Terms of Service

These Terms of Service ("Terms" or "Agreement") constitute a legally binding agreement between you (whether individually or on behalf of an entity you represent, "you", "your", or "User") and Ascendant Labs Pte. Ltd., a private limited company incorporated in Singapore ("ScaleDM", "Ascendant Labs", "we", "us", or "our").

This Agreement governs your access to and use of ScaleDM across all channels and platforms, including:

• The ScaleDM web application and website located at https://scaledm.io (the "Web App");
• The ScaleDM native mobile application for Apple iOS / iPadOS distributed via the Apple App Store ("iOS App");
• The ScaleDM native mobile application for Android distributed via the Google Play Store or authorized packages ("Android App");
• The ScaleDM backend services, application programming interfaces (APIs), webhook ingestion infrastructure, short-link redirect service (scaledm.io/l/*), and database systems; and
• The ScaleDM AI connectors, Model Context Protocol (MCP) server endpoints, and extensions for artificial intelligence platforms (including ChatGPT, Claude, Muse, and related AI agent environments) (collectively, the "Service").

BY CREATING AN ACCOUNT, CONNECTING AN INSTAGRAM ACCOUNT, DOWNLOADING, INSTALLING, OR ACCESSING THE WEB APP, IOS APP, ANDROID APP, OR AI CONNECTOR, OR BY CLICKING TO ACCEPT OR AGREE TO THESE TERMS WHERE PRESENTED, YOU EXPLICITLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS, DOWNLOAD, OR USE THE SERVICE.

1. Eligibility and Account Authority

• Age Requirement: You must be at least 18 years of age, or the legal age of majority in your jurisdiction, whichever is greater, to use the Service. The Service is strictly intended for adult business owners, creators, and commercial operators and is not directed to minors.
• Authority: If you are using the Service on behalf of a company, partnership, brand, agency, or other legal entity, you represent and warrant that you possess full legal authority to bind that entity to these Terms. In such case, "you" and "your" will refer to both you individually and that entity.
• Supported Account Type: ScaleDM is designed exclusively for Instagram Professional accounts (Business or Creator accounts) administered through Meta Business Suite or Meta Accounts Center. Personal Instagram accounts are not supported. You represent and warrant that you own or have obtained all necessary written authorizations to manage every Instagram account you connect to the Service.
• Account Security: You authenticate via Meta's official OAuth authorization flow. We never request or store your Instagram password. You are strictly responsible for maintaining the confidentiality of your device, session tokens, and account access, and for all activities that occur under your account. You must notify us immediately at support@scaledm.io if you suspect any unauthorized access.

2. Description of the Service

ScaleDM is a software conduit that enables creators and businesses to automate responses to public comments and private direct messages on Instagram via Meta's official Instagram Graph API. The Service allows you to configure:

• Public Comment Replies: Automated public text replies posted to user comments on your designated Instagram posts or Reels;
• Private Direct Messages (DMs): Automated private direct messages sent to users who comment on your posts or Reels or reply to your Instagram Stories, containing customized text, attached images, quick reply buttons, and external link buttons;
• Follow-Gate Verification: An optional conditional mechanism that checks via Meta's API whether a commenter follows your Instagram account prior to releasing your primary link or message;
• Link Tracking & Analytics: Conversion measurement, delivery status tracking, and link redirection through scaledm.io/l/{id} to monitor engagement.

ScaleDM operates purely as an automated workflow and messaging facilitation tool. ScaleDM does not act as an advertising agency, legal advisor, or broker, and does not guarantee any level of follower growth, sales, reach, or conversion.

3. Third-Party Platform Terms and Crucial Meta / Instagram Disclaimer

PLEASE READ THIS SECTION CAREFULLY. IT CONTAINS CRITICAL ASSUMPTION OF RISK AND LIABILITY WAIVERS CONCERNING META PLATFORMS, INC. AND INSTAGRAM.

