Terms of Use

Celebrife, LLC

(including wholly owned subsidiaries operating Celebrife.com, SortByAge.com and MemorialVideo.AI)

Last updated: October 2025

Definitions and Interpretation
Your Acceptance of This Agreement
License to Use the Service
Your Responsibilities
Fees and Refunds
Intellectual Property
Music Library and User-Uploaded Music
Termination
Exclusion of Warranties and Limitation of Liability
Dispute Resolution
General
Consumer Protection and Privacy

USER LICENSE AGREEMENT

Celebrife, LLC
Last updated: October 2025

Welcome to Celebrife, LLC. Our purpose is to help people honor and remember loved ones by transforming photos and memories into age-sorted filenames, personalized slideshows, memorial videos, and other remembrance content using advanced technology including artificial intelligence.

This User License Agreement ("ULA") governs your use of the services provided by Celebrife, LLC at the URLs www.Celebrife.com, www.SortByAge.com, and MemorialVideo.ai ("Websites"), including all software, applications, plugins, mobile applications, and other applications and services provided from time to time on, from, or through these Websites (together, the "Service").

This ULA, our Privacy Policy, and any other rules or guidelines that are posted onto the Websites (together, this "Agreement") is a binding contract between "you," the user, and Celebrife, LLC ("Celebrife," "Memorial Video AI", "SortByAge," "we," "our," and "us") of 5900 Balcones Dr. Ste 100, Austin, TX 78731.

You should read this Agreement carefully before you start using the Service.

1. DEFINITIONS AND INTERPRETATION

Celebrife, SortByAge, or Memorial Video AI means Celebrife, LLC of 5900 Balcones Dr. Ste 100, Austin, TX 78731.

Associate in relation to a party, means the employees, officers, directors, contractors, and agents of that party.

Business Days means a day other than a Saturday, Sunday, or a public holiday in the USA.

Content means any Celebrife Content and/or any User Content (as applicable).

Contributors has the meaning given in clause 2.4 (Contributors).

Commencement Date means the date that this Agreement starts.

Connections means all equipment, facilities, devices, internet connections, network connections, and telecommunications lines and services installed and used to connect to, access, or use the Service (including modems, filters, cabling, telephone and data lines, routers and ethernet LAN connections, and all software used by them).

Consequential Loss means indirect economic loss, loss of income or profit, loss or damages resulting from wasted management time, damage to goodwill or business reputation, loss of opportunity, or any other special, indirect, or consequential loss or damage.

Texas Business Organizations Code refers to the relevant corporate legislation applicable to Celebrife, LLC as a limited liability corporation incorporated in Texas, USA.

Celebrife Content means any information, data, or content in any form or medium on or in any part of the Service (including text, software, scripts, graphics, photos, sounds, music, videos, audio-visual combinations, interactive features, and other materials from time to time) that is not User Content. Content applies to all three Celebrife properties: Celebrife.com, MemorialVideo.ai and SortByAge.com.

Fee means the amount payable by you to Celebrife, LLC in respect of the provision of the Service, as set out on the Websites from time to time.

Insolvency Event means (a) a voluntary termination of operations, (b) a general assignment for the benefit of the party's creditors, or (c) any other liquidation, dissolution, or winding up of the party, whether voluntary or involuntary.

Intellectual Property Rights means patents, rights in inventions, works of authorship, designs, databases, know-how, trade secrets, confidential information, trademarks, business and domain names, logos, get-up and goodwill, copyrights, Moral Rights, and any other intellectual property or proprietary rights in any jurisdiction.

Loss means all loss, damage, costs (including all reasonable legal costs on a full indemnity basis), expense, or liability of any kind, whether direct or indirect or consequential, present or future, fixed or unascertained, or actual or contingent.

Video Memorial means the video memorial created by a User's use of the Service.

Memorial Slideshow means the slideshow presentation (in PowerPoint or Google Slides format) created by a User's use of the Service.

Age-Sorted Filenames means the renaming of photographs with estimated age ranges to assist users in sorting image files chronologically.

Service Deliverables means Age-Sorted Filenames, Memorial Slideshows, and Video Memorials, as applicable to the service package purchased.

Moral Rights means the rights defined as "moral rights" under the Visual Artists Rights Act (VARA) in the U.S. and any other similar rights capable of protection under laws of any applicable jurisdiction.

Music Library means the compilation of royalty-free music tracks made available to you on the Service from time to time for use by you in Video Memorials in accordance with this Agreement.

