Terms & Conditions

Effective Date: January 2, 2026 Last Updated: January 2, 2026 These Terms of Service (“Terms”) govern your access to and use of the Localyst website, application, and related services (collectively, the “Service”). The Service is operated by Localyst LLC (“Localyst,” “we,” “us,” or “our”). By accessing or using the Service, you agree to these Terms. If you do not agree, do not use the Service. Website: https://www.localystai.com/ 1) The Service Localyst provides software tools, including AI-assisted insights, intended to help independent food-service businesses analyze information such as menus, pricing, costs, and operational inputs. The Service may generate suggestions, analyses, summaries, and other outputs (“Outputs”). 2) Eligibility You must be at least 18 years old and able to form a binding contract to use the Service. By using the Service, you represent that you meet these requirements. If you are using the Service on behalf of a business or other entity, you represent and warrant you have authority to bind that business or entity to these Terms, and that you have authority to act on the behalf of that business or entity in any and all ways that involving the Service. 3) Accounts and Security You may need an account to use certain features. If you do create an account, you agree to: Provide accurate information and keep it updated, Maintain the confidentiality of your login credentials, and Notify us promptly of any unauthorized access or suspected breach. You are responsible for all activity involving your account. 4) Plans, Fees, Billing, Cancellation, and Refunds (If Applicable) If you purchase a paid plan, the fees, billing frequency, and included features will be disclosed at checkout. You authorize us (and our payment processors) to charge your payment method. Taxes: Prices may not include applicable taxes, which may be added where required. No Refunds: All fees are non-refundable to the maximum extent permitted by law. Cancellation: You may cancel at any time. Unless otherwise stated at checkout, cancellation takes effect at the end of the then-current billing period and you will not be charged for the next billing period. We may change pricing or plan features in the future with notice as required by law. 5) Critical Disclaimers (AI + Not Professional Advice) 5.1 AI-Generated Output The Service may use AI and automated systems to generate Outputs. Outputs may be incomplete, incorrect, outdated, or inappropriate for your situation. 5.2 Not Legal, Tax, Accounting, or Financial Advice Localyst is not a law firm, accounting firm, or licensed financial advisory service. We do not provide legal, tax, accounting, or professional financial advice. Outputs are provided for informational and educational purposes only. You are solely responsible for: Decisions you make based on Outputs, Verifying information before acting, and Your compliance with applicable laws and regulations (including but not limited to labor, pricing, marketing, and health/safety rules). You should consult qualified professionals (e.g., a CPA or attorney) before making decisions with legal or financial consequences. 5.3 No Guarantee; User Sole Responsibility We do not guarantee any business results, savings, revenue increases, profitability, compliance outcomes, or performance improvements. You (the consumer/user) are solely responsible and liable for your decisions, actions, and results arising from or related to your access to or use of the Service or any Outputs, including any actions you take (or do not take) based on information provided by Localyst or the Outputs. Without limiting the foregoing, and to the maximum extent permitted by law, any liability of Localyst is limited as set forth in Section 15 (Limitation of Liability). 6) Your Inputs, Model Training, and Permissions 6.1 Your Inputs You may upload or provide data, documents, text, menus, pricing, and other materials (“Inputs”). You retain ownership of your Inputs. 6.2 License You Grant Us You grant Localyst a non-exclusive, worldwide, royalty-free, sublicensable license to host, store, reproduce, modify, process, and use Inputs and Outputs derived from your Inputs to: Provide and operate the Service, Generate Outputs, Maintain, secure, and improve the Service, Develop, train, fine-tune, evaluate, and improve machine learning and AI models and related systems (including Localyst’s models and systems), Prevent fraud/abuse and enforce these Terms, and Otherwise comply with legal obligations. This license continues for as long as necessary for these purposes, including after you stop using the Service, to the extent Inputs or learnings have been incorporated into model training or system improvements. 6.3 Your Responsibilities for Inputs You represent and warrant that: You have all rights needed to provide the Inputs, Your Inputs do not violate any law or third-party rights, and You will not upload data you do not have permission to share. Do not upload: Social Security numbers, payment card numbers, bank login credentials, or other highly sensitive personal information. Proprietary and Confidential Information: You control what you submit to the Service. Localyst will handle Inputs in accordance with these Terms and our Privacy Policy. Except as described in these Terms and our Privacy Policy, Localyst will not intentionally disclose your Inputs to unaffiliated third parties. You acknowledge that Localyst may provide Inputs (or portions of Inputs) to service providers to operate, maintain, and improve the Service, and may disclose Inputs as required by law or legal process. Any additional confidentiality obligations must be agreed in a separate written agreement signed by Localyst. No guarantee. You acknowledge that no system can be guaranteed 100% secure, and Localyst does not warrant that Inputs will be free from unauthorized access, disclosure, or alteration. 6.4 Model Training and Improvement Using Inputs You acknowledge and agree that Localyst may use your Inputs (and Outputs derived from those Inputs) to train, fine-tune, and improve our AI and machine learning models and related systems. This may include creating derived data, embeddings, model weights, or other artifacts that may not be practically reversible to remove specific Inputs. Where feasible, we may take steps designed to reduce the inclusion of personal information in training and to use data in aggregated or de-identified form, but you understand that Inputs may include business information you provide and that training may occur as part of improving the Service. If you do not want your Inputs used for model training and service improvement, do not use the Service. 