• Independent Third Party: ScaleDM is developed and operated independently by Ascendant Labs Pte. Ltd. ScaleDM is NOT affiliated with, endorsed by, sponsored by, or certified by Meta Platforms, Inc., Instagram, Apple Inc., or Google LLC. "Instagram" and "Meta" are registered trademarks of Meta Platforms, Inc.
• Dependency on Meta APIs: The Service relies entirely on the availability, stability, rules, and functionality of Meta's Instagram Graph API and Webhooks. Meta reserves unilateral rights to modify, throttle, restrict, alter, or terminate its APIs, developer permissions, or platform features at any time without notice. Ascendant Labs has no control over Meta's API availability or technical alterations and disclaims all liability for any disruption or failure caused by Meta's changes.
• Compliance with Meta Policies: You agree to strictly abide by Meta's Platform Terms, Developer Policies, Instagram Community Guidelines, Instagram Terms of Use, and Commercial Terms at all times.
• EXPRESS ASSUMPTION OF RISK REGARDING PLATFORM ENFORCEMENT: You explicitly recognize that social media platforms, including Meta and Instagram, employ automated algorithms, spam filters, rate limits, and subjective human review to detect automated behavior. While ScaleDM utilizes official APIs and includes rate-pacing safeguards, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT ANY USE OF AUTOMATED MESSAGING, RAPID COMMENT REPLIES, FOLLOW GATES, OR HIGH-VOLUME ENGAGEMENT CARRIES INHERENT PLATFORM RISKS.
• TOTAL DISCLAIMER OF LIABILITY FOR PLATFORM ACTIONS: TO THE FULLEST EXTENT PERMITTED BY LAW, ASCENDANT LABS PTE. LTD., ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AFFILIATES SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY ACTIONS TAKEN BY META PLATFORMS, INC. OR INSTAGRAM AGAINST YOUR ACCOUNTS, INCLUDING BUT NOT LIMITED TO: (A) TEMPORARY OR PERMANENT ACCOUNT BANS, LOCKOUTS, SUSPENSIONS, OR DELETIONS; (B) "SHADOWBANNING," LOSS OF REACH, DECREASED IMPRESSIONS, OR SUPPRESSION IN ALGORITHMIC RECOMMENDATIONS; (C) RESTRICTIONS ON DIRECT MESSAGING CAPABILITIES OR COMMENTING ABILITIES; (D) REVOCATION OF INSTAGRAM PROFESSIONAL STATUS OR ADS MANAGER ACCESS; OR (E) ANY CORRESPONDING LOSS OF FOLLOWERS, CLIENTS, ADVERTISING SPEND, REVENUE, GOODWILL, OR BUSINESS REPUTATION. YOU USE THE SERVICE ENTIRELY AT YOUR OWN RISK.

4. User Representations, Warranties, and Acceptable Use

You represent, warrant, and covenant that you will use the Service strictly in accordance with all applicable international, national, state, and local laws and regulations. You are solely responsible for all content, messages, images, links, keywords, and marketing materials configured or sent through your account.

A. Compliance with Anti-Spam and Marketing Regulations:
You represent and warrant that your use of automated messaging and direct communication complies fully with all applicable marketing, anti-spam, privacy, and consumer protection laws, including without limitation:

• The United States CAN-SPAM Act of 2003 (15 U.S.C. § 7701 et seq.) and the Telephone Consumer Protection Act (TCPA);
• The Singapore Spam Control Act 2007 (Cap. 293);
• The European Union Directive on Privacy and Electronic Communications (Directive 2002/58/EC as amended, "ePrivacy Directive") and Regulation (EU) 2016/679 ("GDPR");
• The United Kingdom Data Protection Act 2018 and Privacy and Electronic Communications Regulations (PECR);
• The Australian Spam Act 2003; and
• The United States Federal Trade Commission (FTC) Guides Concerning the Use of Endorsements and Testimonials in Advertising (16 CFR Part 255), including clear and conspicuous disclosure of affiliate links, sponsorships, or paid promotions.