Related Body Corporate has the meaning given in the Texas Business Organizations Code.

Use means access and use.

User means any person that Uses the Service from time to time.

User Content means any information, data, or content in any form or medium including text, photos, sounds, music, video clips, PowerPoint presentations, Google Slides presentations, and MP3 audio files uploaded to the Service by you or a Contributor from time to time.

Websites means the internet sites at the URLs Celebrife.com, MemorialVideo.ai, and SortByAge.com.

Interpretation

In this Agreement, unless the context requires otherwise:

(a) In calculating any period of time commencing from a particular day, the period commences on the following day and the following day counts as part of that period;

(b) Where an expression is defined anywhere in this Agreement, it has the same meaning throughout;

(c) The rule of interpretation which sometimes requires that a document be interpreted to the disadvantage of the party which put the document forward does not apply;

(d) A reference to this Agreement or any other agreement, arrangement, or document includes any variation, novation, supplementation, or replacement of them;

(e) Headings and sub-headings are for convenience of reference only and do not affect interpretation;

(f) The phrase include, includes or including, or similar phrase does not limit what else might be included;

(g) A reference to any legislation or legislative provision includes any statutory modification or re-enactment of, or legislative provision substituted for, and also any subordinate legislation issued under, that legislation or legislative provision;

(h) A reference to "law" means all laws, codes, guidelines, and the like, including rules of common law, principles of equity, statutes, regulations, proclamations, ordinances, by-laws, rules, regulatory principles and requirements, statutory rules of an industry body, statutory and mandatory codes of conduct, writs, orders, injunctions, judgments, U.S. generally accepted accounting principles, and industry-wide non-statutory rules or obligations in force from time to time;

(i) A reference to dollars or $ is to an amount in U.S. currency;

(j) The singular includes the plural and vice versa;

(k) A reference to any party to this Agreement or to any other document or arrangement includes that party's legal personal representatives, substitutes (including any person taking by novation), successors, and permitted assigns;

(l) A reference to a person includes a body corporate, partnership, joint venture, incorporated or unincorporated association, authority, State, government, or government or quasi-government body, and vice versa;

(m) Any schedule, attachment, or exhibit, and the description of the parties, all form part of this Agreement;

(n) A reference to anything (including any amount) is a reference to the whole or any part of it (except that nothing in this provision excuses a party from performing the whole of an obligation just because they have performed part of the obligation);

(o) A reference to a group of persons is a reference to any one or more of them; and

(p) "In writing" includes any modes of reproducing words in legible and non-transitory form including by email or other electronic means.

2. YOUR ACCEPTANCE OF THIS AGREEMENT

2.1 Your acceptance of this Agreement

This Agreement is important – please read it carefully. If you do not agree with any of the terms, do not use the Service and you must leave the Service immediately. Your use and continuing use of the Service is an acknowledgment that you have been given a reasonable opportunity to read this Agreement; that you have in fact read this Agreement; that you understand the terms, and that you agree to abide by and be bound by this Agreement.

2.2 When this Agreement applies

This Agreement applies to you if you access or otherwise use the Service.

2.3 User account and orders

You may create an account or use the Service as a guest. Account creation is optional but may provide additional features and easier access to your Service Deliverables. Whether you create an account or checkout as a guest, when placing an order you must use your correct and current name and information. You must not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity or employ misleading email addresses or falsify information in any part of any communication transmitted through the Service. We will handle all personal information we collect in accordance with our Privacy Policy.

You must be at least eighteen (18) years of age to use the Service, or you must have parental or guardian consent to do so.

If you create an account, you are responsible for maintaining the confidentiality of your password and login credentials.

2.4 Contributors

You may authorize others ("Contributors") to upload User Content on your behalf. You are responsible for all Content uploaded by your Contributors and all actions taken through your account.

2.5 Changes to this Agreement

We may, without notice, update or otherwise change this Agreement periodically, and any such changes will be posted to the Websites. Your continuing use of the Service constitutes your agreement to be bound by any such changes. We are not obliged to notify you of any changes but we will endeavor to alert you to any significant changes.

2.6 Questions about this Agreement

Should you have any questions in relation to this Agreement, you should contact us at team@celebrife.com before you use the Service.

3. LICENSE TO USE THE SERVICE

3.1 Our license to you

In consideration of your agreement to comply with this Agreement, we hereby grant you a non-exclusive, non-transferable license to use the Service and the Celebrife Content, unless we suspend or terminate your account or the Service in accordance with this Agreement.

