stated below.

1.Definitions and Description of the Service.

1.1.Definitions. The following definitions apply to these Terms:

(a) “Account” means an individual login credential used to access the Service.

(b) “Workspace” means an Owner-controlled instance of the Service and its associated settings and data.

(c) “User” means any person or entity that creates an Account, accepts an invitation, accesses, or uses the Service, including any Owner, Manager, Team Member, Client, or Client User.

(d) “Owner” means the person or entity that controls a Workspace, purchases and maintains its Subscription, pays applicable Subscription fees, manages invitations, roles, and permissions, and has authority to submit cancellation or nonrenewal notices and exercise Customer Data export and deletion rights for the Workspace.

(e) “Manager” means a User granted administrative access within a Workspace.

(f) “Team Member” means a User whose access is limited by assignments and permissions.

(g) “Client” or “Client User” means an Owner’s client, or that client’s employee or representative, invited to use client-facing portions of a Workspace.

(h) “Content” means data, text, files, images, messages, notes, documents, signatures, recordings, and other materials submitted to or generated through the Service.

(i) “Customer Data” means Content submitted to or controlled through a Workspace by its Owner or Users.

(j) “Client Data” means Customer Data relating to a Client or Client User.

(k) “Account Data” means administrative, authentication, subscription and payment-status information, and service records concerning Accounts and operation of the Service; Account Data does not include Customer Data or Client Data.

(l) “Subscription” means an Owner’s paid recurring right to access and permit Users to access the Service under a selected plan.

(m) “Billing Cycle” means the monthly or annual period, as offered and selected, for which Subscription fees are charged.

1.2.Service. In order to use the Service, you must register as a user in the Vynkly platform. The Service provides a centralized Workspace through which virtual assistants and their teams may organize client relationships, tasks, communications, documents, time or project information, electronic signatures, and supported integrations. The Service is offered exclusively for business and professional use and is intended for virtual assistants and other Users acting for business or professional purposes. An Owner must purchase a Subscription and create a Workspace; other Users access the Service through Accounts and valid invitations. Features, capacity, and integrations may vary by plan and may change over time.

2.License, Access Rights, Accounts, and Roles.

2.1.License Grant For Service. Subject to these Terms and the applicable Subscription, Vynkly grants each User a limited, non-exclusive, non-transferable, non-sublicensable, revocable right and license during the Subscription term to access and use the Service solely in connection with the applicable Workspace’s business or professional activities.

2.2.Eligibility. Every User must be at least 18 years old, legally capable of entering a binding contract, and not barred from the Service by applicable law. The Service is not directed to, and may not be used by, minors. Each Owner represents and warrants that the Owner purchases and maintains the Subscription primarily for commercial, business, or professional purposes.

2.3.Accounts and Access. Each individual User must use an individual Account and may access only those Workspaces, Clients, features, and records permitted by the User’s role and assignments. Accounts may be created through self-service signup, plan signup, administrator invitation, or in-Workspace invitation. Accounts and access rights may not be sold, shared, or transferred without Vynkly’s written consent.

2.4.Roles and Invitations. The following requirements apply to role-based access and invitations:

  1. The Owner controls the Workspace, Subscription, invitations, role assignments, and access permissions and is responsible for activity by invited Users to the extent caused by the Owner’s invitation, authorization, instruction, or failure to administer access reasonably;
  2. You shall not create an Account or register a User using a false identity or false information;
  3. Managers may exercise only the administrative authority granted by the Owner; Team Members and Client Users may access only assigned Clients, records, and features;
  4. A person sending an invitation represents that the person is authorized to invite the recipient and grant the selected access, and each invitee represents that the invitee is authorized to access the applicable Workspace and data;
  5. The Owner must promptly remove or adjust access when a User changes roles, no longer requires access, or is no longer authorized;
  6. Vynkly personnel and contractors may access Workspaces only as reasonably necessary to operate, maintain, secure, support, or improve the Service, comply with law, or respond to authorized support requests, subject to Vynkly’s confidentiality and privacy obligations;
  7. Each User must not permit any other person to use the User’s Account or credentials, and the Owner must not grant broader permissions than reasonably necessary;
  8. Each User must comply with the Owner’s lawful instructions and the permissions displayed in the Service;
  9. The Owner is responsible for configuring roles and reviewing access permissions appropriate to the sensitivity of Customer Data and Client Data; and
  10. Each User is responsible for compatible devices, internet access, and telecommunications services needed to use the Service. Vynkly does not guarantee the availability or quality of any User’s connectivity.

2.5.Account Data and Account Management.

(a)Account Data. Each User must provide accurate, current, and complete Account Data and promptly update it. Each User authorizes Vynkly and its service providers to process Account Data as described in the Privacy Policy for authentication, administration, billing, support, security, fraud prevention, legal compliance, and operation of the Service. The Owner represents that it has authority to provide Account Data for individuals it enrolls or invites.