B. Prohibited Conduct: You agree that you will not, directly or indirectly, and will not permit any third party to:

• Send unsolicited bulk messages, spam, chain letters, deceptive promotional schemes, pyramid schemes, or unsolicited commercial communications;
• Send messages or configure links containing deceptive, false, fraudulent, defamatory, libelous, or misleading information or claims;
• Harass, stalk, abuse, intimidate, exploit, or threaten any person or group, or promote hate speech, violence, discrimination, or self-harm;
• Transmit, link to, or distribute pornographic, sexually explicit, obscene, or illicit content;
• Request, collect, or store sensitive personal information from recipients, including passwords, financial account numbers, credit/debit card numbers, government identification numbers (e.g., SSN, NRIC), biometric data, or sensitive medical records;
• Send messages to or harvest data from individuals under 18 years of age;
• Distribute malware, viruses, trojans, spyware, corrupted files, phishing mechanisms, or malicious software;
• Attempt to circumvent, disable, probe, reverse engineer, or defeat any security feature, queue rate limiter, throttling mechanism, or authentication system of ScaleDM or Meta;
• Resell, sublicense, lease, or operate the Service as a managed service bureau or white-label platform to unauthorized third parties without our prior written consent;
• Impersonate any person, brand, or entity, or misrepresent your affiliation with any person, brand, or entity.

Ascendant Labs reserves the right, with or without prior notice, to immediately investigate, suspend, throttle, or terminate your access to the Service if we determine, in our sole and absolute discretion, that your automations violate these Terms, generate excessive spam reports, or threaten the integrity of our platform or infrastructure.

5. Artificial Intelligence Connectors (MCP, ChatGPT, Claude, Muse)

If you interact with or manage ScaleDM via artificial intelligence connectors, third-party AI agents, or our Model Context Protocol (MCP) server:

• Third-Party AI Models: AI apps (such as ChatGPT by OpenAI, Claude by Anthropic, or Muse) are independent third-party platforms governed by their own terms and privacy policies. ScaleDM transmits data to and from such platforms only upon your explicit OAuth authorization and tool invocation.
• Probabilistic Nature & Hallucinations: Artificial intelligence systems generate responses based on probabilistic models and are subject to errors, hallucinations, outdated information, and unpredictable outputs. AI-suggested automation rules, triggers, copy, or links are suggestions only.
• Sole User Responsibility for Review and Approval: YOU ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR REVIEWING, TESTING, VERIFYING, AND APPROVING ANY AND ALL AI-GENERATED AUTOMATION SETTINGS, PUBLIC REPLIES, DIRECT MESSAGES, AND LINKS BEFORE PERMITTING THEM TO GO LIVE. ScaleDM requires explicit confirmation before write actions (creating, updating, or deleting automations) are executed. Once confirmed by you or through your authenticated AI session, you assume complete legal liability for all communications initiated.
• No Liability for AI Outputs: Ascendant Labs disclaims any and all liability for errors, copyright infringements, defamation, customer disputes, regulatory fines, or unintended messages resulting from AI-generated suggestions or automated tool executions.

6. User Content and Intellectual Property License

• Your Ownership: As between you and Ascendant Labs, you retain all ownership, intellectual property rights, and title in and to all text, captions, images, media files, graphics, links, branding, and automation templates you submit, upload, or transmit through the Service ("User Content").
• Limited License to ScaleDM: You grant Ascendant Labs a non-exclusive, worldwide, royalty-free, sublicensable (solely to necessary infrastructure providers like Google Cloud and Meta), fully paid-up license to host, store, cache, reproduce, transmit, process, and display your User Content solely to the extent necessary to provide, maintain, optimize, and secure the Service on your behalf.
• Warranty of Non-Infringement: You represent and warrant that: (i) you own or have obtained all necessary licenses, permissions, and rights to use and authorize ScaleDM to process your User Content; and (ii) your User Content does not infringe, misappropriate, or violate any patent, copyright, trademark, trade secret, moral right, privacy right, publicity right, or other proprietary right of any third party.
• Feedback License: If you submit feedback, ideas, bug reports, or feature recommendations to us (via in-app feedback, email, or surveys), you grant Ascendant Labs an irrevocable, perpetual, worldwide, royalty-free, transferable license to use, modify, exploit, and incorporate such feedback into our products without any restriction, accounting, attribution, or compensation to you.