3.2 Your license to Celebrife

In consideration of our agreement to provide the Service in accordance with this Agreement, you hereby grant Celebrife a non-exclusive, non-transferable, royalty-free license to use the User Content for the purposes of providing the Service to you, including processing, storing, and creating Service Deliverables.

3.3 Nature of the Service

You acknowledge and agree that:

(a) We may, at any time in our sole discretion and without prior notice, alter, amend, interrupt, reschedule, modify or cease the operation of all or any part of the Service; and

(b) The Service may not operate on a continuous basis and may be unavailable from time to time (including for maintenance purposes). Celebrife will make reasonable efforts to ensure the accuracy and availability of the services provided. However, Celebrife does not warrant that the services will be error-free, uninterrupted, or available at all times. In no event shall Celebrife be liable for any inaccuracies or unavailability of services, except as expressly provided under this Agreement.

3.4 AI-Powered Features

The Service uses artificial intelligence and machine learning technology to estimate ages from photographs for the purpose of creating Age-Sorted Filenames and organizing content chronologically. You acknowledge and agree that:

(a) Age estimations are approximations generated by automated technology and may not always be precise or accurate;

(b) AI processing of your uploaded photos is an inherent and necessary part of the Service's functionality;

(d) Celebrife makes no warranties regarding the accuracy of AI-generated age estimations.

3.5 Revisions to Service Deliverables

Each User will be entitled to up to twenty (20) revisions to their Service Deliverables within thirty (30) days of initial delivery. Revisions requested after 30 days or beyond the 20-revision limit may be subject to additional fees at Celebrife's discretion.

3.6 Content Storage and Removal

IMPORTANT: You must download and save your Service Deliverables immediately upon receipt.

We reserve the right to remove any and all Content, including any Service Deliverables, from your account if you have not accessed your account for ninety (90) days or more. We will send a warning email to your registered email address at least 14 days before deletion. You should ensure that you have made back-up copies of all Content and Service Deliverables. We are not responsible for any loss of data due to automatic deletion after the 90-day inactivity period.

3.7 Third-Party Websites and Services

The Service may contain links to third-party websites, services, or resources, including but not limited to funeral home websites, music licensing services, or social media platforms. Celebrife provides these links for your convenience but does not control, endorse, or assume responsibility for the content, privacy policies, or practices of any third-party websites or services.

You acknowledge and agree that Celebrife shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any such third-party content, goods, or services available through such websites or services. We strongly encourage you to review the terms and privacy policies of any third-party websites or services that you visit.

4. YOUR RESPONSIBILITIES

4.1 Your password and login

If you create an account, you are responsible for maintaining the confidentiality of your password and login and you must not share your password or login with any other party. You are responsible for all activities that occur under your password and login. You must not use or attempt to use another party's password or login to access any part of the Service. You must immediately notify us at team@celebrife.com of any unauthorized use of your password or login or any other breach or suspected breach of security in respect of the Service.

4.2 Prohibited Activities

In using the Service, you must not:

(a) Use the Service for any illegal purpose, or in violation of any local, state, national, or international law;

(b) Violate or encourage others to violate the rights of third parties, including intellectual property rights, privacy rights, and/or publicity rights;

(c) Post, upload, or distribute any content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, hateful, or otherwise inappropriate;

(d) Interfere in any way with security-related features of the Service;

(e) Interfere with the operation or any user's enjoyment of the Service, including by uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code, making unsolicited offers or advertisements to other users, or attempting to collect personal information about users or third parties without their consent;

(f) Access, monitor, or copy any content or information of the Service using any robot, spider, scraper, or other automated means or any manual process for any purpose without Celebrife's express written permission;

(g) Perform any fraudulent activity, including impersonating any person or entity, claiming false affiliations, accessing the accounts of other users without permission, or falsifying your identity or any information about you, including age or date of birth; or

(h) Sell or otherwise transfer the access granted herein.

4.3 Take your own precautions

You must take your own precautions to ensure that your process for accessing the Service does not expose you to the risk of viruses, malicious computer code, or other forms of interference which may damage your computer system.

4.4 You are responsible for costs

You are responsible for all costs, fees, and expenses incurred directly or indirectly from accessing or otherwise using the Service. This may include internet connection and usage fees and mobile telephone connection and usage fees.