(b)Credentials and Security. The following requirements govern Account credentials:

  1. Each User must keep credentials confidential, use reasonable security measures, and must not share Accounts or permit others to use the User’s credentials;
  2. Each User must promptly notify Vynkly at admin@vynkly.com of suspected loss, theft, compromise, or unauthorized use of credentials, Accounts, Workspaces, Customer Data, or Client Data and must take reasonable steps requested to secure access;
  3. The Owner is responsible for charges validly initiated through its Workspace, and each User is responsible for activity validly initiated through the User’s Account, except to the extent caused by Vynkly’s breach of these Terms or applicable law; and
  4. Each User must sign out of unattended devices and follow reasonable authentication and security requirements presented through the Service.

(c)Reclaiming Usernames. Vynkly reserves the right to remove or reclaim any username at any time and for any reason or no reason, including but not limited to claims by a third party that a username violates the third party’s rights.

(d)Prior Restrictions. A person whose Account or access has been suspended or terminated may not create or use another Account to evade the restriction without Vynkly’s prior written authorization.

2.6.Acceptable Use and Prohibited Conduct.

(a)Effect of Violations. Any use of the Service in violation of these Terms is strictly prohibited and a material breach and may result in removal of Content, restriction of features, or suspension or termination under these Terms. Vynkly may preserve and disclose information when reasonably necessary to investigate misuse, protect the Service or others, or comply with law, subject to the Privacy Policy.

(b)Activity Prohibitions. Each User must not, and must not permit anyone to:

  1. Use the Service unlawfully or fraudulently, in violation of any applicable law or regulation, or to promote or facilitate any violation of applicable law or regulation;
  2. Access or attempt to access another Workspace, Client, Account, or data without authorization, or bypass role permissions, route guards, plan limits, authentication, or other technical or contractual controls;
  3. Upload, transmit, or introduce malware, malicious code, corrupted data, or harmful components, or attack, disrupt, overload, probe, scan, test, interfere with, or circumvent the security, integrity, performance, or operation of the Service, its infrastructure, or another User’s use of the Service;
  4. Use bots, spiders, scrapers, crawlers, or other automated or unauthorized means to access, extract, index, copy, scrape, or monitor the Service; build or maintain an unauthorized integration; use undocumented access methods; circumvent an integration’s permission or security controls; or impose an unreasonable or disproportionately large load on the Service or its infrastructure, except as expressly authorized by Vynkly in writing;
  5. Reverse engineer, decompile, disassemble, decode, translate, modify, or attempt to derive source code, underlying ideas, algorithms, or nonpublic APIs, except to the limited extent applicable law prohibits this restriction;
  6. Copy, modify, frame, mirror, republish, distribute, sell, lease, sublicense, commercially exploit, or otherwise misuse the Service or Vynkly Content, except as expressly authorized by these Terms or Vynkly in writing;
  7. Submit Content that is unlawful, infringing, deceptive, defamatory, threatening, harassing, exploitative, or likely to cause material harm, or that promotes illegal activity;
  8. Infringe, misappropriate, or violate intellectual-property, privacy, publicity, confidentiality, contractual, or other rights;
  9. Send spam, unlawful marketing, deceptive communications, or messages without legally required consent or opt-out mechanisms;
  10. Connect, access, or use a mailbox, calendar, project or time-tracking account, or other third-party system without authority from its owner;
  11. Use an integration to obtain, combine, monitor, or disclose data unlawfully or beyond the authorization granted by the relevant account holder;
  12. Misuse electronic-signature features, forge or misattribute a signature, sign without authority, alter a document or audit record improperly, or evade applicable electronic-transaction requirements;
  13. Impersonate another person or entity, misrepresent affiliation or authority, or submit false Account Data;
  14. Use the Service to develop, train, or benchmark a competing product using unauthorized access to the Service, or publish nonpublic performance or security test results without Vynkly’s written consent; or
  15. Solicit or attempt to solicit personal information from other Users, other than from Users with whom you have an existing business relationship and only in connection with a bona fide business purpose for which the Service is intended;
  16. Use the Service in a manner that violates export controls, sanctions, anti-corruption laws, or applicable industry-specific restrictions. Authorized, lawful processing of personal data inherent in legitimate use of the Service is not prohibited by this section;
  17. Remove, conceal, or alter proprietary notices, security markings, attribution, or audit information in the Service, except through authorized features;
  18. Use tracking technologies or passive collection mechanisms through the Service without authorization and legally required notice or consent; or
  19. Encourage, assist, or permit another person to engage in prohibited conduct.

(c)VA–Client Relationships. Vynkly provides software only. It is not a party to, employer in, agent for, or guarantor of any engagement between a virtual assistant, Team Member, Client, or Client User. Those parties are solely responsible for their separate agreements, work quality, supervision, classification, taxes, compensation, payments, disputes, and compliance with employment, contractor, consumer, and professional laws. Vynkly is not responsible for another User’s acts or omissions, but nothing in these Terms releases Vynkly from liability that cannot lawfully be limited.

