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Terms and Conditions

Terms and Conditions February 20, 2026 LaylaElectric, Inc

1. Introduction

Layla is a sensor-based platform that monitors and stores environmental data specific to each property, allowing you to measure key factors like air quality, temperature, noise levels, and occupancy without the need for intrusive cameras. This data is transmitted wirelessly via Layla devices to the Layla Mobile App, which you can download onto your mobile device for real-time monitoring and control. Layla’s services are available through its website and mobile applications for smartphones and tablets, and are managed by LaylaElectric Inc., located at 730 Arizona Ave, Santa Monica, CA 90401, United States. For legal inquiries, please contact us at legal@layla.eco. These Terms and Conditions set the legal framework for using Layla’s products and services. By registering and using Layla, you agree to comply with these terms. Registration and use of the platform are not possible without accepting these Terms and Conditions, which will remain in effect unless modified or canceled. Layla complies with the applicable federal and state laws, including Delaware’s laws governing online services, privacy, and consumer protection.

1.2 Main Definitions

"Sensor Data" refers to all environmental data collected and processed by the Layla Platform through devices installed in users' properties (referred to as the "meter" and the "sensor", collectively known as "Layla Sensors"). These sensors gather a wide range of information, including but not limited to: • Carbon offset and total CO2 saved • Detection of wasteful appliances and excess appliance consumption • Required electrical bandwidth, and appliances left on • Appliance consumption comparisons • Control of AC and IR devices, including remote shut-off capabilities • Detection of maintenance issues, such as motor stalls in appliances • Appliance health monitoring, including efficiency levels and lifetime predictions • AC filter replacement notifications • Hot water heater leak detection • Mold risk detection • Party detection and crowd detection • Noise monitoring, motion detection (alarms), and fire hazard alerts • Leak recognition and ambient temperature adjustment • Occupancy monitoring and API integration with PMS, smart locks, and other smart home systems • Tamper detection (e.g., device reconnection attempts) • Wi-Fi quality checks and wellness monitoring (temperature and humidity) • Comparison of energy consumption vs. solar energy production • Alarm notifications when occupants are detected in the property while the user is away • Smoke and monoxide detection, along with air quality metering • Ability to learn and control appliance IR codes remotely Platform: Refers to all communication tools and operations between Layla and its Users. This includes the "https://laylaelectric.com/" website, any other websites associated with Layla domains or subdomains (e.g., layla.eco), as well as Layla applications for mobile devices on iOS or Android, and other tools such as applications for Smart TVs or other devices. User: Refers to an individual who registers on the Platform to subscribe and utilize the Layla Platform for purchasing services. Application Store: Refers to virtual stores where applications can be downloaded, and where purchases, payments, or subscriptions can be made. Examples include the Apple App Store, Google Play Store, or other stores connected to devices like Smart TVs.

2. Contractual Parties and Object of the Contract

These Terms and Conditions form the foundation of the usage contract between the User and LaylaElectric Inc. (referred to as "the company" or "us"). This contract governs the use, either free of charge or for a fee, of the services provided on the platform under the name Layla (hereinafter "Layla Services" or simply "Layla").

2.1 Terms and Conditions of Participation

Layla Services can be marketed and sold directly by LaylaElectric Inc. To open a User profile and access Layla Services, the User must be at least 18 years old and possess full legal capacity. If you are using the Layla Platform on properties that are rented or leased to others or used by individuals outside your immediate family, please note: You are responsible for adhering to any applicable laws requiring you to notify third parties of the presence of monitoring devices, such as Layla Sensors, in the property. You agree to provide any required notices. While we reserve the right to modify these Terms and Conditions, we may also establish additional or alternative terms for specific Layla Services, which will be communicated before use.

2.2 Important notice, acceptance, and conspicuous terms

IMPORTANT: THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, AND A LIMITATION PERIOD FOR CLAIMS. FOR U.S. CONSUMERS THEY ALSO CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER IN ANNEX C. BY ACCESSING, REGISTERING FOR, PURCHASING, OR USING ANY LAYLA DEVICE, SOFTWARE, OR SERVICE, YOU CONFIRM THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE DEVICE OR SERVICES. If you purchased through a marketplace (including Amazon), your acceptance occurs no later than the first time you install, activate, or use the device or services after delivery.

3. Registration and Conclusion of the Contract

By registering for and using Layla services, you fully and unconditionally accept all of Layla's rules, including the Terms and Conditions, the Data Protection Agreement (DPA), the Privacy Policy, and any information provided on the platform, such as pricing, duration, renewal terms, and conditions presented at the time of subscription. Using the Layla Platform requires a one-time, free registration. Users must be of legal age (age of majority) to register. By registering, the User confirms they meet the age requirements stipulated by law and are legally able to enter into contracts. Registration is free and enables access to the Platform. Layla offers various registration methods: through the "Join Now!" form on the website, via the mobile app, or by using registration data from social networks such as Facebook or Google. Users must provide accurate and complete information when filling out the registration form (unless the fields are marked as optional). Once registered, Users will receive a confirmation email to complete the setup process. On first login, Users will be prompted to change their password and accept the Terms and Conditions as well as the DPA (Data Processing Agreements). Layla complies with Delaware's online privacy protection laws as well as federal data privacy laws (e.g., GDPR and CCPA). Please note that in order to use Layla Services, Users must create a free profile and agree to all the terms outlined. Registration and profile creation constitute acceptance of these Terms and the DPA, forming a binding contract. No payment is required at the time of registration unless the User subscribes to Layla Services. Users must register using their real names; fantasy names or pseudonyms are not permitted. Alternatively, Users can register by linking their Facebook or Google profiles, with the registration process completed by clicking the "Confirm" button. This method uses pre-existing registration data to simplify the process.