4.5 User Content Responsibilities

(a) User Content Ownership

You retain ownership of any original content you create and upload to the Service. For any third-party content (including music tracks, photographs taken by others, or video clips), you must have all necessary rights, licenses, consents, and permissions to use, reproduce, and distribute such content through the Service.

(b) Rights to Uploaded Content

By uploading any content to the Service, you represent and warrant that:

(i) You have all necessary rights, licenses, consents, and permissions to use, reproduce, and distribute the content through the Service;

(ii) The content does not infringe on the intellectual property rights, privacy rights, publicity rights, or any other rights of any third party;

(iii) You have obtained all necessary permissions from any individuals depicted in photographs or videos; and

(iv) The content complies with all applicable laws and regulations.

You agree to indemnify and hold Celebrife harmless from any claims arising out of the content you upload, including claims of intellectual property infringement, violation of privacy or publicity rights, or any other legal violations.

(c) User-Uploaded Music Files

When uploading music files (MP3s or other audio formats) for use in Video Memorials, you will be required to certify that you either:

(i) Own the copyright to the music;

(ii) Have obtained a valid license to use the music in this manner; or

(iii) The music is in the public domain.

WARNING: Uploading copyrighted music without proper authorization may result in copyright infringement claims, legal liability, and removal of your content. You are solely responsible for ensuring you have the legal right to use any music you upload.

(d) Prohibited Content

Users must not upload content that:

(i) Infringes on the intellectual property rights of others;

(ii) Contains malware, viruses, or malicious code;

(iii) Is unlawful, defamatory, obscene, pornographic, or otherwise inappropriate; or

(iv) Violates any applicable law or regulation.

Celebrife reserves the right to remove any content that it believes may violate these requirements or that is otherwise inappropriate or unlawful, without prior notice.

5. FEES AND REFUNDS

5.1 Service Fees

Certain features of the Service are available free of charge. If you wish to export, download, or receive Service Deliverables, a Fee will be payable as displayed at checkout on the Websites.

5.2 Payment Processing

Payments are processed securely through our third-party payment processor integrated with our website platform. By making a payment, you agree to the payment processor's terms and conditions.

5.3 Sales Tax

Unless specified otherwise, the Fee does not include applicable sales tax. Sales tax will be added to the Fee where required by law.

5.4 Refund Policy

Customer Satisfaction Guarantee: We stand behind the quality of our Service. If you are unsatisfied with your Service Deliverables for any reason, you may request a full refund within thirty (30) days of your order by contacting team@celebrife.com with your order details and reason for the refund request.

Refund Limitation: Refunds are limited to one (1) refund per household and per email address. This means that regardless of whether you use the same email address or a different one, only one refund will be provided per physical household address. After receiving one refund, subsequent purchases are final and non-refundable.

Refund Process: To request a refund, contact team@celebrife.com within thirty (30) days of your order. Approved refunds will be processed within 5-10 business days to the original payment method.

No Refunds After 30 Days: Refund requests made more than thirty (30) days after the order date will not be honored.

No Refunds For Content Loss: Refunds will not be provided for failure to download Service Deliverables before the 90-day storage period expires, as users are responsible for saving their files upon delivery.

6. INTELLECTUAL PROPERTY

6.1 Intellectual property owned by Celebrife

You acknowledge that:

(a) The Service contains proprietary and confidential information that is protected by applicable intellectual property and other laws, including copyright; and

(b) Celebrife and/or third parties own all right, title, and interest in and to the Service, Music Library, and software provided through or in conjunction with the Service, including all Intellectual Property Rights contained in them.

6.2 Intellectual property owned by you

As between you and us, you or a Contributor owns all Intellectual Property Rights in any original User Content you create (e.g., photos you took, music you composed, text you wrote). For third-party content you upload, you must have proper licenses as specified in Section 4.5.

6.3 Your responsibilities regarding intellectual property

You agree that you will not, and will not allow any third party to:

(a) Take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality contained in the Service;

(b) Use the Service to access, copy, upload, transfer, transcode or retransmit Content in violation of any law or third-party rights; or

(c) Remove, obscure, or alter Celebrife's or any third party's copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Service.

6.4 Possible Infringement

You must:

(a) Notify Celebrife immediately upon becoming aware of any direct or indirect infringement of any of Celebrife's Intellectual Property Rights or claims by a third party that use of any of the intellectual property contained within the Service infringes the rights of a third party, and

(b) Do all things reasonably necessary, at Celebrife's cost, to assist Celebrife to prevent any prohibited or otherwise unauthorized access to or use of Celebrife's Intellectual Property.