2.7.Suspension and Termination.

(a)FAILURE TO COMPLY. WITHOUT LIMITING ANY OTHER REMEDIES, WE MAY, WITH OR WITHOUT NOTICE TO YOU, LIMIT, SUSPEND, TERMINATE, MODIFY OR DELETE YOUR ACCOUNT OR YOUR ACCESS TO THE SERVICE OR PORTIONS THEREOF IF, IN OUR SOLE DISCRETION, YOU FAIL TO COMPLY WITH ANY OF THESE TERMS OR YOUR ACCOUNT IS USED FOR ACTUAL OR SUSPECTED ILLEGAL ACTIVITY OR IMPROPER USE OF THE SERVICE. WE SHALL BE UNDER NO OBLIGATION TO COMPENSATE YOU FOR ANY LOSSES OR ADVERSE RESULTS THAT ARE DUE TO THE SUSPENSION, TERMINATION, MODIFICATION, OR DELETION OF YOUR OR ANY ACCOUNT.

(b)Copyright Infringement.

  1. Vynkly may remove or disable access to allegedly infringing material and may notify the affected User in accordance with the Digital Millennium Copyright Act (“DMCA”). Copyright notices and counter-notices must satisfy applicable law and be sent to the designated agent identified in the Copyright Complaints section below.
  2. Repeat Infringers. In appropriate circumstances, Vynkly will suspend or terminate Accounts of Users whom Vynkly determines are repeat infringers and may restrict access by Users who repeatedly submit infringing material.

(c)Right to Cease Service. Vynkly reserves the right to stop offering and/or supporting the Service or part of the Service at any time, at which point the license granted hereunder to you to use the Service or a part thereof will automatically terminate. Vynkly shall not be required to provide refunds, benefits or other compensation to Users in connection with such cessation of the Service or any part thereof.

(d)Termination of Account. Termination of your Account may include disabling your access to the Service or any part thereof, including access to Content that you or other Users submitted. Any such disabling is subject to the Owner’s 90-day Customer Data export right in the Data Export and Deletion clause below. After that 90-day export period expires, Vynkly has no obligation to preserve or provide continued access to Customer Data or to provide copies of submitted Content or Customer Data, except as stated in that clause.

(e)Data Export and Deletion. After cancellation or termination, the Owner will have 90 days (the “Export Period”) to export Customer Data. During the Export Period, the Owner may export Customer Data using available export tools or by making a reasonable request, unless immediate restriction is reasonably necessary for security, illegality, legal compliance, or protection of others. After the Export Period expires, Vynkly may delete Customer Data and has no obligation to preserve it, provide continued access to it, or provide copies of submitted Content or Customer Data, subject to ordinary backup cycles and any records Vynkly is required or permitted to retain under these Terms or applicable law. Vynkly may retain Account Data and limited service records as legally required or reasonably necessary to document and administer services, enforce rights, resolve disputes, prevent fraud, maintain financial or audit records, and comply with law. Vynkly will retain Customer Data after the Export Period only to the limited extent required or permitted under these Terms or applicable law.

(f)Owner Cancellation. The Owner may cancel a Subscription through the online cancellation method available in the Account settings when enrollment occurred online, or by contacting admin@vynkly.com. Vynkly will not require unnecessary or obstructive steps, and no reason for cancellation is required. Subscription cancellation timing, renewal consequences, and fees are governed by the Subscription and Billing section.

(g)Effects of Termination. Upon expiration or termination, each User’s license to use the Service ends, outstanding fees owed by the Owner become due, and access may be disabled, subject to the Owner’s 90-day Export Period above. Provisions that by their nature should survive—including ownership, confidentiality, payment obligations, disclaimers, liability limits, indemnification, dispute resolution, and general provisions—will survive.

2.8.Vynkly Intellectual Property. Vynkly and its licensors own the Service and all related software, interfaces, workflows, designs, documentation, templates, non-User content, improvements, and intellectual-property rights (“Vynkly Content”). Except for the limited access right expressly granted in these Terms, no right, title, or interest in Vynkly Content is transferred. The Owner grants Vynkly a limited, non-exclusive license during the Subscription to display Owner-provided business names, logos, colors, and other branding in the Owner’s Workspace and client-facing pages, documents, and communications. If a User provides feedback, that User grants Vynkly a perpetual, irrevocable, worldwide, royalty-free right to use it without restriction or obligation, provided Vynkly does not identify the User publicly without consent.

2.9.Service Communications. Each User agrees to receive transactional, administrative, security, and legal notices reasonably related to the Service, and the Owner also agrees to receive billing and renewal notices. Marketing communications are optional and may be declined as provided in the message or required by law; declining marketing does not prevent essential Service communications.

