Labelixa Terms of Service

Effective Date: August 31, 2026

Last updated: August 31, 2026

These Terms of Service (the "Terms") are a legal agreement between you ("you," "your," "Customer," or "user") and Newempo LLC ("Newempo," "we," "us," or "our"), the operator of the Labelixa service. The Labelixa website, applications, and services are referred to together as the "Service."

Legal notice and mailing address:

Newempo LLC
30 N Gould St #40045
Sheridan, WY 82801, USA

Contact email: [email protected]

The address above is provided solely as Newempo LLC's legal notice and mailing address.

1. Introduction and Agreement to the Terms

1.1 These Terms govern your access to and use of the Service, including the Labelixa website at labelixa.com, the browser-based ZPL label preview and rendering tools, the standalone barcode generator, the REST API, the customer panel, and the accompanying documentation and sample content.

1.2 How you accept these Terms. You accept these Terms when you take a concrete action that shows agreement — for example, creating an account, generating or using an API key, completing a paid purchase, or clicking an "I agree" (or equivalent) control. The account-creation and checkout flows may require you to affirmatively accept these Terms before you can proceed.

1.3 Browsing alone is not enough for paid or recurring obligations. Simply visiting or viewing a public page of the Service does not, by itself, create a paid subscription, authorize recurring billing, or bind you to payment obligations. Recurring billing is authorized only through the account and checkout flows described in these Terms, not merely by using a public page.

1.4 If you use the Service on behalf of a company or other legal entity, you represent that you have authority to bind that entity to these Terms, and "you" refers to both you and that entity.

1.5 Additional guidance referenced in these Terms (for example, the Acceptable Use section) applies to the features it covers. The Privacy Policy is a transparency notice (see Section 34).

2. Eligibility and Minimum Age

2.1 You must be at least 18 years old to use the Service. By using the Service, you represent that you are 18 or older.

2.2 The Service is not directed to children, and we do not knowingly permit persons under 18 to create accounts or use the Service.

2.3 You must not use the Service if you are barred from doing so under applicable law, or if your access has previously been suspended or terminated by us.

3. Business and Professional Use

3.1 The Service is offered primarily for business and professional purposes — developing, previewing, and generating labels and barcodes in connection with a trade, business, craft, or profession.

3.2 A person who purchases or registers on behalf of a business represents that they have authority to bind that business.

3.3 This positioning does not waive or remove any mandatory consumer rights where a purchaser legally qualifies as a consumer under applicable law. Describing the Service as business-oriented does not by itself remove the protection of consumer-protection law where that law applies to you.

4. Order of Precedence

4.1 If there is a conflict between documents that apply to you, the following order of precedence controls (highest first):

1. a separately signed Enterprise agreement between you and Newempo LLC;
2. the order-specific checkout or order confirmation, but only as to the selected plan, price, billing interval, currency, quota, and applicable tax for that order;
3. these Terms, for all general legal provisions;
4. the pricing pages and documentation.

4.2 The checkout or an order confirmation settles the commercial details of your order (item 2 above). It does not silently override the general legal provisions of these Terms — including the liability, dispute-resolution, intellectual-property, privacy-relationship, and termination provisions — which continue to apply unless a signed Enterprise agreement provides otherwise.

5. Accounts and Authentication

5.1 Some features are available without an account (see Section 7). To access registered features, paid plans, and higher usage limits, you must create an account.

5.2 Authentication. We may provide one or more authentication methods, which may include third-party sign-in or email-based authentication. You are responsible for maintaining access to, and the security of, the credentials and any third-party login you use to authenticate.

5.3 You agree to provide accurate information and keep it current. You are responsible for activity that occurs under your account.

5.4 Notify us promptly at [email protected] if you believe your account or credentials have been compromised.

6. API Keys and Account Security

6.1 Registered use of the REST API is authenticated with an API key issued to your account. Your API key is confidential: anyone holding it can consume your usage quota and access API features associated with your account.

6.2 You are responsible for keeping your API key secret, for all use made through it, and for regenerating it if it is exposed. The Service lets you regenerate your API key; regenerating a key invalidates the previous key.

6.3 You must not share, sell, or transfer your API key except as permitted by these Terms, and you must not attempt to access accounts, keys, or data that are not your own.