4. Using Layla

After registering and accepting the Terms and Conditions, Users gain access to the Layla Platform and its services as described below. Layla services are primarily available via a subscription. (Note: For customers purchasing Layla Sensors on a one-time basis, please refer to Annex A – One-Time Purchase Model for Layla Sensors for added applicable terms). Each individual is limited to one free trial period. Upon registration, Users can select the subscription plan that best fits their needs from the options provided. Layla offers various subscription periods, and Users can find details on the types of subscriptions, pricing, and any additional terms in the app, Application Stores, or on the website. These offerings are subject to change based on current promotions or updates. Prices may change at any time at Layla's discretion, based on its commercial and financial requirements, as well as adjustments to the services offered within the subscription. Any price changes will be communicated in advance and will not affect the subscription periods that have already been paid for but will apply to subsequent renewals. If you do not agree with a price change, you have the option to cancel the renewal of your subscription. The prices listed include all applicable charges and fees. The devices, such as "the meter" and "the sensor" (collectively, "Layla Sensors"), are included in the subscription price and are not purchased separately. At the end of the subscription period, these devices must be returned. We are not liable for any products or operations over which we no longer maintain control. No duty to monitor, no emergency response, not for time critical use Layla provides informational outputs and convenience notifications. Layla has no duty or obligation to monitor, verify, respond to, or act on any event or condition, and does not provide emergency response or dispatch emergency services. You agree not to rely on Layla for time critical decisions, emergency situations, or for preventing injury, death, property damage, or loss.

4.1 Activation of Layla Subscription Services

Layla services are provided through a subscription model. The duration, price, and service details of each subscription are displayed in the app and/or on the website at the time of purchase. In some cases, a free trial period may be offered, during which the User may need to pre-authorize payment. This payment will only be processed at the end of the trial period, provided the User does not withdraw before that time. Layla complies with applicable consumer protection laws, including Delaware and federal regulations on automatic subscription renewals. Users will be informed in advance of any price or service changes. Upon completing a purchase, all relevant details will be available to the User within the platform, and a confirmation email will be sent. Subscriptions can be purchased either directly through the website or via Application Stores (such as Apple’s App Store, Google Play Store, or others). When subscribing through these stores, the subscription and payment processes are managed directly by Apple, Google, or the respective store operator, in accordance with their contractual rules, which are also subject to these Terms and Conditions. To finalize the purchase of a subscription, the User must click the "Purchase" button or a similar button, correctly enter the payment information, and, if necessary, provide the password for the respective Application Store. If you are purchasing a subscription on our website, the process can be interrupted at any point before payment details are entered, allowing for any errors to be corrected. For in-app purchases made via the mobile app, Users may not need to provide additional billing or payment details as the service will be processed through their Application Store profile. Any data errors can be addressed by contacting the respective Application Store provider. If payment is not made, the service will not be activated or may be suspended if already active. We reserve the right to make further claims in the case of delayed payments. If Layla is unable to collect the required payment due to insufficient funds or other issues attributable to the User, the User is responsible for any related costs, including bank charges and associated fees. Layla may send invoices and payment reminders to the User via email.

4.2 Duration of Layla Subscription and Automatic Renewal

Layla subscriptions have varying minimum validity periods and are automatically renewed for the same period unless canceled by either you or us. It's important to note that the subscription terms are based on the calendar, meaning they apply regardless of how much or how little the Layla service is used during that period. Upon renewal, the subscription fee is automatically charged in advance at the start of each renewal period. For subscriptions made through Application Stores, charges may be processed up to 24 hours before the new billing period begins. At the end of each subscription term, your credit card will be charged the standard subscription price that was in effect at the time of purchase (unless otherwise indicated), and the subscription will continue for the same period, unless you choose to cancel it in advance. The current standard subscription prices can be found on the Layla website or within the Application Stores. To cancel the automatic renewal, you can deactivate the subscription at any time through the Platform. For website-based subscriptions, cancellation must be completed by 11:59 PM on the day before the renewal date. For subscriptions made through the Apple App Store or Google Play, the cancellation process must follow the procedures established by the respective store. Once canceled, the subscription will remain active for the remainder of the paid period, up until the next renewal date. Layla does not offer refunds for amounts already paid, except as outlined under the User's right of withdrawal. Upon subscription termination, Users must return any Layla Sensors provided as part of the service within 60 days of cancellation (For customers who purchased their sensors on a one‑time basis, please see Annex A for the return policy), following the instructions outlined in Article 7.1. The User is responsible for any sensors or equipment that are damaged or not returned. Layla reserves the right to charge for unreturned devices in accordance with Article 7.1. Cancellation and effect of cancellation You may cancel a subscription using the method made available in the app, on the website, or through the marketplace or app store where you purchased it. Unless required by applicable law, cancellation stops future renewals but does not retroactively refund fees already paid for the current billing period, and access may continue until the end of the current paid term. If purchased through Amazon, an app store, or another third party, billing, cancellations, refunds, credits, and timelines may be governed by that third party’s policies and processes, which may differ from Layla’s processes. Price changes Any change to subscription pricing will apply only to future renewal periods and not to the current paid term. If you do not agree to a price change, you must cancel before the renewal date.