3.Customer Data and Client Data.

3.1.Ownership and Responsibility. As between the parties, the Owner, Users, and their licensors retain all rights they hold in Customer Data and Client Data. The Owner controls the Workspace’s Customer Data, subject to the rights of Clients, Client Users, data subjects, and other third parties. Each User is responsible for the lawfulness, accuracy, quality, and integrity of Customer Data that the User submits, controls, or uses; for providing required notices and obtaining required consents, permissions, and legal bases; for honoring applicable privacy and data-subject rights; and for determining whether the Service is appropriate for that data. Each User represents that the User has all rights necessary for Vynkly to process Customer Data submitted or controlled by that User as permitted by these Terms. Any Vynkly-provided template is a convenience only; each User remains responsible for reviewing and adapting it and for the documents and communications that User sends.

3.2.Limited Data License and AI Limits. The Owner and each User, to the extent of their respective rights, grant Vynkly and its subprocessors a non-exclusive, worldwide, royalty-free license during the applicable retention period to host, copy, process, transmit, display, secure, back up, restore, and otherwise use Customer Data only as necessary to provide, maintain, support, secure, and improve the Service, comply with the Owner’s or User’s instructions, and satisfy legal obligations, in each case subject to these Terms and the Privacy Policy. Vynkly will not use Customer Data or Client Data to train or improve Vynkly or third-party artificial-intelligence or machine-learning models without separate affirmative consent. Processing Customer Data to provide an AI function specifically requested by a User is permitted subject to applicable privacy terms and is not consent to model training.

3.3.Confidentiality, Security, and Operational Access.

(a)Consent to Monitoring. Vynkly may monitor, access, review, preserve, and disclose information concerning use of the Service as reasonably necessary to detect, investigate, prevent, or address suspected illegal activity, fraud, security threats, misuse, violations of these Terms, or harm to Vynkly, Users, or third parties; operate, secure, support, and improve the Service; respond to authorized support requests; or comply with applicable law or legal process. Any such activities will be subject to Vynkly’s obligations under these Terms and the Privacy Policy.

(b)Security and Access. Vynkly will maintain reasonable administrative, technical, and organizational safeguards appropriate to the nature of the Service. No system is completely secure, and Vynkly does not guarantee that unauthorized access, loss, or compromise will never occur. The Owner must configure and use role permissions and maintain appropriate backups or exports; each User must protect credentials and promptly report suspected unauthorized access. Vynkly may remove or restrict Content when reasonably necessary to enforce these Terms, protect the Service or others, or comply with law.

3.4.User Disputes; Releases. Users are responsible for resolving disputes arising from their separate relationships and agreements. To the maximum extent permitted by law, Vynkly is not responsible for claims arising solely from another User’s work, payment, employment or contractor relationship, or separate agreement, except to the extent caused by Vynkly’s own breach of these Terms or violation of law. You hereby release us, and our officers, directors, agents, subsidiaries, joint ventures and employees, from any and all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute that arises between you and one or more Users. If you are a California resident, you acknowledge that you are aware of, and hereby waive your rights under the provisions of California Civil Code Section 1542, which provides: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

4.Subscriptions, Automatic Renewal, Cancellation, and Fees.

The Service is offered only through paid recurring Subscriptions. The Owner will pay the fees and taxes disclosed at enrollment or in an order form for the monthly or annual Billing Cycle selected. THE OWNER AUTHORIZES VYNKLY AND ITS PAYMENT PROCESSOR TO CHARGE THE PAYMENT METHOD ON FILE AT ENROLLMENT AND AT EACH RENEWAL UNTIL CANCELLATION. EACH SUBSCRIPTION AUTOMATICALLY RENEWS FOR SUCCESSIVE BILLING CYCLES UNLESS THE OWNER SUBMITS CANCELLATION AT LEAST 30 DAYS BEFORE THE NEXT RENEWAL DATE. IF CANCELLATION IS SUBMITTED FEWER THAN 30 DAYS BEFORE THAT DATE, THE NEXT RENEWAL MAY OCCUR AND CANCELLATION WILL PREVENT THE FOLLOWING RENEWAL. Cancellation takes effect at the end of the final paid Billing Cycle and does not itself delete Customer Data. Fees are nonrefundable and no prorated refund or credit is provided for unused time, except as required by law or expressly agreed in writing. The Owner is responsible for applicable sales, use, excise, and similar taxes other than taxes on Vynkly’s net income. Vynkly may suspend access for failed or overdue payment after reasonable notice and may use lawful collection methods. Vynkly may change future pricing on reasonable advance notice; changes apply no earlier than the next renewal permitted by law.

5.Recurring-Subscription Disclosures and Third-Party Services.