6.4 We may treat requests authenticated with your API key as authorized by you. Notify us at [email protected] if you believe your API key has been compromised.

7. Description of the Service

7.1 Labelixa provides tools for working with Zebra Programming Language ("ZPL") labels and barcodes, including a browser-based ZPL preview and rendering tool, a standalone barcode generator, a REST API, a customer panel for account/plan/usage management, and documentation and sample content.

7.2 Anonymous use. Certain functionality may be used without an account. Anonymous use is rate-limited and is subject to lower limits.

7.3 Registered use. Registered accounts receive an API key and, depending on plan, higher usage limits.

7.4 The Service renders and generates output based on the content you submit. It is a software rendering aid — it is not a printer, a shipping carrier, a barcode-standards authority, a certification body, or a printer manufacturer (see Section 17).

8. Free and Paid Plans

8.1 The Service is offered through tiered plans, currently identified as Free, Starter, Professional, Business, and Enterprise / On-Premise. The features, usage limits, and prices for each plan are described on the Labelixa pricing pages and, for paid plans, in the checkout, at the time of purchase.

8.2 As to the specific plan, price, billing interval, currency, quota, and tax of an order, the checkout or order confirmation controls (Section 4). General legal terms are governed by these Terms.

8.3 Payment processing and payment-card handling. Paid plans are billed through Stripe. Full payment-card details are collected by Stripe and are not stored on Labelixa application servers. We do receive limited billing metadata from Stripe (for example, a customer identifier, a subscription identifier, subscription status, and period information) to operate your plan. Your use of Stripe is subject to Stripe's own terms and privacy policy.

8.4 You authorize us, through Stripe, to charge the applicable fees, plus any applicable taxes (Section 15), to your selected payment method for the plan you purchase and for each renewal until cancelled in accordance with Section 12.

9. Usage Limits, Quotas, and Fair Use

9.1 Plans include a daily usage quota. The quota unit is one rendered label (an "operation"). A single API request that produces multiple labels consumes quota equal to the number of labels produced, not the number of requests.

9.2 Daily quotas reset at the start of each calendar day (00:00 Coordinated Universal Time, UTC). Unused quota does not roll over.

9.3 The Service also applies short-term rate limits (for example, per-second request limits) and a maximum number of labels per request. These limits vary by plan and protect the stability of the Service.

9.4 If you reach a plan limit, further operations may be declined until the quota resets at 00:00 UTC or until you upgrade your plan.

9.5 Fair use. You must not attempt to circumvent quotas or rate limits, including by creating multiple accounts or rotating identifiers to evade limits, or by placing automated load on the Service beyond your plan's limits.

9.6 No overage billing. Exceeding a plan quota does not create an additional charge. When the daily quota is exhausted, requests are declined with HTTP 429 — carrying Retry-After and X-Quota-Action response headers — until the quota resets at 00:00 UTC or you move to a higher plan. We do not meter and invoice usage beyond your plan's quota, and there is no paid overage product to fall back on. Your invoice for a billing period is therefore the plan price you selected, plus any applicable tax.

10. Add-on Packs (No Longer Offered)

10.1 Add-on packs are no longer offered and can no longer be purchased. They were withdrawn on 30 August 2026, when plan quotas moved to a daily window and became large enough that a one-time pack no longer served a purpose. If a daily quota is not sufficient for you, the appropriate step is to move to a higher plan.

10.2 The section number is retained so that references elsewhere in these Terms remain accurate. No add-on quota is outstanding.

11. Subscription Renewal and Price Changes

11.1 Automatic renewal. Paid subscriptions are offered on a monthly or annual basis, and monthly and annual subscriptions renew automatically until cancelled. The automatic-renewal terms — that the plan renews until cancelled, the renewal interval, and the renewal price — must be clearly disclosed before purchase, and your affirmative consent must be obtained, in the checkout flow.

11.2 Renewal charges are processed through Stripe using your selected payment method, at the price and terms in effect for your plan at renewal, plus any applicable taxes (Section 15).

11.3 Price changes. We may change subscription prices. A price increase applies no earlier than your next renewal and only after reasonable advance notice. You may cancel before the higher price takes effect; if you do not cancel, the new price applies from the next renewal.