6.5 DMCA Takedown Notice and Procedure

Celebrife respects the intellectual property rights of others and expects users to do the same. In accordance with the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512, we will respond to notices of alleged copyright infringement that comply with the DMCA and other applicable laws.

If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible through the Service, you may notify our designated DMCA agent:

DMCA Designated Agent:
Celebrife, LLC
Attn: DMCA Agent
5900 Balcones Dr. Ste 100
Austin, TX 78731
Email: team@celebrife.com

Your DMCA notice must include the following information:

(a) A physical or electronic signature of the copyright owner or a person authorized to act on their behalf;

(b) Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works are covered by a single notification, a representative list of such works;

(c) Identification of the material that is claimed to be infringing or to be the subject of infringing activity, and information reasonably sufficient to permit us to locate the material on the Service (such as a URL or description of where the material appears);

(d) Your contact information, including your name, address, telephone number, and email address;

(e) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(f) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

Response to DMCA Notices: Upon receipt of a valid DMCA notice complying with the above requirements, we will expeditiously remove or disable access to the allegedly infringing material and notify the user who posted it. We reserve the right to terminate the accounts of repeat copyright infringers as described in Section 8.

Counter-Notice: If you believe that material you posted was removed or disabled by mistake or misidentification, you may file a counter-notice with our DMCA agent. Your counter-notice must include the information specified in 17 U.S.C. § 512(g)(3), including: (i) your physical or electronic signature; (ii) identification of the material that has been removed and the location where it appeared before removal; (iii) a statement under penalty of perjury that you have a good faith belief that the material was removed by mistake or misidentification; (iv) your name, address, and telephone number; and (v) a statement that you consent to jurisdiction of the Federal District Court for the judicial district in which your address is located (or the Western District of Texas if your address is outside the United States), and that you will accept service of process from the person who provided the DMCA notice or an agent of such person.

Upon receipt of a valid counter-notice, we will forward it to the party who submitted the original DMCA notice. If that party does not file a court action seeking an order to restrain you from engaging in infringing activity within 10-14 business days, we may restore the removed material.

7. MUSIC LIBRARY AND USER-UPLOADED MUSIC

7.1 License to use Music Library

Celebrife grants you a license to use the Music Library for Video Memorials, subject to the following terms:

(a) You must use the Music Library only in relation to Video Memorials created through the Service;

(b) Your use of the Music Library is non-exclusive, non-transferable, and for personal, non-commercial use;

7.2 Restrictions on Music Library Use

You must not, without Celebrife's prior written consent:

(a) Sell, license, lease, rent, distribute, assign or in any way transfer any reproduction of the Music Library to any other person or to the general public;

(b) Extract and reproduce the Music Library separately from a Video Memorial in any medium including, but not limited to, tape, disc, hard disk, computer system, or other electronic recording or transmission device;

(c) Provide access to, sell, license, lease, rent, distribute, assign or in any way use or transfer the Music Library separately from a Video Memorial to any other person by any means;

(d) Add any lyrics to the Music Library tracks; or

(e) Use the Music Library tracks outside of the Video Memorial context for any commercial purposes.

7.3 User-Uploaded Music

If you upload your own music files (MP3s or other formats):

(a) The uploaded music is User Content subject to Section 4.5;

(b) You must certify that you have all necessary rights to use the music as described in Section 4.5(c);

(c) Celebrife is not responsible for any copyright infringement or other legal violations arising from music you upload; and

(d) You indemnify Celebrife against any claims, damages, or expenses arising from your uploaded music.

7.4 License Scope

Nothing in this Section 7 grants you any rights to the Music Library beyond creating Video Memorials through the Service. All rights not expressly granted are reserved by Celebrife and its licensors.

8. TERMINATION

8.1 Termination with notice

Either party may terminate this Agreement at any time by giving the other party seven (7) days' written notice.

8.2 Termination without notice

Either party may, by providing written notice of its intention to do so, terminate this Agreement with immediate effect if the other party:

(a) Breach of Agreement: Or its Associates commits a serious or persistent breach of any term of this Agreement;

(b) Detrimental acts: Or its Associates commits any act or series of acts materially detrimental to the interests of the other party including conduct which may injure the reputation of the terminating party's business;

(d) Insolvency Event: Suffers an Insolvency Event; or

(e) Repeat Copyright Infringement: Celebrife may terminate your account immediately if you are determined to be a repeat copyright infringer. A "repeat infringer" is a user who has been notified of infringing activity more than twice or who has had User Content removed from the Service more than twice for copyright infringement. Celebrife reserves the right to terminate accounts based on a single instance of copyright infringement in cases of egregious violations. This policy is maintained in accordance with the Digital Millennium Copyright Act (DMCA) and Celebrife's commitment to respecting intellectual property rights.