5.1.Before enrollment, Vynkly will clearly and conspicuously disclose the recurring charge amount or method of calculation, Billing Cycle, automatic-renewal terms, cancellation deadline and method, and material minimum commitment, if any, and will obtain the Owner’s affirmative consent to the automatic-renewal terms. Vynkly will send renewal reminders, material-change notices, and other notices when and as required by applicable law. If the Owner enrolled online, the Owner may cancel online through an easy-to-use method available in Account settings; the Owner may also use admin@vynkly.com. The Owner must keep billing and contact information current.

5.2.Third-Party Integrations and Services. The Service relies on or may connect with third-party hosting, identity, payment, outbound email, mailbox, calendar, project-management, time-tracking, analytics, embedded-video, and similar services. Each User authorizes Vynkly and the applicable provider to transmit and process data as necessary for each integration that User enables. Each User may connect only accounts the User is authorized to connect and must comply with each provider’s terms and privacy policy. Third-party services are not controlled by Vynkly, may change or become unavailable, and may affect Service functionality. Vynkly does not endorse or warrant them and is not responsible for their independent acts, omissions, content, availability, security, or practices. Disconnecting an integration stops future exchange through that connection, subject to provider behavior, residual copies, backup cycles, and legal retention duties.

6.Electronic Signatures and Records.

EACH SIGNER CONSENTS TO ELECTRONIC TRANSACTIONS, REPRESENTS AUTHORITY TO SIGN, AND AGREES THAT ACTIONS TAKEN THROUGH THE SIGNER’S ACCOUNT MAY BE ATTRIBUTED TO THE SIGNER, SUBJECT TO APPLICABLE LAW. THE SERVICE MAY CREATE AN AUDIT RECORD INCLUDING THE DOCUMENT PRESENTED, SIGNATURE OR TYPED NAME, TIMESTAMP, AND AVAILABLE DEVICE, IP, OR BROWSER INFORMATION. EACH USER WHO USES ELECTRONIC-SIGNATURE FEATURES IS RESPONSIBLE FOR DOCUMENT CONTENT, REQUIRED DISCLOSURES AND CONSENTS, SIGNER IDENTITY AND AUTHORITY, DELIVERY OF COPIES, RETENTION, AND COMPLIANCE WITH LAW. USERS MAY WITHDRAW ELECTRONIC-TRANSACTION CONSENT PROSPECTIVELY AS REQUIRED BY LAW BY CONTACTING ADMIN@VYNKLY.COM, BUT WITHDRAWAL MAY PREVENT USE OF SIGNATURE FEATURES.

7.Copyright Notices; Complaints.

Send a DMCA notice to Vynkly’s designated agent: [DMCA Agent Name], admin@vynkly.com, 1111 6th Ave Ste 550, PMB 353960, San Diego, CA 92101-5211. A notice must include: (1) identification of the copyrighted work claimed to be infringed; (2) identification and location of the allegedly infringing material; (3) the complaining party’s contact information; (4) a good-faith statement that the disputed use is not authorized; (5) a statement under penalty of perjury that the notice is accurate and the sender is authorized to act; and (6) a physical or electronic signature. A counter-notice must include identification of the removed material and its prior location, a statement under penalty of perjury of good-faith belief that removal resulted from mistake or misidentification, the subscriber’s name, address, and telephone number, consent to jurisdiction of the appropriate federal district court, acceptance of service from the original claimant, and a signature. Vynkly may restore material as permitted by 17 U.S.C. § 512 unless the claimant timely files an action. Knowingly material misrepresentations may create liability. Vynkly accommodates standard technical measures and applies the repeat-infringer policy above.

8.Updates and Changes.

The Service is commercially available and may undergo changes from time to time, including the introduction of new or experimental features. Vynkly may add, modify, evaluate, or remove features, interfaces, limits, integrations, or workflows and may require updates or reacceptance of terms to continue your use. Vynkly will provide notice of material adverse changes when reasonably practicable or legally required.

9.Disclaimers; Limitations of Liability; Indemnification.

9.1.Disclaimer of Warranties and Professional Advice.