7) Output Use and Ownership Subject to these Terms, you may use Outputs for your internal business purposes. You acknowledge that AI-generated outputs may be similar or identical for different users. Localyst does not guarantee Outputs are unique, accurate, or fit for any particular purpose. 8) Acceptable Use You agree not to: Use the Service for illegal, harmful, fraudulent, or deceptive purposes, Reverse engineer, scrape, probe, or attempt to bypass security, Interfere with the Service or introduce malware, Infringe intellectual property or privacy rights, Use the Service to develop or train competing models/systems (except to the extent prohibited by law), and or Misrepresent Outputs as professional advice or as reviewed/approved by Localyst. We may suspend or terminate access if we believe you violate these Terms or create risk to the Service or others. 9) Third-Party Services The Service may integrate with third-party services (e.g., hosting providers, analytics, payment processors, and AI providers). Your use of third-party services may be subject to their terms, and we are not responsible for third-party products or services. 10) Intellectual Property The Service (including software, design, branding, and underlying systems) is owned by Localyst or its licensors and protected by intellectual property laws. Except for the rights expressly granted, no rights are granted to you. Feedback: If you provide feedback or suggestions, you grant us the right to use it without restriction or compensation. 11) Privacy Our collection and use of personal information and other data is described in our Privacy Policy. By using the Service, you agree that we can process your information (including using Inputs for model training and service improvement) as described in these Terms and the Privacy Policy. 12) Availability, Changes, and Beta Features We may modify, suspend, or discontinue the Service or any feature at any time. Some features may be offered as beta/preview and may be unstable, incomplete, or change without notice. 13) Termination You may stop using the Service at any time. We may suspend or terminate your access if you violate these Terms, the applicable Privacy policy, or for any other reason in Localyst’s sole discretion. Upon termination, your right to use the Service stops. Sections herein survive termination of the relationship (including but not limited to disclaimers, limitation of liability, indemnification, severability, and governing law). 14) Disclaimers of Warranties THE SERVICE AND OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LOCALYST DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. We do not warrant that the Service will be uninterrupted, error-free, or that Outputs will be correct or suitable for your needs. 15) Limitation of Liability You agree that to the maximum extent permitted by law, Localyst (including its members, managers, officers, directors, employees, contractors, and affiliates) will not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising out of or related to your use of the Service or Outputs. To the maximum extent permitted by law, Localyst’s total liability for any claim arising out of or relating to the Service will not exceed the greater of: $100, or the amount you paid Localyst for the Service in the 12 months before the event giving rise to the claim. (Some jurisdictions do not allow certain limits; those limits apply only to the extent permitted.) 16) Indemnification You agree to defend, indemnify, and hold harmless Localyst (including its members, managers, officers, directors, employees, contractors, and affiliates) from any claims, liabilities, damages, and expenses (including but limited to reasonable attorneys’ fees and costs) arising out of or related to: Your Inputs, Your use of the Service or Outputs, Your violation of these Terms, and Your violation of any law or third-party rights. 17) Dispute Resolution; Binding Arbitration; Exclusive Venue You agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Service, or the relationship between you and Localyst (each, a “Claim”) shall be resolved exclusively by final and binding arbitration before a sole arbitrator, administered by the American Arbitration Association (“AAA”) and conducted in accordance with the AAA’s applicable rules, specifically its Commercial Arbitration Rules and any applicable supplementary procedures. Exclusive location. The arbitration shall be held in Cook County, Illinois, unless the parties agree otherwise in writing. The arbitrator may conduct proceedings by videoconference and may resolve certain matters on written submissions, but the legal seat/venue of the arbitration shall remain Cook County, Illinois. Final and binding; waiver of jury trial. The arbitrator’s decision shall be final and binding on the parties and may be entered as a judgment in any court of competent jurisdiction. You and Localyst waive any right to a jury trial for any Claim. Authority of arbitrator. The arbitrator shall have exclusive authority to resolve any dispute relating to the Claim. The arbitrator may award any relief permitted by applicable law of the AAA, subject to the limitations and disclaimers in these Terms. Time limit. Any Claim must be brought within one year from the date at which the Claim arose, whether known or unknown to you. Costs and fees. Payment of AAA and arbitrator fees shall be governed by the AAA’s applicable rules, unless the arbitrator determines that a different allocation is required by applicable law. 18) Governing Law These Terms are governed by the laws of the State of Illinois, without regard to conflict-of-law rules. 19) Severability If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect. Any invalid, illegal, or unenforceable provision will be enforced to the maximum extent permitted so as to affect the intent of the parties as nearly as possible. 20) Changes to These Terms We may update these Terms from time to time. If changes are material, we will provide notice (e.g., via the Service or by email). Continued use after changes means you accept the updated Terms. 21) Contact Questions about these Terms: Email: info@localystai.com Mailing Address: 900 W Fullerton, Apt 5A, Chicago, IL 60614