11.4 Renewal notices. We will send annual-renewal reminders where required by applicable law, and we may provide other renewal or price-change notices. We do not promise a universal reminder schedule beyond what the Service actually implements or what applicable law requires.

12. Cancellation

12.1 You may cancel a paid subscription at any time through the Stripe customer portal, accessible from your account.

12.2 Cancellation normally takes effect at the end of the current paid billing period. Your access to paid-plan features normally continues until the end of that period, after which the subscription does not renew.

12.3 Cancellation does not normally terminate your access immediately and, except as required by mandatory law or as described in Section 14, does not by itself entitle you to a refund of amounts already paid for the current period.

13. Payment Failure

13.1 If a payment fails, the payment processor may retry the charge and we or the processor may ask you to update your payment method.

13.2 If a valid charge remains unpaid after reasonable notice, we may suspend or downgrade the paid features of your account. You remain responsible for valid outstanding charges.

13.3 This Section does not limit any mandatory-law protections that apply to you.

14. Refund Policy

14.1 Except as required by mandatory non-waivable law, monthly and annual subscription payments are generally non-refundable.

14.2 No automatic prorated refund or credit is provided for unused time or unused quota in a billing period or annual term after cancellation. On cancellation you retain access until the end of the paid period or annual term (Section 12).

14.3 Add-on packs are generally non-refundable after activation or use (Section 10).

14.4 Duplicate charges, confirmed billing errors, or technical charging errors may be reviewed and corrected on a case-by-case basis. To request a review, contact [email protected].

14.5 Mandatory rights preserved. Nothing in this Section limits or waives any statutory cancellation, withdrawal, refund, or similar right that applies to you and cannot lawfully be excluded. This Section does not state or imply that all users in all jurisdictions have no refund rights. Where a legally valid withdrawal or refund right applies to you, you may exercise it by contacting [email protected].

15. Taxes

15.1 Prices are stated in United States Dollars (USD).

15.2 Unless expressly stated otherwise, displayed prices exclude applicable indirect taxes such as sales tax, value-added tax (VAT), goods and services tax (GST), or similar taxes.

15.3 Where Newempo LLC has a legal obligation to collect them, applicable sales tax, VAT, GST, or similar taxes may be calculated and added to your charge (for example, at checkout).

15.4 You are responsible for any such applicable indirect taxes on your purchase. You are not responsible for taxes imposed on Newempo LLC's net income.

15.5 This Section is a statement of billing practice and is not tax advice. It does not state or imply that Newempo LLC is registered for tax in any jurisdiction, that a payment processor assumes Newempo LLC's tax obligations, that any tax-calculation service is currently enabled, or that all transactions are taxable or tax-free.

16. Enterprise and On-Premise Arrangements

16.1 The Enterprise / On-Premise offering may permit a customer to run the software in the customer's own environment, or may be provided under separately agreed commercial terms.

16.2 Enterprise and On-Premise purchases may be governed by a separate order form, quotation, master services agreement ("MSA"), or other negotiated agreement.

16.3 Precedence. A separately signed agreement controls over these general Terms to the extent of any conflict, for that customer (Section 4). In the absence of a signed agreement, these Terms apply.

16.4 On-Premise deployments run in the customer's own environment; the customer is responsible for the operation, security, and compliance of that environment. Licensing of the On-Premise software is governed primarily by the applicable signed Enterprise agreement or order form.

17. Customer Content and Label Data

17.1 "Customer Content" means the ZPL, barcode data, text, images, and other label content you submit to the Service for preview, rendering, or generation.

17.2 Ownership and responsibility. As between you and Newempo LLC, you own or remain responsible for your Customer Content. You represent that you have the necessary rights to submit it and to have it processed by the Service.

17.3 Limited license. You grant Newempo LLC a limited, non-exclusive license to receive, transiently process, transmit, and render your Customer Content solely to provide, secure, troubleshoot, and lawfully operate the Service for you, and as described in the Privacy Policy. This license does not grant rights to use your Customer Content for advertising, for training machine-learning or AI models, for resale, or for any unrelated purpose. The processing license ends when the processing is no longer necessary for those purposes, subject to the Privacy Policy and to legal retention requirements.