  1. SERVICE PROVIDED “AS IS”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, INCLUDING NEW OR EXPERIMENTAL FEATURES, INTEGRATIONS, TEMPLATES, AI-ASSISTED FUNCTIONS, AND ELECTRONIC-SIGNATURE TOOLS, IS PROVIDED “AS IS” AND “AS AVAILABLE.” VYNKLY DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
  2. NO PROFESSIONAL ADVICE; AI REVIEW REQUIRED. VYNKLY DOES NOT PROVIDE LEGAL, FINANCIAL, TAX, EMPLOYMENT, ACCOUNTING, OR OTHER PROFESSIONAL ADVICE. TEMPLATES, AUTOMATIONS, SUMMARIES, TRANSCRIPTIONS, SUGGESTIONS, AND AI-GENERATED OR AI-ASSISTED OUTPUT MAY BE INCOMPLETE, INACCURATE, BIASED, OR UNSUITABLE. EACH USER MUST REVIEW, VERIFY, AND EXERCISE INDEPENDENT JUDGMENT BEFORE USING, RELYING ON, SIGNING, OR SHARING OUTPUT, ESPECIALLY WITH A CLIENT.
  3. NO WARRANTY OF AVAILABILITY OR RESULTS. VYNKLY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS; THAT DATA WILL NEVER BE LOST, CORRUPTED, OR ACCESSED WITHOUT AUTHORIZATION; THAT THIRD-PARTY SERVICES WILL REMAIN AVAILABLE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICE, AI OUTPUT, SIGNATURES, AUDIT RECORDS, OR USER DOCUMENTS WILL PRODUCE A PARTICULAR RESULT OR BE LEGALLY ENFORCEABLE.
  4. ELECTRONIC SIGNATURES AND RECORDS. THE SERVICE IS INTENDED TO SUPPORT ELECTRONIC SIGNATURES AND ELECTRONIC RECORDS UNDER THE U.S. E-SIGN ACT AND APPLICABLE ELECTRONIC-TRANSACTION LAWS, BUT VYNKLY DOES NOT GUARANTEE THAT ANY DOCUMENT, SIGNATURE, RECORD, OR AUDIT TRAIL IS VALID, ENFORCEABLE, ADMISSIBLE, OR SUFFICIENT FOR ANY PARTICULAR PURPOSE OR JURISDICTION.

9.2.Limitations of Liability.

  1. EXCLUDED DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, VYNKLY AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, OPPORTUNITIES, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, REGARDLESS OF THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY.
  2. THIRD-PARTY AND USER CONDUCT. TO THE MAXIMUM EXTENT PERMITTED BY LAW, VYNKLY IS NOT LIABLE FOR THIRD-PARTY SERVICES OR FOR THE INDEPENDENT CONDUCT OF USERS, VIRTUAL ASSISTANTS, CLIENTS, OR CLIENT USERS, EXCEPT TO THE EXTENT A LOSS IS CAUSED BY VYNKLY’S OWN ACTION FOR WHICH LIABILITY CANNOT LAWFULLY BE LIMITED.
  3. AGGREGATE CAP. TO THE MAXIMUM EXTENT PERMITTED BY LAW, VYNKLY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES THE APPLICABLE OWNER PAID TO VYNKLY FOR THE SERVICE DURING THE 12 MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO LIABILITY. THIS CAP APPLIES IN THE AGGREGATE ACROSS ALL CLAIMS AND THEORIES.
  4. ALLOCATION OF RISK. THE EXCLUSIONS AND CAP ABOVE APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW TO ALL CLAIMS, INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, INDEMNITY, CONFIDENTIALITY, FRAUD, AND WILLFUL MISCONDUCT, WITHOUT SPECIAL CARVE-OUTS, BUT DO NOT LIMIT LIABILITY TO THE EXTENT A LIMITATION IS PROHIBITED BY APPLICABLE LAW.
  5. DISCLAIMER MAY NOT BE APPLICABLE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY DISCLAIMERS OR LIABILITY LIMITATIONS. IN THOSE JURISDICTIONS, THESE TERMS APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND LEGALLY NON-WAIVABLE RIGHTS REMAIN UNAFFECTED.

9.3.User Indemnification. Each User will defend, indemnify, and hold harmless Vynkly and its affiliates, officers, directors, employees, contractors, licensors, and service providers from third-party claims, damages, judgments, settlements, penalties, costs, and reasonable attorneys’ fees arising from: (a) Customer Data or Client Data submitted, controlled, or used by that User; (b) that User’s conduct or misuse of the Service; (c) that User’s unlawful collection, use, disclosure, or processing of information; (d) an unauthorized integration, account connection, signature, document, or communication by that User; (e) alleged infringement or violation of third-party rights by that User’s data or activities; or (f) that User’s material breach of these Terms. The Owner has the same obligations for claims arising from an invited User’s conduct to the extent caused by the Owner’s invitation, authorization, instruction, or failure to administer access reasonably. Vynkly will give prompt notice, allow the indemnifying User to control the defense and settlement, and reasonably cooperate at that User’s expense. The indemnifying User may not settle a claim in a manner that admits wrongdoing by, imposes obligations on, or fails to fully release Vynkly without Vynkly’s written consent, not to be unreasonably withheld. Vynkly may participate with counsel at its own expense.

10.Dispute Resolution; Binding Individual Arbitration.

10.1.Agreement to Arbitrate. Except for the exclusions below, each User and Vynkly agree that every claim or dispute arising out of or relating to these Terms, the Service, or their relationship, whether based in contract, tort, statute, fraud, misrepresentation, or another legal theory and whether arising before or after termination, will be resolved by final and binding individual arbitration administered by the American Arbitration Association (“AAA”), rather than in court. The arbitrator, and not a court, will decide issues concerning the scope, enforceability, and arbitrability of this arbitration agreement, except that a court will decide issues concerning the class-action waiver. Before filing, the claimant must send a written notice describing the claim and requested relief to the other party and allow 30 days for good-faith informal resolution. Nothing here prevents either party from contacting a regulator or government agency where law permits.