4.3 Terms and Conditions of Payment

Payment for Layla subscriptions must be made in advance for each subscription period (Customers opting for a one-time purchase are subject to the payment terms detailed in Annex A). We do not offer contracts where fees are contingent upon the achievement of specific client results. Once the subscription is activated and paid for, the selected validity period will be applied to the User's account. If payment is not received, the service will not be activated or will be suspended if already in use. Layla reserves the right to pursue additional claims in the event of late payments. Should Layla be unable to collect the amount owed due to insufficient funds or any other issue related to the User, the User will be responsible for all related costs, including bank charges or other associated fees. Layla may send payment reminders and invoices via email. If the User purchases Layla services through an app, billing will be managed by the respective Application Store (e.g., Apple for the App Store, Google for Google Play). You can check with the provider to learn what payment methods are available. If the User purchases Layla services through our website, a summary of accepted payment methods will be provided during the checkout process. Layla reserves the right to limit or exclude certain payment methods and may offer alternative payment options.

4.4 Special Offers and Promotions

Layla may offer various discounts, promotions, and special offers. Users will be informed about these offers and their details through the website, newsletters, or other communication channels. These promotions are not a permanent feature of Layla’s products and typically have a limited duration. Each offer is subject to specific terms and conditions, which are provided for reference and participation purposes, and should be reviewed for detailed information.

5. User's Right of Withdrawal

The User has the right to withdraw from the contract without providing any reasons within 14 days, subject to the exclusions and limitations outlined below. The withdrawal period expires 14 days after the conclusion of the contract or from the date of a single purchase. For services purchased through the Application Store, the right of withdrawal must be exercised through the respective Application Store and according to its guidelines. Withdrawal procedures may vary over time, and the User should consult the relevant store for up-to-date instructions. For the Apple App Store, it is recommended to use the "report a problem" link or contact iTunes support, depending on the type of purchase, or to contact Apple directly (Apple Distribution International Ltd., iTunes Store Customer Support, Hollyhill Industrial Estate, Hollyhill, Cork, Republic of Ireland). For Google Play, it is advised to review the purchase history, select "request a refund" or "report a problem," or contact Google directly. For purchases made directly through the Layla website (and not through an Application Store), the User must notify Layla of their decision to withdraw from the contract by sending an explicit declaration, either by mail or email, to the following addresses: LaylaElectric Inc., 730 Arizona Ave, Santa Monica, CA 90401, United States, or via email at: legal@layla.eco. The User may use the provided withdrawal form, although it is not mandatory. Layla will confirm receipt of the withdrawal promptly by email. To comply with the withdrawal deadline, it is sufficient for the User to send the withdrawal communication before the 14-day withdrawal period expires.

5.1 Effects of Withdrawal

If the User withdraws from this contract, all payments made to Layla will be reimbursed promptly, and in any case no later than 14 days from the date we are informed of the User's decision to withdraw. Refunds will be issued using the same payment method as the original transaction unless the User expressly agrees to an alternative method. In any case, no additional fees will be charged to the User for the refund. If the User exercises the right of withdrawal after having requested the initiation of services during the withdrawal period, they are required to pay Layla an amount proportional to the services provided up to the point of withdrawal. This amount will be calculated based on the total price agreed upon in the contract. If the total price is deemed excessive, the amount will be based on the market value of the services already provided. The right of withdrawal is excluded after the full provision of services if execution has begun with the User's express consent and the User's acknowledgment of the loss of the right to withdraw following full performance of the contract. However, different rules may apply to purchases made through the Application Store.

5.2 Withdrawal Form

To simplify the withdrawal process and avoid any disputes, we provide the following form for withdrawing from purchases made directly on the Layla website (not applicable for App Store purchases).

Withdrawal Form: Recipient:

LaylaElectric Inc. 730 Arizona Ave Santa Monica, CA 90401 United States Email address: [*] I (INSERT NAME AND SURNAME) hereby notify my withdrawal from the contract of sale for the following services: (SPECIFY SERVICES), purchased on (INSERT DATE). I agree to discontinue the service and request a refund of the amount paid.

Name and surname of the User: User address: User's signature (only if submitting this form on paper): Date:

6. Limitation of Liability

It is crucial to follow all guidelines or instructions provided in relation to Layla’s services. Under Delaware’s Uniform Commercial Code (UCC), neither Layla nor any of its affiliates will be liable for any direct, indirect, incidental, punitive, exemplary, collateral, or consequential damages. This includes, but is not limited to, damages resulting from lost profits, lost data, failure to transmit or receive data, theft, fire, property damage, personal injury, or business interruption, arising from the use or inability to use the Layla Service, or the results thereof. This limitation applies regardless of whether such damages are based on warranty, contract, tort, or any other legal theory, and regardless of whether Layla has been advised of the possibility of such damages. To the maximum extent permitted by applicable law, Layla and its affiliates, officers, directors, employees, contractors, suppliers, and licensors will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or any loss of profits, revenue, data, goodwill, business interruption, or loss of use, arising out of or relating to any Layla device, software, services, or these Terms, whether based in contract, warranty, tort (including negligence), strict liability, statute, or any other legal theory, even if advised of the possibility of such damages. To the maximum extent permitted by applicable law, Layla will not be liable for claims relating to property damage, fire, smoke, carbon monoxide, mold, water damage, theft, personal injury, health related claims, insurance denial, or failure to detect or alert to any event or condition. To the maximum extent permitted by applicable law, Layla’s total aggregate liability arising out of or relating to any device, software, services, or these Terms will not exceed the greater of (a) the amount you paid for the device giving rise to the claim, or (b) the subscription fees you paid to Layla for the services giving rise to the claim in the twelve (12) months immediately preceding the event giving rise to the claim. These limitations apply even if any remedy fails of its essential purpose and are a fundamental basis of the bargain between you and Layla. Mandatory consumer rights carve out Nothing in these Terms limits or excludes any consumer rights that cannot be limited or excluded under applicable law. In particular, nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot be excluded by law. This carve out is required in the UK and is consistent with consumer unfair terms principles across the EU.  Japan carve out To the extent required by applicable law, nothing in these Terms excludes or limits liability arising from Layla’s wilful misconduct or gross negligence. Japan’s Consumer Contract Act limits clauses that exempt a business from liability, especially around intent or gross negligence. 

7. Warranty Disclaimer

To the maximum extent permitted by applicable law, the device, software, and services are provided “as is” and “as available,” and your use is at your sole risk. Layla disclaims all warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, non infringement, and any warranties arising out of course of dealing or usage of trade. If applicable law provides mandatory statutory warranties, guarantees, or remedies, those apply and are not waived by these Terms. Any disclaimers apply only to the maximum extent permitted by applicable law. The Layla Service and its accompanying hardware are provided in compliance with Delaware’s Implied Warranty of Merchantability and Title, under which Layla guarantees that its products are free from significant defects. Except for the limited warranty on the Layla Sensor, the Layla Service is provided by us and our affiliates "as is" and "as available," with all faults. Neither we, nor our partners, suppliers, or affiliates, make any representations or warranties of any kind, express or implied, regarding the operation of the Layla Service (including the Layla Sensors), its contents, or any information or features made available by or through the Layla Service. Furthermore, we and our partners, suppliers, and affiliates disclaim all warranties concerning the Layla Service (including the Layla Sensors), whether express or implied, including, but not limited to, implied warranties of merchantability, title, fitness for a particular purpose, non-infringement, quiet enjoyment, satisfactory quality, and/or accuracy. No oral or written information or advice given by Layla or an authorized Layla representative shall create any warranty. Layla does not represent or warrant that the Layla Services will always be available or that the Service, hardware, or software will be entirely error-free. Due to the specific nature of the internet and information services, Layla does not guarantee uninterrupted access to the Platform or service continuity. Layla’s only obligation is to make reasonable efforts in this regard. Layla is not responsible for any failure to access the Platform or for any damage or loss resulting from the use or non-use of the Platform or its contents, except as provided by law. Layla does not warrant that the information displayed is detailed, complete, verified, or accurate. All information and content on the Platform are provided "as is" without any warranties of any kind. As an example, and without limitation, Users acknowledge and accept that Layla is in no way responsible for canceled services or if it is impossible to provide a service for any reason. Users confirm that they are fully familiar with the characteristics and limitations of the internet and IT services. In particular, they acknowledge that it is impossible to guarantee that data sent over the internet by Users is entirely secure. Layla cannot be held liable for any accidents resulting from such data transmission. Users agree to protect Layla from liability, damages, expenses, claims, or costs arising from complaints or disputes, including legal actions, related to the use of services on the Platform. In any case, Users explicitly acknowledge and agree to use the Platform at their own risk and under their sole responsibility. Your exclusive remedy for any breach of this contract is limited to the correction of services or a refund of fees paid for the affected services.

7.1 Warranties and Ownership of Layla Sensors

Layla guarantees that the Layla Sensors provided as part of the subscription are of high quality and fully functional at the time of delivery. Ownership of the sensors remains exclusively with Layla, and Users are granted only the right to use the sensors during the subscription period. Users must handle the sensors with utmost care and diligence, adhering to the following terms: • Prohibition of Damage: Users are prohibited from intentionally or negligently damaging the sensors. During the subscription, the User is responsible for the proper maintenance of the sensors. • Prohibition of Opening or Modification: It is strictly prohibited to open, disassemble, or modify the sensors in any way (including any IT-level interventions). Any unauthorized modification will invalidate the warranties provided by Layla. In the event that a sensor is damaged or unauthorized modifications result in damage, the User will be required to reimburse Layla for the replacement cost. The replacement price will be based on the current market value of the sensor, up to a maximum of $100.00 per damaged sensor. Any operational issues must be reported to Layla within 8 days of delivery or upon discovery of the issue by emailing legal@layla.eco. Layla will provide a return form that the User must complete, and the return must follow the instructions outlined in the return procedure. Once Layla receives the sensors, they will verify the issue and provide a replacement. Layla reserves the right to charge Users the replacement cost (up to a maximum of $100.00 per sensor) if the malfunction is due to unauthorized damage or modification by the User. Within 60 days of the subscription’s expiration or termination, Users must return the sensors to Layla in the same functional condition as when they were provided. Return Procedure: The User should place the devices in their original packaging, including all cables, accessories, and manuals provided. If the original packaging is unavailable, another suitable box may be used, provided it is properly wrapped for shipping. The sensors must be securely packaged to prevent damage during transport, and the box must be sealed to prevent it from opening or being damaged in transit. The User must complete the shipping document provided by Layla and attach it to the box. The package should be returned to the address specified by Layla. Layla may cover return shipping costs using a trackable shipping service. If the sensors are not returned within the specified time frame, Layla will charge the User a fee of $100.00 for each unreturned sensor. This amount will be charged directly to the payment method associated with the User's account. Upon receipt of the sensors, Layla will inspect their condition and reserves the right to charge the User up to $100.00 for any damaged sensors.