17.4 Rendering limitations. The Service produces a software rendering of label and barcode output. It may not exactly reproduce the behavior of every printer model, firmware version, font, media type, or physical print outcome. Preview and rendered output is a development and operational aid and is not a guarantee of identical physical printing.

17.5 Test critical labels. You are responsible for testing critical labels on the intended printer and media before relying on them in production (for example, compliance, safety, or shipping labels).

17.6 Not an authority. Labelixa is a rendering and generation tool. It is not a shipping carrier, a barcode-standards authority, a certification body, or a printer manufacturer, and it does not certify that output complies with any external standard, carrier requirement, or regulation.

18. Personal Data Contained in Customer Labels

18.1 Customer Content may contain personal data (for example, recipient names or addresses). Where a business customer submits personal data for processing on its behalf, the customer generally acts as the controller and Newempo LLC generally acts as the processor, subject to the actual context of the processing.

18.2 Your responsibility. You are responsible for having a lawful basis and the necessary authority and permissions to submit personal data contained in labels and to have it processed by the Service.

18.3 Data Processing Addendum. Where applicable law requires a data processing addendum ("DPA") for the processing, the customer must enter into Newempo LLC's applicable DPA before submitting the relevant personal data. Until that DPA is completed and available, these Terms do not state that a DPA is already executed or automatically applies. The On-Premise model may require different data-processing terms under its signed agreement.

18.4 Rendering and logs. Application-level rendering is designed not to persist submitted label content in the render engine. However, request metadata, and any data placed in a URL query string (for example, data submitted through a GET request to a barcode endpoint), may be processed or logged by underlying infrastructure providers. To reduce exposure of sensitive data in request URLs, submit sensitive content using request methods that place data in the request body where the Service supports it. This states a factual distinction only and does not claim that label content can never appear in any infrastructure log.

18.5 Details of personal-data processing are addressed in the Privacy Policy (Section 34), not in these Terms.

19. Acceptable Use

19.1 You must use the Service in compliance with these Terms and applicable law. You are responsible for the content you submit and the labels and barcodes you generate.

19.2 You must not use the Service in a way that infringes the rights of any third party, violates any applicable law, misrepresents the origin, authenticity, or certification of goods or labels, or interferes with or disrupts the integrity or performance of the Service.

19.3 We may publish additional acceptable-use guidance. Where published, it applies to the features it covers.

20. Prohibited Uses

20.1 Without limiting Section 19, you must not:

• attempt to gain unauthorized access to the Service, other accounts, API keys, or systems, or breach or circumvent security or authentication measures;
• probe, scan, or test the vulnerability of the Service without authorization;
• exceed, evade, or attempt to circumvent usage quotas, rate limits, or anonymous-use limits, including by creating multiple accounts or rotating identifiers for that purpose;
• use automated scraping of the Service, engage in systematic extraction of its content, or reproduce substantial portions of the Service;
• reverse engineer the Service, except where and to the extent applicable law expressly permits it notwithstanding this restriction;
• use the Service to generate labels or barcodes intended to deceive, defraud, or falsely certify compliance; or
• use the Service in violation of applicable export-control or sanctions laws.

20.2 Integration and resale. You may incorporate the outputs you generate and the API functionality into your internal workflows and your own customer-facing applications, subject to your plan and these Terms. You may not resell access to the Labelixa API or Service as a standalone, competing service unless expressly authorized in writing.

20.3 We may investigate suspected violations and may act as described in Sections 25 and 26.

21. Intellectual Property and Service License

21.1 The Service, including its software, user interfaces, documentation, and sample content, and all related intellectual-property rights, are owned by Newempo LLC or its licensors. Except for the rights expressly granted in these Terms, no rights are granted.

21.2 Service license. Subject to your compliance with these Terms and payment of applicable fees, you are granted a limited, non-exclusive, non-transferable right to access and use the Service for your business purposes, terminable only as provided in these Terms. Licensing of the On-Premise software is governed primarily by the applicable signed Enterprise agreement or order form (Section 16).

21.3 The names "Labelixa" and "Newempo," and related logos, are the property of Newempo LLC. "ZPL," "Zebra," and other third-party names are the property of their respective owners; their use is for identification only and does not imply affiliation or endorsement.