7. ScaleDM Intellectual Property Rights

The Service, including its software architecture, code, algorithms, visual interfaces, graphics, design, compilation, information, trademarks, service marks, logos ("ScaleDM" and the ScaleDM logo), and all intellectual property rights therein are the sole and exclusive property of Ascendant Labs Pte. Ltd. and its licensors. Except for the limited access rights expressly granted herein, no licenses, rights, or titles are granted to you by implication, estoppel, or otherwise. You shall not copy, modify, distribute, create derivative works of, reverse engineer, decompile, or extract source code from any portion of the Service.

8. Mobile App Store Provisions (Apple App Store & Google Play)

This Section applies to your use of the ScaleDM native mobile applications downloaded via the Apple App Store or Google Play Store:

A. Apple App Store Additional Terms:

• Acknowledgment: You and Ascendant Labs acknowledge that these Terms are concluded between you and Ascendant Labs only, and not with Apple Inc. ("Apple"). Ascendant Labs, not Apple, is solely responsible for the iOS App and the content thereof.
• Scope of License: The license granted to you for the iOS App is limited to a non-transferable license to use the iOS App on any Apple-branded products running iOS/iPadOS that you own or control, and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions.
• Maintenance and Support: Ascendant Labs is solely responsible for providing any maintenance and support services with respect to the iOS App as specified in these Terms or under applicable law. You and Ascendant Labs acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support services with respect to the iOS App.
• Warranty: Ascendant Labs is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the iOS App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the iOS App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Ascendant Labs.
• Product Claims: You and Ascendant Labs acknowledge that Ascendant Labs, not Apple, is responsible for addressing any claims of you or any third party relating to the iOS App or your possession and/or use of that iOS App, including: (i) product liability claims; (ii) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation.
• Intellectual Property Rights: You and Ascendant Labs acknowledge that, in the event of any third-party claim that the iOS App or your possession and use of that iOS App infringes that third party's intellectual property rights, Ascendant Labs, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.
• Legal Compliance: You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
• Third-Party Beneficiary: You and Ascendant Labs acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

B. Google Play Store Terms:

You acknowledge that these Terms are between you and Ascendant Labs only, and not with Google LLC ("Google"). Google is not responsible for the Android App, its content, maintenance, support, or warranty claims. Google is an independent third party with respect to ScaleDM.

9. Indemnification

YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS ASCENDANT LABS PTE. LTD., ITS PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, AND SERVICE PROVIDERS (COLLECTIVELY, THE "INDEMNIFIED PARTIES") FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, SUITS, PROCEEDINGS, DEMANDS, LIABILITIES, LOSSES, DAMAGES, JUDGMENTS, PENALTIES, FINES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND COURT COSTS) ARISING OUT OF OR RELATING DIRECTLY OR INDIRECTLY TO:

• Your access to, use of, or misuse of the Service across Web, iOS, Android, or AI connectors;
• Any User Content, direct messages, public comments, images, links, or automation triggers uploaded, configured, or transmitted by you or via your account;
• Your violation of any provision of these Terms or any representation or warranty made herein;
• Your violation of any third-party right, including without limitation any intellectual property, privacy, publicity, confidentiality, or proprietary right;
• Your violation of any applicable law, rule, or regulation, including anti-spam laws (CAN-SPAM, TCPA, Singapore Spam Control Act, GDPR, ePrivacy Directive), consumer protection laws, and advertising regulations;
• Your violation of Meta Platforms, Inc. policies, Instagram Terms of Use, Community Guidelines, or Platform Terms; or
• Any dispute, transaction, or communication between you and any recipient of your automated messages or comments.

We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate fully with our defense of such claims. You shall not settle any claim without our prior written consent.