8. Rights of Use on the Contents of Layla

Layla is a registered trademark of LaylaElectric Inc. The services we offer may contain content protected by copyright or other intellectual property rights, which we fully own. However, we grant you a non-exclusive, non-transferable right to use this content strictly within the scope of these contractual clauses. This right expires when you deactivate your access to the relevant service (e.g., after canceling your subscription) or when your contract with us ends. You may not duplicate, copy, or reuse any portion of the HTML/CSS, JavaScript, or visual design elements or concepts without our express written permission. All rights to the Layla Platform, not explicitly granted to you under these Terms of Service, are retained by us and our licensors. The User acknowledges and agrees that the Platform, its contents, and any Software used to provide the services are the property of Layla. The Software contains confidential and proprietary information protected by applicable copyright laws, trade secrets, and other intellectual property rights (collectively, "Protected Materials"). Any reproduction, distribution, or transmission of the Software and the Protected Materials is strictly prohibited. Any unauthorized reproduction, modification, redistribution, or retransmission of the Software may result in civil and criminal actions by Layla. The Software, its writing, sequence, organization, and source code are protected by trade secret laws and other intellectual property regulations. Furthermore, copying or reproducing the Software on any other server or location for additional reproduction or redistribution is strictly prohibited.

9. Rights of Layla

Layla reserves the right to refuse service to any User without providing a specific explanation. In such cases, any data transmitted by the User will be immediately deleted. If a User provides false, inaccurate, outdated, or incomplete information, or if Layla has reasonable grounds to suspect the data is misleading or incorrect, Layla reserves the right to suspend or close the User's account without prior notice. Additionally, Layla may refuse the User any current or future use of its services without being obligated to refund any previously paid amounts. Layla may contact Users at any time to verify the accuracy of their registration information. Furthermore, Layla reserves the right to modify options, features, or functionalities within the App, website, or the Platform in general. While most changes are aimed at improving or enhancing the user experience, Layla is not required to refund any previously paid amounts if these changes do not have a direct positive impact on the User, unless otherwise stated.

10. Prohibitions for the User

Users are strictly prohibited from copying, reproducing, redistributing, modifying, or interfering with the software, computer code, or content of the Platform in any way. You are not permitted to license, sell, rent, transfer, or distribute the Services in any form or use them for any commercial purpose. Due to the technical limitations of the Platform and its software, the Services may only be used within the Platform as defined by Layla. Unauthorized use may cause damage to the hardware or software functionality, and you are required to use the licensed software in accordance with its intended use. The following activities are expressly prohibited, and Users will be held responsible for any damages caused to Layla as a result of such actions: a) Distributing or sharing viruses, worms, malicious code, or software designed to damage or modify the Platform’s system or data. b) Collecting information or data from other Users without authorization, including email addresses or similar private details. c) Using the Platform fraudulently, maliciously, or automatically, such as causing server overload or interfering with server and network connections in any form. d) Copying any part of the Platform or its code for use in other applications, websites, or services. e) Interfering with, modifying, damaging, or corrupting any part of the Platform or its code. f) Attempting to access server data or product communication data without authorization. g) Using the Platform without ensuring your device is free from viruses. h) Interfering with or damaging the Platform in any way. Additionally, Users are prohibited from engaging in any acts or behaviors in violation of the law or inappropriately using the Services. These prohibited acts include but are not limited to: 1) Unauthorized uploading, transfer, or sharing of information. 2) Opposing fundamental principles established by law. 3) Disseminating obscenities, pornography, gambling, violence, murder, or terror, or aiding and abetting a crime. 4) Insulting or slandering others, or violating the legal rights and interests of others. 5) Engaging in fraud, harm, threats, violation of privacy, harassment, defamation, or morally repulsive behavior. 6) Engaging in activities that are restricted or prohibited by applicable laws, regulations, rules, or other legal standards. Notices, consent, and lawful use You are solely responsible for complying with all applicable laws and building rules relating to your use of the device and services, including any notice or consent requirements. You agree not to use Layla for unlawful surveillance or to misrepresent Layla as a certified safety, security, or medical device. Indemnity To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Layla and its affiliates from and against any claims, damages, liabilities, losses, and expenses (including reasonable attorneys’ fees) arising out of or relating to your misuse of the device or services, your violation of law or building rules, your failure to provide required notices or obtain required consents, or your breach of these Terms.