8.3 What happens on termination

Upon termination of this Agreement, you must immediately stop using the Service. You should download and save any Service Deliverables before terminating, as Celebrife is not obligated to retain your content after termination.

8.4 No effect on other duties

Except as otherwise provided herein, termination of this Agreement for any reason shall not relieve or discharge either party from any duty, obligation, or liability hereunder which was accrued as of the date of such termination.

9. EXCLUSION OF WARRANTIES AND LIMITATION OF LIABILITY

9.1 No liability

To the full extent permitted by law, Celebrife, its related bodies corporate and its officers, employees, and agents expressly disclaim any and all liability in connection with:

(a) Personal injury or property damage, of any nature whatsoever;

(b) Any unauthorized access to or use of our servers and/or any personal information stored therein;

(d) All Content and any other information contained in any part of the Service and the removal or suspension of any Content or any other information;

(e) Any bugs, viruses, trojan horses, or the like which may be transmitted to or through the Service;

(f) Any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted, or otherwise made available via the Service;

(g) Any inaccuracies in AI-generated age estimations or other automated features;

(h) Any loss of User Content or Service Deliverables due to the 90-day automatic deletion policy or any other reason; and

(i) Any direct, indirect, incidental, or punitive damages, including loss of profits, goodwill or intangible losses, loss of data, interruption of business or damage (including consequential, special or incidental damage), in each case, arising from access to or use of any part of the Service whether or not caused by any negligent act or omission or resulting from any delay in removing or failure to remove Content from the Service after receiving a request for removal even if we knew or should have known of the possibility of such loss or damage and whether damages are claimed in contract, tort (including negligence) or statute.

9.2 No representations or warranties

To the full extent permitted by law, Celebrife, its officers, employees, and agents exclude all representations and warranties (in each case, whether express or implied) in respect of the completeness, accuracy, reliability, suitability, or availability with respect to the Service, the Content, the content of any sites linked to any part of the Service, or the information contained on any part of the Service for any purpose. Any reliance you place on any such content or information is strictly at your own risk.

9.3 Indemnity

You indemnify and hold us harmless in respect of any and all claims, loss, or damage of any kind whatsoever (including legal costs and disbursements on a full indemnity basis), arising directly or indirectly out of or in any way connected to any:

(a) Act or thing done by us in good faith and purportedly pursuant to a right granted to us under this Agreement;

(b) Breach by you of any provision of this Agreement;

(d) Your use of the Service;

(e) Any claims made by a third party in respect of a breach of Intellectual Property Rights including in relation to any User Content uploaded by you, including but not limited to music files, photographs, videos, or other copyrighted materials; or

(f) Your reliance on or use of any Content.

Celebrife will promptly notify you of any third-party claim for which you are obligated to indemnify us and will allow you reasonable opportunity to participate in the defense of such claim, provided that Celebrife retains the right to approve any settlement.

9.4 Agreement subject to law

This Agreement is to be read subject to any law which prohibits or restricts the exclusion, restriction, or modification of any implied warranties, conditions, or obligations. If any law prohibits the exclusion of such warranties, conditions, or obligations, Celebrife limits its liability to the extent permitted by law, to the re-supply of the Service or refund of fees paid.

9.5 No limitation on your statutory rights

We make no express warranties or representations other than set out in this Section 9 (Exclusion of Warranties and Limitation of Liability). Nothing in this Agreement excludes, restricts, or modifies any terms, conditions, or warranties that are imposed or implied by any statute, including the Federal Trade Commission (FTC) Act and applicable state consumer protection laws. Limitations and exclusions are made only to the extent that we may legally do so.

9.6 Consumer guarantees

You may have the benefit of consumer guarantees under applicable U.S. federal and state law, and in such cases, the following applies:

(a) Our services come with guarantees that cannot be excluded under U.S. law;

(b) You are entitled to a replacement or refund for a major failure and for compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the services corrected or re-performed if the services fail to be of acceptable quality and the failure does not amount to a major failure; and

(c) The benefits of this warranty are in addition to any rights and remedies imposed by U.S. State and Federal legislation that cannot be excluded and where this clause is inconsistent with any other provision of this Agreement, this clause will prevail. Our liability to you is limited to the options set out in this Section 9.