10. Disclaimer of Warranties

THE SERVICE, INCLUDING THE WEB APP, IOS APP, ANDROID APP, SHORT LINKS, APIS, AND AI CONNECTORS, IS PROVIDED ON AN "AS IS", "AS AVAILABLE", AND "WITH ALL FAULTS" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ASCENDANT LABS PTE. LTD. AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION:

• ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, AND NON-INFRINGEMENT;
• ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE PRACTICE;
• ANY WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, WILL ACHIEVE ANY SPECIFIED MARKETING OR COMMERCIAL RESULT, WILL OPERATE UNINTERRUPTED, TIMELY, SECURELY, OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED;
• ANY WARRANTY REGARDING THE ACCURACY, RELIABILITY, COMPLETENESS, OR DELIVERY SUCCESS OF AUTOMATED DIRECT MESSAGES, PUBLIC COMMENT REPLIES, FOLLOW-GATE VERIFICATIONS, OR LINK CLICK ANALYTICS; AND
• ANY WARRANTY CONCERNING THE CONTINUED COMPATIBILITY OR INTEGRATION WITH INSTAGRAM, META GRAPH APIS, THIRD-PARTY AI PLATFORMS, APPLE IOS, OR GOOGLE ANDROID OPERATING SYSTEMS.

YOU ASSUME COMPLETE RESPONSIBILITY AND RISK FOR YOUR SELECTION OF THE SERVICE TO ACHIEVE YOUR INTENDED RESULTS AND FOR THE USE, RESULTS OBTAINED, AND INTERACTIONS WITH THIRD PARTIES ARISING THEREFROM.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ASCENDANT LABS PTE. LTD., ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY LEGAL OR EQUITABLE THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, OR OTHERWISE) FOR:

• ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES;
• ANY LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF SALES, LOSS OF BUSINESS OPPORTUNITIES, OR LOSS OF CONTRACTS;
• ANY LOSS OF GOODWILL, DAMAGE TO REPUTATION, OR LOSS OF BRAND EQUITY;
• ANY LOSS OF DATA, CORRUPTION OF DATA, PRIVACY BREACH, OR SYSTEM DOWNTIME;
• ANY COSTS OF PROCURING SUBSTITUTE GOODS, SOFTWARE, OR SERVICES; OR
• ANY DAMAGES RESULTING FROM ACTIONS TAKEN BY META PLATFORMS, INC. (INCLUDING ACCOUNT RESTRICTIONS, SHADOWBANS, OR TERMINATIONS), THIRD-PARTY AI PLATFORMS, TELECOMMUNICATION PROVIDERS, OR APP STORE OPERATORS.

TOTAL AGGREGATE LIABILITY CAP: IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF ASCENDANT LABS PTE. LTD. ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, UNDER ALL CAUSES OF ACTION COMBINED, EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT ACTUALLY PAID BY YOU TO ASCENDANT LABS FOR THE SERVICE IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (B) FIFTY UNITED STATES DOLLARS ($50.00 USD).

THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND REGARDLESS OF WHETHER ASCENDANT LABS WAS ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OF LIABILITY FOR CERTAIN DAMAGES; IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

12. Free Service, Fees, and Advertising

ScaleDM is provided free of charge as an advertising-supported service. In consideration for your free access to the Service, Ascendant Labs reserves the right to display commercial advertisements, sponsored recommendations, and promotional messages within the Service. We do not endorse or sponsor any third-party products or services advertised, and we are not responsible for any transactions, content, or interactions you engage in with third-party advertisers. Ascendant Labs also reserves the right to introduce optional premium features, subscription tiers, or commercial terms in the future upon reasonable advance notice. You will never be charged without your express affirmative consent.

13. Termination and Account Deletion

• Termination by You: You may terminate this Agreement at any time by: (i) deleting your account in the ScaleDM Web App, iOS App, or Android App (via Settings → Delete Account); (ii) removing ScaleDM's authorization in your Instagram account settings (Settings → Website permissions → Apps and websites); or (iii) submitting a written deletion request to support@scaledm.io.
• Termination by ScaleDM: We may suspend, restrict, or permanently terminate your access to the Service immediately, without prior notice or liability, for any reason, including without limitation if: (i) you breach any provision of these Terms; (ii) we detect unlawful, abusive, or spam activity originating from your account; (iii) required by Meta, law enforcement, or regulatory mandate; or (iv) we discontinue the Service in whole or in part.
• Effect of Termination: Upon termination, your right to use the Service immediately ceases. All encrypted access tokens, scheduled automations, and operational links will be deleted. Sections 3, 4, 6, 7, 8, 9, 10, 11, 14, 15, and 16 shall survive any termination of this Agreement.