21.4 You retain your rights in your Customer Content, subject to the limited license in Section 17.

22. Feedback

22.1 If you send us suggestions or feedback about the Service ("Feedback"), you grant us a non-exclusive, worldwide, royalty-free, perpetual, and irrevocable license to use it to operate and improve the Service, without obligation or compensation to you. Feedback is provided voluntarily; do not send us Feedback you consider confidential.

23. Third-Party Services

23.1 The Service relies on third-party providers to operate (for example, payment processing and hosting). Your use of certain features may be subject to those providers' own terms and policies.

23.2 Third-party providers relevant to personal-data processing are described in the Privacy Policy and any DPA. We are not responsible for the acts or omissions of third-party providers except to the extent required by applicable law or by a written agreement with you.

24. Service Changes and Availability

24.1 We may modify, add, or discontinue features of the Service and may change plan features, limits, and pricing on a prospective basis.

24.2 Material reductions to a paid plan should not normally take effect during an already-paid term, except where reasonably necessary for security, legal, abuse-prevention, or technical reasons. Other material reductions to a paid plan take effect no earlier than the next renewal.

24.3 The Service is provided on an "as available" basis. We do not guarantee that the Service will be uninterrupted, error-free, or available at any particular time. We do not publish a service-level agreement (SLA) for the general Service. A specific SLA, if any, is provided only under a separate written agreement.

24.4 We may perform maintenance and may temporarily suspend availability to protect the Service, as reasonably necessary.

24.4.1 API compatibility and withdrawal notice. Within a major API version (/v1), we treat additions as non-breaking: new response fields, new optional parameters and new endpoints may be introduced at any time, and your integration should ignore fields it does not recognise. A breaking change — removing or renaming a response field, changing its type or meaning, or changing the semantics of an error code — is released as a new major version that runs alongside the existing one; we do not migrate you by replacing /v1 in place. Where an endpoint or an authentication method is withdrawn, we give at least six (6) months' notice from announcement to removal, mark the affected responses with Deprecation and Sunset headers carrying the removal date, and, after removal, answer with 410 Gone and a pointer to the replacement rather than a silent 404. Longer notice periods agreed in an Enterprise or On-Premise order form take precedence. The withdrawal currently in progress is the ?key= query-string authentication parameter, valid until 31 January 2027.

24.5 Support response commitment (paid plans). Separately from availability, we commit to a first response to support requests sent to [email protected], during our business days, within the following targets:

24.6 What 24.5 is and is not. It is a commitment about how quickly we reply, not about how quickly an issue is resolved, and not an availability or uptime commitment. Section 24.3 continues to apply: we do not publish an availability SLA for the general Service. A request is treated as received when it arrives at [email protected]; business days are Monday to Friday excluding public holidays in the Republic of Türkiye. Where a first response is missed, your remedy is to escalate by replying to the same thread; Section 24.5 does not create service credits.

25. Suspension and Termination

25.1 You may stop using the Service at any time and may cancel paid subscriptions as described in Section 12.

25.2 Standard. We may suspend or terminate your access, in whole or in part, where we reasonably believe that you have materially breached these Terms, that suspension is required by law, or that your use poses a security, legal, abuse, or operational risk.

25.3 Emergency suspension. Where there is an immediate and material security, legal, abuse, or operational risk, we may suspend access immediately to contain the risk.

25.4 Non-urgent, remediable breaches. For a non-urgent breach capable of cure, we will provide notice and a reasonable opportunity to cure where practical and lawful. Suspension will be proportionate where reasonably possible.

25.5 On termination, your right to use the Service ends. Provisions that by their nature should survive continue to apply as set out in Section 40. Termination does not entitle you to a refund except as required by mandatory law or Section 14.

26. Account Deletion

26.1 You may request deletion of your Labelixa account from the customer panel, using an authenticated session and by typing your account email to confirm. Deletion is intended to be irreversible.

26.2 Free or non-subscription accounts. Deletion is immediate: your API key is invalidated and the linked live-system account, usage, add-on, and rate-limit records are removed.

26.3 Accounts with an active subscription. Before any records are deleted, the Service cancels your subscription's renewal through Stripe so that it will not renew. Where the subscription has a current paid period, the cancellation takes effect at the end of that paid period, your access continues until then (consistent with Section 12), and your account and its linked live-system records are then permanently deleted after that period ends. Where there is no current paid period to preserve, the subscription is cancelled and the account is deleted without that delay. You do not need to visit the Stripe portal separately to stop renewal — the Service cancels the subscription for you. No prorated refund is provided (Section 14).

26.4 If cancellation cannot be completed. If your subscription cannot be cancelled at the time of your request, your account is not deleted, no records are removed, and you can try again.

26.5 Payment-provider records and backups. Stripe financial records (invoices and completed payment records) are retained by the provider for its own legal and accounting purposes and are not deleted by this operation. Rolling provider backups may also retain residual copies until they expire under the provider-controlled retention cycle.

27. Disclaimers

27.1 THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." To the maximum extent permitted by applicable law, Newempo LLC disclaims all warranties, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

27.2 NO GUARANTEE OF PRINT ACCURACY. As described in Section 17, rendered and preview output is a software aid and is not a guarantee of identical physical printing on any given printer, firmware, font, or media. You are responsible for testing critical labels.

27.3 NO GUARANTEE OF AVAILABILITY. As described in Section 24, we do not warrant uninterrupted or error-free operation.

27.4 Mandatory exceptions. Some jurisdictions do not allow the exclusion of certain warranties or statutory guarantees. Nothing in these Terms excludes or limits any warranty, right, remedy, or statutory guarantee that cannot lawfully be excluded or limited under the law that applies to you, and to that extent the exclusions in this Section do not apply to you.

28. Limitation of Liability

28.1 Excluded damages. To the maximum extent permitted by applicable law, Newempo LLC will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenue, goodwill, or business, arising out of or relating to the Service or these Terms, even if advised of the possibility of such damages. Loss of data is excluded only to the extent it constitutes indirect or consequential damage.

28.2 Liability cap. To the maximum extent permitted by applicable law, Newempo LLC's total aggregate liability arising out of or relating to the Service or these Terms will not exceed the greater of (a) the total fees you paid to Newempo LLC for the Service during the twelve (12) months preceding the event giving rise to the claim, or (b) USD 100. A separately signed Enterprise agreement may establish a different negotiated cap. This cap applies only to the extent permitted by the law that applies to you and does not apply to the liabilities described in Section 28.3.

28.3 Non-excludable liability. Nothing in these Terms limits or excludes liability that cannot lawfully be limited or excluded, including, where applicable, liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or any other liability that applicable law does not permit to be limited.

28.4 These limitations reflect an allocation of risk between the parties and apply to free and paid users alike, subject to the greater-of floor in Section 28.2; liability is not capped at zero.

29. Indemnification

29.1 Applies to business and professional users. This Section applies to your use of the Service as a business or professional user. It does not apply to you as a consumer to the extent mandatory consumer law would prohibit it.

29.2 To the extent permitted by applicable law, you will indemnify and hold harmless Newempo LLC from third-party claims, damages, and reasonable costs arising out of (a) your Customer Content, (b) your unlawful use of the Service or use in violation of these Terms, or (c) your violation of a third party's rights.

29.3 This indemnity excludes claims to the extent caused by Newempo LLC's own breach of these Terms, gross negligence, willful misconduct, or violation of law, where applicable.

29.4 We will give you reasonable notice of a claim, and you may assume reasonable control of the defense; Newempo LLC may participate with its own counsel at its own expense. You may not settle any claim in a way that imposes liability, an admission, or obligations on Newempo LLC without our prior written consent.

30. Governing Law

30.1 Business/professional users. If you use the Service as a business or professional user, these Terms and any dispute relating to them or the Service are governed by the laws of the State of Wyoming, United States, without regard to its conflict-of-laws rules.

30.2 Consumers. If you use the Service as a consumer, this choice of law does not deprive you of the protection of mandatory provisions of the law of your place of residence that cannot be derogated from by agreement; those mandatory protections continue to apply to you.

31. Venue, Jurisdiction, and Dispute Resolution

31.1 Business/professional users. Disputes arising out of or relating to these Terms or the Service will be brought in the state courts located in Sheridan County, Wyoming, or the United States federal courts with jurisdiction in the District of Wyoming, which will have exclusive jurisdiction, unless a signed Enterprise agreement provides otherwise.