11. Anti-Fraud Protection

The User is responsible for safeguarding their account from unauthorized access and fraudulent use. We strongly encourage Users to promptly notify us via email at legal@layla.eco if they become aware of or suspect any unauthorized or fraudulent activity related to their account, or if they believe their account may be at risk. Layla reserves the right to close or delete the account of any registered User if there is evidence of unauthorized or fraudulent use. In compliance with Delaware state laws and federal regulations (e.g., the Computer Fraud and Abuse Act), Layla reserves the right to take legal action against any account engaging in unauthorized use or fraudulent activity.

12. Data Protection

Layla employs robust security measures to protect against unauthorized access to the data stored in its databases. However, unless required by law, Layla assumes no liability if third parties manage to access data in unpredictable ways that cannot be reasonably prevented. Additionally, it is the User’s responsibility to keep their profile access credentials confidential, as these credentials grant access to sensitive data and information. Layla cannot be held accountable for any unauthorized access to a User’s profile or content when the correct credentials are used.

13. Duration, Termination, and Cancellation

The User has the right to cancel their profile at any time without providing a reason, which will also terminate the contract of use. This can be done by adjusting the relevant settings in the User profile. Please be aware that once the profile is deleted, all sensor data collected may also be deleted, and the User will no longer have access to the services already purchased. If a subscription is still active at the time of cancellation, no refunds will be provided, even on a proportional basis. We reserve the right to terminate the contract of use at our discretion, without providing a reason, but only after the subscription term has ended. The right to cancel the contract for just cause remains available to both parties. We also reserve the right to immediately terminate the User’s contract or subscription and delete the User’s profile in the event of any violation, whether serious or repeated, of the terms of use, the Terms and Conditions, or in the case of payment delays. To the maximum extent permitted by applicable law, any claim or cause of action arising out of or relating to any device, software, services, or these Terms must be brought within one (1) year after the events giving rise to the claim, otherwise the claim is permanently barred.

14. Personal Data

Our company handles the User’s personal data in accordance with our privacy policies, which are regularly updated and available on our platform. These privacy policies explain in detail how personal data is protected, what data may be visible to other Users, and the options available to Users to manage and control the disclosure of their information to others.

16. Changes to the Terms and Conditions

We reserve the right to modify and adapt these Terms and Conditions for future use. Such changes will be made in good faith, with consideration for the User’s interests. Users will be informed of any changes via email (to the email address provided during registration) at least two weeks before the new Terms and Conditions take effect. If the User does not oppose the new Terms within this period and continues to use Layla, the updated Terms and Conditions will be considered accepted. In the event of non-acceptance, we reserve the right to terminate the contract.

17. Applicable Law, Language, and Jurisdiction

The relationship between the parties is governed by the laws of Delaware, USA, including its rules on consumer protection, online services, and privacy. For commercial transactions with Users in the European Union, the law of the User’s country of residence may also apply if it contains mandatory provisions for consumer protection. The English language shall govern all documents, notices, and interpretations of these Terms. Unless otherwise required by law, any disputes arising from these Terms shall be subject to the exclusive jurisdiction of the Delaware Court of Chancery. For U.S. consumers, Annex C governs dispute resolution and may require binding arbitration and includes a class action waiver. For consumers outside the U.S., Annex C does not apply.

18. Safeguard Clause

If any provision of these Terms and Conditions is found to be wholly or partially invalid or unenforceable, the remaining provisions shall remain in full force and effect.

19. Contacts

LaylaElectric Inc. 730 Arizona Ave 90401 Santa Monica (CA) United States Email address: legal@layla.eco

20. Option for Saving and Revising the Contract Language

These General Terms and Conditions are available for review on the Platform (app or website). To save a permanent copy of these Terms and Conditions, you can download them in “pdf” format at no cost. Please refer to your browser’s help section for guidance on saving files. To open a “pdf” file, you will need specific software, such as the free Acrobat Reader or any other program compatible with “pdf” files.

20.1 Incorporation of Annex A – One‑Time Purchase Model

For customers purchasing Layla Sensors on a one‑time payment basis, the terms set forth in Annex A – One‑Time Purchase Model for Layla Sensors are hereby incorporated by reference and form an integral part of this Agreement and shall apply exclusively to such transactions. Customers who elect the one‑time purchase option are bound by both these Terms and the provisions contained in Annex A. Additionally, you can review other contractual information on the platform or print and save the order confirmation received after making a purchase. Annex B (Global Consumer Safety, Reliance, and Performance Disclaimers) is incorporated by reference and applies to consumer and household use, including marketplace purchases. Annex C applies only to U.S. consumers. Annex D (Market Specific Consumer Rights and Carve Outs) is incorporated by reference and applies as specified.

Annex A – One-Time Purchase Model for Layla Sensors

This Annex sets forth the terms and conditions applicable solely to customers purchasing Layla Sensors on a one-time payment basis.

A1. One-Time Purchase Model Overview

  • • With a one-time purchase, you acquire the Layla Sensor and all its hardware components.
  • • This purchase includes full ownership of the physical sensor device (subject to the warranty terms below); a limited warranty period for hardware defects; and a defined period of access to software and cloud services (as detailed in Section A3).

A2. Warranty & Support (One-Time Purchase)

  • 2-Year Limited Warranty: Layla provides a 2-year limited warranty from the date of purchase, covering defects in materials and workmanship.
  • Warranty Exclusions: The warranty does not cover damage due to improper installation, misuse, unauthorized modifications, normal wear and tear, or issues arising from third-party accessories or integrations.
  • Technical Support: Technical support is available for one year from the purchase date. Hardware replacements under warranty are subject to evaluation and approval by Layla.

A3. Software & Cloud Service Access (One-Time Purchase)

  • Access Period: Your one-time purchase includes free access to Layla's cloud services and software updates for 2 years from the purchase date.
  • Post-Access Options: After the initial 2-year period, continued access may require a separate subscription or service fee.
  • Service Modifications: Layla reserves the right to modify its cloud services provided that essential functionalities remain available during the initial access period.

A4. Returns & Refunds (One-Time Purchase)

  • Right of Withdrawal: In the EU and other applicable regions, customers have a 14-day right of withdrawal to return the product for a full refund.
  • Return Conditions: The product must be returned in its original condition, with all accessories, manuals, and packaging intact.
  • Refund Processing: Refunds will be processed within 14 days of receipt of the returned product.
  • Shipping Costs: Return shipping costs may be borne by the customer, except where otherwise required by law.

A5. Software Updates & Compatibility (One-Time Purchase)

  • Update Commitment: Layla will provide software updates and security patches for at least 2 years from the purchase date.
  • Post-Support Considerations: If software support is discontinued after this period and the product becomes non-functional, Layla will offer options for continued service through a subscription or upgrade path.

A6. Liability & Limitations (One-Time Purchase)

  • Limitation of Liability: Layla is not liable for any indirect or consequential damages arising from improper use, third-party integrations, or service disruptions.
  • Remedies for Defects: In the event of a hardware defect covered by the warranty, Layla's remedies are limited to repair, replacement, or refund—at Layla's discretion.
  • Consumer Protection: In regions with specific consumer protection laws, liability is limited to the maximum extent permitted by law.

A7. Data Protection & Privacy (One-Time Purchase)

  • • Users retain ownership of their environmental and personal data.
  • • Layla does not sell user data and complies with GDPR, CCPA, and other applicable data protection regulations.
  • • Users may request review or deletion of their data at any time.

A8. Governing Law & Jurisdiction (One-Time Purchase)

  • • These one-time purchase terms are governed by the laws of Delaware, USA.
  • • Any disputes shall be resolved exclusively in the courts of Delaware.

A9. Contact Information (One-Time Purchase)

  • • For inquiries regarding warranties, software access, or returns under the one-time purchase model, please contact:Email: legal@layla.eco

ANNEX B. GLOBAL CONSUMER SAFETY, RELIANCE, PERFORMANCE, AND USER RESPONSIBILITY DISCLAIMERS

B1. Scope

This Annex applies to individuals who purchase or use Layla devices or consumer subscriptions for personal, family, or household purposes, including purchases through Amazon or other marketplaces and any residential use.

B2. Not a certified safety device; no emergency response

Layla is an informational monitoring and automation product. Layla is not designed, intended, or certified as a life safety device, alarm system, smoke detector, carbon monoxide detector, fire alarm, security system, medical device, or emergency response system. Layla does not dispatch emergency services. You must maintain all legally required safety equipment at all times, and you are solely responsible for contacting emergency services when needed.

B3. No guarantee of detection, prevention, or outcomes

Layla does not guarantee detection of any event or condition, including smoke, carbon monoxide, mold risk, water leaks, intrusions, noise events, occupancy, air quality changes, or hazardous conditions. Layla does not guarantee prevention of harm, injury, property damage, loss, or unsafe conditions. Notifications may be delayed, inaccurate, incomplete, or not delivered due to factors including placement, environment, interference, power or internet interruptions, configuration, or third party services.

B4. No professional advice; no compliance or certification

Layla outputs and notifications are not professional advice and do not constitute inspection, certification, or compliance verification of any kind, including environmental health, habitability, building code, or safety compliance. You remain solely responsible for property maintenance, legal compliance, and all decisions and actions taken in response to Layla information.

B5. No medical or health reliance

Layla outputs are not medical advice and are not intended for diagnosis, treatment, cure, or prevention of any disease or health condition. You must not rely on Layla data for medical decisions or health risk assessment.

B6. Energy savings and financial outcomes not guaranteed

Any references to potential savings, efficiency improvements, reduced bills, or ROI are illustrative only and not guaranteed. Results vary based on property conditions, equipment, climate, utility pricing, and user behavior.

B7. Connectivity, power, and third party dependency

Certain features require continuous power and reliable internet connectivity. Layla is not responsible for failures caused by outages, router or ISP issues, electrical instability, interference, user network configuration, or downtime or changes in third party platforms or services. Integrations are provided “as available” and may be modified, degraded, or discontinued.

B8. Data accuracy and environmental variability

Sensor readings and derived insights are estimates and can vary with airflow, HVAC cycling, humidity, temperature gradients, aerosols, cleaning products, cooking, pets, building materials, sensor drift, and placement. You are responsible for selecting suitable settings and thresholds, and you acknowledge that false positives and missed events can occur.

B9. No insurance substitute

Layla is not an insurance product and does not provide underwriting, certification, or guarantees that any insurer will offer discounts or approve claims. You remain responsible for maintaining adequate insurance coverage.

B10. Marketplace purchases

If you purchased through Amazon or another marketplace, refunds, returns, and certain billing and cancellation operations may be governed by that marketplace’s policies and processes. Where marketplace policies apply, those policies control the marketplace transaction.