14. Dispute Resolution, Mandatory Binding Individual Arbitration, and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT GOVERNS HOW DISPUTES ARE RESOLVED AND INCLUDES A WAIVER OF CLASS ACTIONS AND JURY TRIALS.

• Governing Law: These Terms and any dispute, controversy, difference, or claim arising out of or relating to them, including their existence, validity, interpretation, performance, breach, or termination, shall be governed by and construed in accordance with the laws of the Republic of Singapore, without giving effect to any principles of conflicts of law. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
• Informal Resolution: Before initiating formal proceedings, you agree to contact us at support@scaledm.io with a written notice describing the dispute and proposed resolution. Both parties agree to negotiate in good faith for at least thirty (30) days from receipt of notice before commencing arbitration.
• Mandatory Binding Arbitration: Any dispute, controversy, difference, or claim arising out of or relating to these Terms or the Service that is not resolved informally shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be English. The arbitrator's award shall be final and binding on both parties and may be entered in any court having competent jurisdiction.
• CLASS ACTION WAIVER: YOU AND ASCENDANT LABS EXPLICITLY AGREE THAT ALL CLAIMS AND DISPUTES MUST BE BROUGHT EXCLUSIVELY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF, CLASS REPRESENTATIVE, OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, MASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR SHALL HAVE NO JURISDICTION OR AUTHORITY TO COMBINE OR CONSOLIDATE CLAIMS OF MULTIPLE PARTIES OR TO PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING.
• Limitation on Time to Sue: TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY CAUSE OF ACTION OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

15. Digital Millennium Copyright Act (DMCA) / Copyright Policy

Ascendant Labs respects the intellectual property rights of others. If you believe in good faith that any content hosted on or transmitted through the Service infringes your copyright, you or your authorized agent may send a written notice to our designated Copyright Agent at:

Copyright Compliance Agent
Ascendant Labs Pte. Ltd.
Email: support@scaledm.io

Your notification must include: (i) an electronic or physical signature of the person authorized to act on behalf of the copyright owner; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the allegedly infringing material with sufficient detail for us to locate it; (iv) your contact information (address, telephone number, and email); (v) a statement of good-faith belief that the disputed use is unauthorized; and (vi) a statement under penalty of perjury that the information in the notification is accurate.

16. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and Ascendant Labs regarding the Service and supersede all prior or contemporaneous agreements, proposals, representations, or understandings, whether written or oral.
• Modifications to Terms: We reserve the right to revise or update these Terms at any time in our sole discretion. We will indicate the date of the most recent revision at the top of this document. Material changes will be communicated via the Web App, iOS App, Android App, or email. Your continued use of the Service following the posting of updated Terms constitutes your binding acceptance of the changes.
• Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by an arbitrator or court of competent jurisdiction, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall continue in full force and effect.
• No Waiver: No failure or delay by Ascendant Labs in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise preclude any further exercise.
• Assignment: You may not assign, transfer, or delegate these Terms or any of your rights or obligations hereunder without our prior written consent. We may freely assign or transfer our rights and obligations under these Terms without restriction or notice.
• Force Majeure: Neither party shall be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including acts of God, war, terrorism, civil disturbance, labor disputes, internet outages, cloud infrastructure failures (including Google Cloud downtime), power failures, or API shutdowns by Meta Platforms, Inc.
• Electronic Communications: By using the Service, you consent to receive electronic communications from us concerning your account, security, updates, and legal notices. You agree that all agreements, notices, disclosures, and other communications provided electronically satisfy any legal requirement that such communications be in writing.

17. Contact Us

If you have questions, feedback, or legal notices concerning these Terms, please contact:

Ascendant Labs Pte. Ltd.
Singapore
Website: https://scaledm.io
Legal & Support Inquiries: support@scaledm.io
Instagram: @scaledm.io