31.2 Consumers. If you use the Service as a consumer, nothing in this Section deprives you of the right to bring or defend proceedings in the courts available to you under mandatory law (for example, the courts of your place of residence), and the exclusive-jurisdiction provision in Section 31.1 does not apply to you to that extent.

31.3 No arbitration; no class-action waiver. These general Terms do not require binding arbitration and do not include a class-action, representative-action, or collective-action waiver. Separately negotiated Enterprise agreements may contain different dispute-resolution terms (Section 16).

32. Mandatory Consumer Rights

32.1 If you use the Service as a consumer, or if mandatory consumer-protection law otherwise applies to you, nothing in these Terms removes, limits, or replaces any right or remedy that cannot lawfully be excluded under that law.

32.2 Where any provision of these Terms conflicts with a mandatory right that applies to you, that mandatory right prevails to the extent of the conflict, and the remainder of these Terms continues to apply. This Section applies to the governing-law, venue, refund, warranty-disclaimer, liability, and indemnification provisions above, among others.

33. Force Majeure

33.1 Newempo LLC is not liable for failure or delay in performance caused by events outside its reasonable control, including natural disasters, war, civil unrest, labor disputes, failures of third-party networks or infrastructure providers, and governmental actions.

33.2 Force majeure does not excuse (a) payment obligations already accrued, (b) obligations that can still reasonably be performed despite the event, or (c) mandatory data-protection or security duties.

34. Privacy Relationship

34.1 The Privacy Policy explains how personal data is processed in connection with the Service. It is a transparency notice, not a set of contractual warranties, and it is not incorporated into these Terms as a contractual document. Statements in the Privacy Policy do not become contractual warranties unless expressly stated as such.

34.2 As described in Section 18, where applicable law requires a DPA for a business customer's processing, the parties must enter into it before the relevant processing begins.

35. Changes to the Terms

35.1 We may update these Terms from time to time. When we make changes, we will update the Effective Date and provide notice by reasonable means as required by applicable law.

35.2 Existing paid subscriptions. Material changes to these Terms that affect an existing paid subscription apply no earlier than your next renewal, unless an earlier effective date is required by law or by an urgent security need. Where applicable law requires your affirmative consent to a change, we will seek it.

35.3 For users without a paid subscription, changes are effective on the stated Effective Date, and continued use after that date constitutes acceptance, except where applicable law requires affirmative consent.

36. Notices and Contact

36.1 You may contact us, and send legal notices, to:

Newempo LLC
30 N Gould St #40045
Sheridan, WY 82801, USA

Email: [email protected] (Newempo LLC's legal notice and mailing address).

36.2 We may provide notices to you by email to the address associated with your account, by posting on the website, or through the Service. Keep your contact email current.

37. Language and Translations

37.1 The English version of these Terms is the source-of-truth version and is intended to govern.

37.2 We may provide translations for convenience. In the event of a conflict, the English version prevails only to the extent permitted by applicable law.

37.3 Where mandatory law entitles you to rely on the Terms in your own language, the English-language precedence in this Section does not override that mandatory local-language right.

38. Entire Agreement

38.1 These Terms, together with any acceptable-use guidance and any separately signed agreement that applies to you, constitute the entire agreement between you and Newempo LLC regarding the Service, and supersede prior agreements on that subject. In case of conflict, the order of precedence in Section 4 applies.

39. Severability, Assignment, and No Waiver

39.1 Severability. If any provision is held invalid, unlawful, or unenforceable, it will be modified to the minimum extent necessary or, if it cannot be modified, severed, and the remaining provisions continue in full force.

39.2 Assignment. You may not assign these Terms or your account without our prior written consent, except as permitted by applicable law. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets, or to an affiliate, provided the assignee agrees to be bound. This does not affect your rights under mandatory law.

39.3 No waiver. Our failure to enforce any provision is not a waiver of it or of our right to enforce it later. A waiver must be in writing to be effective and applies only to the specific instance identified.

40. Survival

40.1 Provisions that by their nature should survive termination or expiry of these Terms — including Sections 14, 17, 21, 22, 27, 28, 29, 30, 31, 32, 34, and 36–39 — survive.