B11. User responsibility for lawful use, notices, and consents

You are solely responsible for complying with all applicable laws and rules relating to your use of Layla, including providing any required notices and obtaining any required consents. You agree not to use Layla for unlawful surveillance or to misrepresent Layla as certified for safety, security, or medical purposes.

B12. Priority and mandatory rights

If this Annex conflicts with any other provision, this Annex controls for consumer household use, to the maximum extent permitted by applicable law. Nothing in this Annex limits or excludes any consumer rights that cannot be limited or excluded under applicable law.

ANNEX C. UNITED STATES ARBITRATION AND CLASS ACTION WAIVER (U.S. CONSUMERS ONLY)

C1. Scope

This Annex applies only to users who reside in the United States or who purchased or used Layla products or services in the United States, to the extent permitted by law.

C2. Informal resolution first

Before starting arbitration, you and Layla agree to try to resolve any dispute informally. You must send a written notice of dispute to legal@layla.eco describing the issue and the relief requested. Layla will respond within thirty (30) days. If the dispute is not resolved within thirty (30) days after receipt, either party may proceed to arbitration.

C3. Agreement to arbitrate; waiver of court

Except as stated in C8 (small claims), any dispute, claim, or controversy arising out of or relating to Layla devices, software, services, these Terms, marketing statements, or the relationship between you and Layla will be resolved by binding arbitration, not in court. This includes claims based in contract, tort, statute, fraud, misrepresentation, negligence, strict liability, or any other legal theory.

C4. Administrator and rules

Arbitration will be administered by the American Arbitration Association under its Consumer Arbitration Rules. The arbitrator will decide all issues, including the interpretation, applicability, enforceability, or formation of this arbitration agreement, except to the extent such delegation is prohibited by law.

C5. Location and format

Unless you and Layla agree otherwise, arbitration will take place in Delaware, USA. If permitted by the AAA rules, the arbitrator may conduct proceedings by video, phone, or written submissions for efficiency and to reduce costs.

C6. Fees and costs

Payment of arbitration fees will be governed by the AAA Consumer Arbitration Rules. Each party will bear its own attorneys’ fees and costs unless the arbitrator awards fees under applicable law.

C7. Class action waiver

You and Layla agree that disputes will be brought only in an individual capacity. You waive any right to bring, join, or participate in any class, collective, representative, or private attorney general action. The arbitrator may award relief only to the individual party seeking relief and only to the extent necessary to resolve that individual claim.

If a court determines that this class action waiver is unenforceable for a particular claim, then that claim must be resolved in court and the remaining claims must be arbitrated.

C8. Small claims option

Either party may bring an individual action in small claims court if the claim qualifies and remains in small claims court.

C9. Batch arbitration procedure

If twenty five (25) or more similar arbitration demands are filed against Layla by or with the assistance of the same law firm or group of law firms or organizations within a reasonably close time period, the parties agree to a batch process designed to promote efficient resolution, consistent with the AAA rules and applicable law.

C10. 30 day opt out

You may opt out of arbitration by sending written notice within thirty (30) days of first accepting these Terms. Your notice must include your name, address, the email used for your Layla account, and a clear statement that you want to opt out of arbitration. Notice must be sent to LaylaElectric, Inc., 730 Arizona Ave, Santa Monica, CA 90401, USA, or by email to legal@layla.eco.

C11. Survival and priority

This Annex survives termination. For U.S. consumers, this Annex governs dispute resolution and overrides any conflicting court jurisdiction clause to the maximum extent permitted by law.

ANNEX D. MARKET SPECIFIC CONSUMER RIGHTS AND CARVE OUTS (UK, EU, CANADA, JAPAN)

D1. Scope

This Annex applies to consumers and household users in the UK, EU, Canada, and Japan, and supplements the Terms. If there is a conflict, this Annex governs to the extent required by applicable law.

D2. UK and EU mandatory rights and unfair terms principle

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, and nothing limits or excludes any consumer rights that cannot be limited or excluded by law. UK law specifically prohibits excluding or restricting liability for death or personal injury resulting from negligence in consumer contracts. 

EU consumer contract terms are also subject to unfair terms rules and cannot remove mandatory consumer protections. 

D3. Canada consumer arbitration and class action waiver limitation

For consumers in certain Canadian provinces, mandatory arbitration clauses and class action waivers in consumer agreements may be restricted by consumer protection legislation. Where such laws apply, Annex C will not apply and disputes may proceed in court as required by applicable law. 

D4. Japan consumer contract limits

In Japan, certain clauses that exempt or partially exempt a business from liability in consumer contracts may be void, especially where liability arises from wilful misconduct or gross negligence. These Terms apply only to the extent permitted by the Consumer Contract Act and other applicable Japanese law. 

D5. Statutory remedies preserved

Where applicable law provides statutory warranties, guarantees, withdrawal rights, repair, replacement, refund rights, or other mandatory remedies, those rights apply and are not waived by these Terms. Any disclaimers and limitations apply only to the maximum extent permitted by applicable law.

D6. Dispute resolution outside the U.S.

For users outside the U.S., Annex C does not apply unless enforceable under applicable law and expressly agreed. Disputes will be handled under the governing law and jurisdiction provisions in the Terms, subject to mandatory local consumer protection rules.