9.7 Limitation of liability for emotional distress

Celebrife shall not be liable for any emotional distress, mental anguish, or other non-economic damages arising out of or related to the use or failure of its services. You acknowledge that the nature of the memorial services may involve sensitive and emotional content and you accept all associated risks.

10. DISPUTE RESOLUTION

10.1 Informal Dispute Resolution

Before filing any formal claim, you agree to first contact Celebrife at team@celebrife.com to attempt to resolve the dispute informally. We will attempt to resolve the dispute informally by contacting you via email. If a dispute is not resolved within thirty (30) days of submission, you or Celebrife may bring a formal proceeding.

10.2 Opt-Out of Arbitration

You have the right to opt-out of the arbitration provisions in Sections 10.3-10.8. If you wish to opt-out, you must notify Celebrife in writing within thirty (30) days of first accepting these Terms. Your opt-out notice must be sent to:

Celebrife, LLC
Attn: Legal Department - Arbitration Opt-Out
5900 Balcones Dr. Ste 100
Austin, TX 78731
Email: team@celebrife.com

Your opt-out notice must include: (a) your full legal name, (b) the email address associated with your account or order, and (c) a clear statement that you wish to opt out of the arbitration provisions of these Terms.

If you opt-out, all disputes will be resolved in accordance with Section 11.9 (Governing Law and Jurisdiction). This opt-out will not affect any other terms of this Agreement. Opting out of arbitration does not affect your ability to use the Service.

10.3 Arbitration Agreement

Any disputes arising under these Terms will be resolved by binding, individual arbitration. By accepting these Terms, you and Celebrife are each waiving the right to a trial by jury or to participate in any class action or representative proceeding. You agree to give up your right to go to court to assert or defend your rights under this contract (except for matters that may be taken to small claims court as described in Section 10.8). Your rights will be determined by a neutral arbitrator and not a judge or jury.

10.4 Arbitration Process

(a) Arbitration will be conducted under the Federal Arbitration Act, 9 U.S.C. § 1 et seq., and administered under the Commercial Arbitration Rules of the American Arbitration Association ("AAA").

(b) The arbitration proceedings will be confidential.

For claims of $10,000 or less, you may choose to have the arbitration conducted:
- Solely on the basis of written submissions to the arbitrator;
- Through a telephonic or video conference hearing; or
- By an in-person hearing in the county of your permanent residence.
For claims over $10,000, the arbitration will take place in Travis County, Texas, unless both parties agree to a different location or to conduct the proceedings remotely.

(d) Arbitration Costs: For claims under $10,000, Celebrife will pay all AAA filing fees and arbitrator fees. For claims over $10,000, fees will be allocated according to AAA rules. If the arbitrator finds that a claim was filed for purposes of harassment or is frivolous (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), the filing party may be required to reimburse the other party's reasonable arbitration fees and costs.

(e) The arbitrator may award any relief that would be available in court under applicable law.

(f) The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.

10.5 Notice of Arbitration

A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if the other party has not provided a current physical address, then by electronic mail ("Notice of Arbitration").

Celebrife's address for Notice of Arbitration:
Celebrife, LLC
5900 Balcones Dr. Ste 100
Austin, TX 78731

The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement within 30 days after the Notice of Arbitration is received, you or Celebrife may commence an arbitration proceeding with the AAA.

10.6 No Class Actions

You and Celebrife agree that each may bring claims against the other only in your or its individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. The arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

10.7 Modifications to Arbitration Provision

If Celebrife makes any future change to this arbitration provision, other than a change to Celebrife's address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to Celebrife's address for Notice of Arbitration. If you reject the change, your account will continue to be governed by the arbitration provision as it existed immediately prior to the changes you rejected.

10.8 Exceptions to Arbitration

Either party may bring a lawsuit in court in the following circumstances:

(a) To enforce or protect intellectual property rights;

(b) In small claims court if the claim qualifies and remains in small claims court; or

(c) To seek injunctive relief to stop unauthorized use or abuse of the Service or violation of intellectual property rights.

10.9 Enforceability

If Section 10.6 ("No Class Actions") or the entirety of this Section 10 is found to be unenforceable, or if Celebrife receives a valid Opt-Out Notice from you, then the entirety of this Section 10 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 11.9 ("Governing Law and Jurisdiction") will govern any action arising out of or related to these Terms.

