Terms of Use

TallyBro is a general-purpose tally counter and utility application. It allows users to create and operate digital counters for personal, recreational, business, organizational, or other lawful purposes.

The App is currently provided free of charge and does not require users to create an account or provide an email address.

We may modify, improve, discontinue, or add features to the App in the future. Certain future versions may include advertising, optional purchases, paid features, or integrations with third-party services. Any additional terms applicable to those features will be disclosed when appropriate.

You must be legally capable of agreeing to these Terms in the jurisdiction where you live.

The App is not specifically designed, directed, or marketed to children under 13 years of age. A minor who is permitted to use the App should do so only with the permission and supervision of a parent or legal guardian.

If you use the App on behalf of a business, organization, or other entity, you represent that you have authority to accept these Terms on its behalf.

Subject to your compliance with these Terms, Happi Friday grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable, and revocable license to download, install, and use the App on devices that you own or control.

This license is provided solely for your lawful use of the App. It does not transfer ownership of the App or any of its components to you.

Your use of an App Store version of the App is also subject to the applicable usage rules and terms of the platform through which you obtained the App.

You may use TallyBro for ordinary counting and tracking activities.

You are responsible for deciding whether the App is appropriate for a particular use. TallyBro is not designed, certified, or intended for uses in which an incorrect count, software error, device failure, accidental input, or loss of data could result in injury, death, property damage, legal liability, or significant financial loss.

You should not rely exclusively on TallyBro for:

• Medical treatment, medication administration, or patient monitoring.
• Emergency response or public safety operations.
• Aviation, navigation, traffic control, or transportation safety.
• Industrial safety systems.
• Legally regulated recordkeeping.
• Financial accounting, wagering, or official vote tabulation.
• Inventory or compliance records that require certified accuracy.
• Any other safety-critical or mission-critical activity.

You are responsible for independently verifying any count when accuracy is important.

TallyBro may store counters, labels, preferences, and related settings locally on your device.

You are responsible for maintaining access to your device and for protecting any information stored through the App. Depending on how the App and your device operate, deleting the App, clearing its storage, resetting your device, losing your device, or installing an update may cause locally stored information to be lost.

Unless TallyBro expressly provides a backup, synchronization, or export feature, Happi Friday is not responsible for backing up or recovering locally stored counters or other information.

You may not:

1. Use the App for an unlawful, fraudulent, abusive, or deceptive purpose.
2. Copy, reproduce, distribute, sell, rent, lease, sublicense, or commercially exploit the App except as expressly permitted by law.
3. Reverse engineer, decompile, disassemble, attempt to derive the source code of, or bypass security measures associated with the App, except where applicable law expressly permits such activity.
4. Modify the App or create derivative works from it without our written permission.
5. Use automated tools to interfere with the App or its supporting systems.
6. Introduce malware, malicious code, or harmful content into the App or related systems.
7. Misrepresent your relationship with Happi Friday or imply that Happi Friday endorses a product, service, activity, or organization when it does not.
8. Use Happi Friday's or TallyBro's trademarks, branding, designs, or other intellectual property without authorization.
9. Use the App in a manner that infringes another person's rights or violates an applicable law, regulation, platform rule, or third-party agreement.

TallyBro does not currently display third-party advertising.

We may introduce advertising or other third-party services in a future version of the App. Such services may be governed by their own terms and privacy policies. We will update the TallyBro Privacy Policy and applicable app-store disclosures before or when material new data practices take effect.

The App may contain links to, integrations with, or content from third parties. Happi Friday does not control and is not responsible for third-party websites, advertisements, services, products, content, data practices, or availability.

Your interactions with third parties are solely between you and the applicable third party.

The App, including its software, source code, object code, interface, visual design, graphics, icons, branding, text, features, organization, and other content, is owned by Happi Friday or its licensors and is protected by applicable intellectual property laws.

"TallyBro," "Happi Friday," associated logos, and related brand elements are trademarks or other proprietary identifiers of Happi Friday LLC. No license to use these identifiers is granted except as necessary to use the App as permitted by these Terms.

You may voluntarily provide suggestions, ideas, comments, or other feedback about the App.

You grant Happi Friday a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use, reproduce, modify, distribute, develop, commercialize, and otherwise use that feedback for any lawful purpose without compensation or attribution to you.

This provision does not transfer ownership of personal information you may include in a support request.

We may release updates, patches, bug fixes, new features, or replacement versions of the App.

Some updates may be installed automatically depending on your device and app-store settings. Continued use of the App after an update may require you to accept updated Terms.

We do not guarantee that the App will always be available, compatible with every device or operating system, or supported indefinitely.

We may suspend, modify, restrict, or discontinue all or part of the App at any time, to the extent permitted by law.

Happi Friday is solely responsible for any maintenance or support that it chooses or is legally required to provide for the App.

We do not promise any particular response time, maintenance schedule, feature roadmap, or level of technical support.

Apple, Google, device manufacturers, wireless carriers, and other distribution platforms have no obligation to provide maintenance or support for TallyBro.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE APP IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND.

HAPPI FRIDAY DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, SECURITY, AND QUIET ENJOYMENT.