10.2.Exclusions from Arbitration. Either a User or Vynkly may bring an individual claim in small-claims court if the claim qualifies for and remains within that court’s jurisdiction. Any such claim must proceed only on an individual, non-class, non-representative basis. Either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction to protect intellectual property, confidential information, data security, or prevent unauthorized access or misuse while arbitration is pending. Claims that applicable law prohibits from arbitration may proceed in court. Any court matter permitted by this section remains subject to the California law provisions below. Except for an eligible small-claims action as provided in the next sentence, any such court matter is also subject to the Orange County venue provisions below. An eligible small-claims action may be filed in any court with lawful jurisdiction and venue to the extent necessary to avoid conflict with applicable small-claims rules or mandatory law.

10.3.RIGHT TO OPT OUT WITHIN 30 DAYS. EACH USER MAY OPT OUT OF THIS ARBITRATION AGREEMENT AND THE CLASS-ACTION WAIVER BY SENDING WRITTEN NOTICE WITHIN 30 DAYS AFTER FIRST ACCEPTING THESE TERMS TO ADMIN@VYNKLY.COM OR 1111 6TH AVE STE 550, PMB 353960, SAN DIEGO, CA 92101-5211. THE NOTICE MUST INCLUDE THE USER’S LEGAL NAME, ACCOUNT EMAIL, MAILING ADDRESS, AND A CLEAR STATEMENT THAT THE USER OPTS OUT OF ARBITRATION. AN OPT-OUT APPLIES ONLY TO THE USER THAT TIMELY SENT IT AND DOES NOT AFFECT OTHER TERMS. VYNKLY WILL NOT PENALIZE A USER FOR A VALID OPT-OUT.

10.4.Class Action Waiver. ANY DISPUTE RESOLUTION PROCEEDINGS, WHETHER IN ARBITRATION OR COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS OR REPRESENTATIVE ACTION OR AS A NAMED OR UNNAMED MEMBER IN A CLASS, CONSOLIDATED, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION, UNLESS BOTH YOU AND VYNKLY SPECIFICALLY AGREE TO DO SO IN WRITING FOLLOWING INITIATION OF THE ARBITRATION.

10.5.Initiating Arbitration. After the informal-resolution period, a party may initiate arbitration with the AAA under its applicable Commercial Arbitration Rules and Mediation Procedures, or another AAA rule set that mandatory law requires. The AAA rules are available at www.adr.org. These Terms govern if they conflict with the rules, except where the rules or applicable law cannot be varied. The arbitration will be conducted by one neutral arbitrator experienced in technology or commercial disputes.

10.6.Arbitration Procedures. The Federal Arbitration Act (“FAA”) governs this arbitration agreement and questions of arbitrability. California substantive law governs the merits as stated below, subject to applicable federal law and mandatory law. Each party may present relevant evidence and dispositive motions as permitted by the arbitrator. The arbitrator may award any individual remedy available in court, subject to these Terms and the class waiver, and will issue a reasoned written award. The award is final and binding except for review permitted by the FAA and may be entered in any court with jurisdiction. Fees and costs will be allocated under the applicable AAA rules and mandatory law; each party otherwise bears its own attorneys’ fees unless a statute or the arbitrator authorizes an award.

10.7.Location and Format. Arbitration will be conducted by video, telephone, document submission, or in person in Orange County, California, as the arbitrator determines after considering convenience, cost, fairness, the parties’ circumstances, and mandatory law. A party may request a remote or local hearing where required to ensure a legally adequate forum.

10.8.Arbitration Severability. If any part of this arbitration section is unenforceable, it will be severed or limited to the minimum extent necessary and the remainder will remain effective. If the class, collective, or representative action waiver is finally held unenforceable as to a particular claim or requested remedy, that claim or remedy will proceed in court and be stayed pending completion of individual arbitration to the extent permitted by law. If applicable law prevents enforcement of arbitration altogether for a claim, only that claim may proceed in court.

10.9.Survival. This dispute-resolution section survives expiration or termination of these Terms, except that a valid timely opt-out remains effective.

11.General Provisions.

11.1.Changes to These Terms.

  1. Updates and Notice. Vynkly may update these Terms by posting the revised version through the Service or at https://app.vynkly.com and updating the effective date. Vynkly will provide reasonable advance notice of material changes by email, in-product notice, or another legally permitted method. Unless law requires otherwise, material changes will take effect no sooner than 30 days after notice; nonmaterial changes may take effect when posted. Changes will not retroactively alter the dispute-resolution terms applicable to a claim of which Vynkly had actual notice before the change.
  2. Consent to Material Changes. Vynkly may require affirmative acceptance of a material change when required by law or reasonably appropriate. If a User does not accept, that User must stop using the affected Service; the Owner may cancel the Subscription, subject to accrued charges and the cancellation provisions. Continued use after the effective date constitutes acceptance only to the extent permitted by law.
  3. Disagreement With Terms. If at any time you do not agree to any provision of the then-current version of our Terms, the Privacy Policy or any other Vynkly policy, rule or code of conduct relating to your use of the Service, your right to use the Service will immediately terminate, and you must immediately stop using the Service.
  4. Notices of Changes. Renewal, pricing, automatic-renewal, and cancellation notices will be provided to the Owner in the timing and form required by applicable law. The Owner is responsible for keeping its designated notice email and Account contact information current.
  5. Conflict. To the extent these Terms or the Privacy Policy conflict with any other Vynkly terms, policy, rule, or code of conduct, the provisions of these Terms and the Privacy Policy will prevail.

11.2.Severability. If any provision of these Terms or the Privacy Policy is found invalid, illegal, or unenforceable, in whole or in part, by any court of competent jurisdiction, such provision will, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity, illegality, or unenforceability without affecting the validity, legality, or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms, which will continue to be in full force and effect.

11.3.Assignment. Vynkly may assign any of its rights or delegate any of its obligations under these Terms, in whole or in part, to any person or entity at any time without your consent. You may not assign or delegate any rights or obligations under the Terms without the prior written consent of Vynkly; any purported assignment or delegation in violation of this Section 11.3 is void.

11.4.Export Controls and Sanctions. Each User must comply with U.S. and other applicable export-control and sanctions laws. A User may not access or use the Service from an embargoed jurisdiction, for a prohibited end use, or if listed on a government restricted-party list. Each User represents that the User is not prohibited from receiving the Service under applicable trade laws.

11.5.Entire Agreement. These Terms, together with any supplemental policies, the Privacy Policy, and any other documents expressly incorporated by reference herein, contain the entire agreement between Vynkly and you with respect to the subject matter hereof and supersede all prior and contemporaneous understandings, agreements, representations and warranties of the parties hereto relating to the subject matter hereof, whether electronic, oral or written, or whether established by custom, practice, policy or precedent.

11.6.No Waiver; Amendments. A party’s failure or delay in enforcing any provision of these Terms or the Privacy Policy or exercising any right under them does not constitute a waiver or relinquishment of that provision or right. A waiver applies only to the specific instance for which it is given and does not waive any future obligation to comply with the applicable provision, condition, or requirement. Except for updates Vynkly may make under Section 11.1, any amendment to these Terms, and any waiver, consent, or other binding writing under these Terms, must be in writing and signed by an authorized representative of the party against whom enforcement is sought. Electronic signatures, electronically accepted writings, and counterparts are permitted and have the same effect as originals, subject to applicable law.

11.7.Notices. Vynkly may provide operational or legal notices by email to the applicable User’s Account address, through the Service, or by posting at https://app.vynkly.com, as permitted by law. Notices to Vynkly under these Terms must be in writing and sent to the email or mailing address below, except that cancellation, arbitration opt-out, security, and DMCA notices must use the methods specifically stated in the applicable section. Email notice is effective when sent unless the sender receives a delivery failure; mailed notice is effective on confirmed delivery.

Vynkly, LLC

1111 6th Ave Ste 550
PMB 353960
San Diego, CA 92101-5211

Email: admin@vynkly.com

11.8.Equitable Remedies. You acknowledge that the rights granted and obligations made under these Terms to Vynkly are of a unique and irreplaceable nature, the loss of which shall irreparably harm Vynkly and which cannot be replaced by monetary damages alone, so that Vynkly shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety or proof of damages) in the event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctive or other equitable relief, or to enjoin or restrain the operation of the Service, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Service or any content or other material used or displayed through the Service and agree to limit your claims to claims for monetary damages, limited by Section 9.2.

11.9.Force Majeure. Vynkly shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of Vynkly, including without limitation any failure to perform hereunder due to unforeseen circumstances or cause beyond Vynkly’s control, such as acts of God, natural disaster, war, terrorism, riots, civil unrest, embargoes, acts of civil or military authorities, fire, floods, accidents, epidemic or pandemic, governmental orders, strikes, shortages of transportation facilities, fuel, energy, labor or materials.

11.10.Governing Law; Venue. California law governs these Terms without regard to conflict-of-laws rules, except that the FAA governs the arbitration agreement. Subject to the arbitration section and mandatory law, the state and federal courts located in Orange County, California have exclusive jurisdiction over court proceedings, and each party consents to personal jurisdiction and venue there. The United Nations Convention on Contracts for the International Sale of Goods does not apply.