11. GENERAL

11.1 No assignment by you

You must not assign, sublicense, or otherwise deal in any other way with any rights or obligations under this Agreement whether in whole or in part – except as permitted under this Agreement. Any unauthorized assignment, sublicense, or other dealing shall be null and void.

11.2 Celebrife may assign

Celebrife may assign, sublicense, and otherwise deal with any rights and obligations under this Agreement without restriction.

11.3 No Waiver

If we do not act in relation to a breach by you of this Agreement, this does not waive our right to act with respect to that or subsequent or similar breaches.

11.4 Entire agreement

This Agreement and any other legal notices published by Celebrife on the Websites from time to time shall constitute the entire agreement between you and Celebrife concerning the Service.

11.5 Force majeure

Celebrife will not be liable to you or any other party for any failure to perform its obligations under this Agreement where such failure or delay is caused by events beyond its reasonable control, including industrial disputes, strikes, lockouts, acts of God, acts or threats of terrorism or war, interruption to telecommunications services, pandemics, and significant technological failures.

11.6 Platform Provider

The Service is hosted on the Wix.com platform. Wix's terms and policies may also apply to your use of certain platform features. We are not responsible for Wix's platform availability or any Wix-related service interruptions. Payment processing is handled through Wix's integrated payment systems.

11.7 Survival of clauses

Sections 6 (Intellectual Property), 9 (Exclusion of Warranties and Limitation of Liability), 10 (Dispute Resolution), together with any other clauses which contemplate that a party has any rights or obligations after this Agreement is terminated, survive the termination of this Agreement.

11.8 Severability

If any provision of this Agreement is held by a competent authority to be invalid or unenforceable or otherwise becomes illegal, in whole or in part, it is to be read down or severed to the extent necessary and the validity of the other provisions of this Agreement and the remainder of the provisions in question shall not be affected.

11.9 Governing Law and Jurisdiction

This Agreement is governed by and shall be construed in accordance with the laws of the State of Texas, USA, without regard to its conflict of law provisions. Subject to Section 10 (Dispute Resolution), any dispute arising in respect of this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Travis County, Texas, and the courts of appeal therefrom. By using the Service, you consent to the personal jurisdiction of such courts.

12. CONSUMER PROTECTION AND PRIVACY

12.1 Consumer Protection Notice

Celebrife complies with all applicable U.S. consumer protection laws, including the Federal Trade Commission Act and applicable state consumer protection laws. You may have additional rights under Texas state law and the laws of your state that provide further consumer protections, which may vary by state. Remedies for any breach of this Agreement are as set forth herein, subject to applicable consumer protection laws that cannot be waived.

12.2 Texas Deceptive Trade Practices Act

If you are a Texas resident, you may have rights under the Texas Deceptive Trade Practices-Consumer Protection Act (DTPA). Nothing in this Agreement waives any rights you may have under the DTPA or other Texas consumer protection laws.

12.3 Data Privacy and Security

Celebrife is committed to protecting your personal data and User Content. All data is handled in accordance with our Privacy Policy, which is incorporated into this Agreement by reference. We use industry-standard encryption and security measures to protect your information during transmission and storage.

12.4 Data Breach Notification

If you believe your data has been compromised or if you experience any security concerns regarding your account, you should immediately notify us at team@celebrife.com. In the event of a data breach that affects your personal information, we will notify you in accordance with applicable data breach notification laws.

12.5 Your Privacy Rights

You have certain rights regarding your personal information, including the right to access, correct, and delete your data, subject to applicable law. For more information about your privacy rights and how we handle your data, please review our Privacy Policy available on the Websites.

12.6 Notice to California Residents

Under California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights notice:

The Service is provided by Celebrife, LLC, located at 5900 Balcones Dr. Ste 100, Austin, TX 78731. If you have a complaint regarding the Service or wish to inquire further about the Service, you may contact us at team@celebrife.com.

California residents may also contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs:

In writing: 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834
By telephone: (800) 952-5210 or (916) 445-1254

13. CONTACT INFORMATION

If you have any questions about this Agreement or the Service, please contact us at:

Celebrife, LLC
5900 Balcones Dr. Ste 100
Austin, TX 78731
Email: team@celebrife.com

14. ACKNOWLEDGMENT

By using the Service, you acknowledge that you have read this User License Agreement, understand it, and agree to be bound by its terms and conditions.

Last Updated: October 2025