WE DO NOT WARRANT THAT:

• THE APP WILL BE ERROR-FREE, ACCURATE, COMPLETE, SECURE, OR UNINTERRUPTED.
• COUNTS OR OTHER INFORMATION WILL ALWAYS BE SAVED OR RECOVERABLE.
• THE APP WILL MEET YOUR PARTICULAR REQUIREMENTS.
• DEFECTS WILL BE CORRECTED.
• THE APP WILL REMAIN COMPATIBLE WITH YOUR DEVICE OR OPERATING SYSTEM.
• THE APP WILL BE AVAILABLE IN EVERY LOCATION OR APP STORE.

Some jurisdictions do not allow certain warranty exclusions. In those jurisdictions, these exclusions apply only to the extent permitted by law.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HAPPI FRIDAY AND ITS OWNERS, MANAGERS, MEMBERS, EMPLOYEES, CONTRACTORS, AFFILIATES, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

THIS INCLUDES LOSS OF DATA, LOSS OF COUNTS, LOST PROFITS, LOST REVENUE, BUSINESS INTERRUPTION, LOSS OF GOODWILL, DEVICE DAMAGE, OR THE COST OF SUBSTITUTE SERVICES, EVEN IF WE HAVE BEEN ADVISED THAT SUCH DAMAGES MAY OCCUR.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, HAPPI FRIDAY'S TOTAL LIABILITY ARISING FROM OR RELATED TO THE APP OR THESE TERMS WILL NOT EXCEED THE GREATER OF:

1. The amount you paid directly to Happi Friday for the App during the 12 months preceding the event giving rise to the claim; or
2. Fifty United States dollars.

Because TallyBro is currently provided free of charge, this limitation may result in a maximum liability of fifty United States dollars.

These limitations do not apply to liability that cannot lawfully be excluded or limited.

To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Happi Friday and its owners, managers, members, employees, contractors, affiliates, licensors, and service providers from claims, liabilities, damages, judgments, losses, and reasonable expenses arising from:

• Your unlawful or unauthorized use of the App.
• Your material violation of these Terms.
• Your infringement of another person's rights.
• Your use of the App for a safety-critical, prohibited, fraudulent, or unlawful activity.

This section does not require you to indemnify any party for that party's own fraud, willful misconduct, or other conduct for which indemnification cannot legally be required.

You may not use, export, or re-export the App in violation of United States law or other applicable export-control and sanctions laws.

You represent that you are not located in a country or region subject to a comprehensive United States government embargo and that you are not listed on a United States government restricted-party list.

This section applies when you download or use TallyBro through Apple's App Store.

You acknowledge and agree that:

1. These Terms are between you and Happi Friday, not Apple. Happi Friday, not Apple, is solely responsible for the App and its content.
2. Your license to use the App is limited to a non-transferable license to use it on Apple-branded products that you own or control, as permitted by the Apple Media Services Terms and any applicable Family Sharing or volume purchasing rules.
3. Apple has no obligation to provide maintenance or support for the App.
4. If the App fails to conform to an applicable warranty, you may notify Apple, and Apple may refund any purchase price paid for the App. Because TallyBro is currently free, there may be no purchase price to refund. To the maximum extent permitted by law, Apple has no other warranty obligation regarding the App.
5. Happi Friday, not Apple, is responsible for addressing claims relating to the App, including product liability claims, legal or regulatory compliance claims, consumer-protection claims, and privacy claims.
6. Happi Friday, not Apple, is responsible for investigating, defending, settling, and resolving any claim that the App infringes a third party's intellectual property rights.
7. You must comply with applicable third-party terms when using the App, including your wireless data service agreement.
8. Apple and its subsidiaries are third-party beneficiaries of these Terms. Upon your acceptance of these Terms, Apple will have the right to enforce these Terms against you as a third-party beneficiary.

These Terms remain effective until terminated by you or Happi Friday.

You may terminate them by discontinuing use of and deleting the App.

We may suspend or terminate your license to use the App if you materially violate these Terms, use the App unlawfully, interfere with the App or its systems, or create a material security or legal risk.

Upon termination, the license granted to you ends. Sections that by their nature should survive termination will remain effective, including provisions concerning ownership, disclaimers, limitations of liability, indemnification, and governing law.

These Terms are governed by the laws of the State of Colorado, without regard to its conflict-of-law principles.

Any legal proceeding that is not subject to another legally required venue may be brought in a court of competent jurisdiction located in Colorado.

Nothing in these Terms deprives you of mandatory consumer protections provided by the law of your place of residence.

If any provision of these Terms is determined to be unlawful, invalid, or unenforceable, that provision will be enforced to the maximum extent permitted and the remaining provisions will continue in effect.

A failure by Happi Friday to enforce a provision is not a waiver of its right to enforce that provision later.

You may not assign your rights or obligations under these Terms without our written permission. Happi Friday may assign these Terms as part of a merger, acquisition, corporate reorganization, sale of assets, or transfer of the App or its business.

We may revise these Terms to reflect changes to the App, our business, applicable law, platform requirements, or our practices.

The revised Terms will display a new effective date. When legally required, we will provide additional notice of material changes.

Your continued use of the App after revised Terms take effect constitutes acceptance of the revised Terms, to the extent permitted by law.

Questions, complaints, and claims concerning TallyBro or these Terms may be directed to: