Terms and Conditions

Focal Technologies, Inc. (Delaware) | focalcontact11@gmail.com

Effective Date: 4/19/26 | Last Updated: 4/19/26

The Focal mobile Application, the Focal hardware Device, the Subscriber Dashboard, the Focal website, and all related Support Services are collectively referred to as the "Services" in these Terms. Please read these Terms carefully and direct any questions to focalcontact11@gmail.com.

BY ACCESSING, DOWNLOADING, INSTALLING, OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST IMMEDIATELY CEASE USE OF THE SERVICES, UNINSTALL THE APP, AND REFRAIN FROM ACCESSING THE DASHBOARD OR HARDWARE DEVICE. CONTINUED USE CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS AND THE PRIVACY POLICY INCORPORATED BY REFERENCE.

1. Parties and Scope

These Terms and Conditions ("Terms") govern your use of the Services and form a binding contract between the following parties:

These Terms apply to all Users of the Focal mobile application ("App"), the Focal NFC hardware device ("Device"), and the Subscriber-facing web dashboard ("Dashboard"), in all jurisdictions. Additional disclosures apply for California residents (Section 19). The Privacy Policy is incorporated by reference and forms a part of these Terms.

1.1 Order of Precedence

In the event of any conflict between these Terms and other governing documents, the order of precedence is as follows:

2. Eligibility and Account Setup

2.1 Eligibility

Our Services are not intended for children under 13 years of age. We do not knowingly collect personal information from children under 13 without verifiable parental consent.

2.2 Account Creation

2.3 Affirmative Acceptance

Before the App operates on your device, you must affirmatively tap "I Agree" on the in-app Enrollment Screen. This affirmative acceptance binds you to these Terms and acknowledges your understanding of the Privacy Policy.

3. Description of Services

Focal is a group focus tool that allows Users to self-restrict access to non-essential applications on their mobile devices during active focus sessions, initiated by physically tapping their mobile devices against NFC hardware Devices.

3.1 Core Functionality

3.2 Service Availability

Focal endeavors to maintain availability of the Services on a continuous basis but does not guarantee uninterrupted access. Services may be unavailable due to scheduled maintenance, software updates, network outages, or other causes outside of Focal's reasonable control. Focal will use commercially reasonable efforts to provide advance notice of scheduled downtime.

3.3 Service Modifications

Focal reserves the right to modify, suspend, or discontinue any portion or feature of the Services at any time, with or without notice. Focal shall not be liable to any Member for any modification, suspension, or discontinuation of the Services, except as expressly provided in the Subscriber's MSA.

4. Monitoring and Data

This Section provides a high-level summary of how Focal handles Member data. The Privacy Policy contains the complete description and is incorporated by reference.

4.1 Data Categories Collected During Active Sessions

4.2 What the Subscriber Can View

Through the Dashboard, the Subscriber can view session status temporarily for individual Users and aggregate Member data, including usernames, temporary tap-in/tap-out times, and phone model. The Subscriber does not receive access to the contents of personal apps, messages, calls, photos, location data, biometric data, or any data collected outside of active sessions.

4.3 Subscriber Is the Controller

The Subscriber is the data controller and administrator for Member usage data and is solely responsible for providing all legally required Member notices and obtaining any required Member consents for use cases in the applied domain. Focal acts as a data processor / service provider on behalf of the Subscriber with respect to Member data, as further described in the Privacy Policy and any executed DPA. Usage-policy questions about Focal use should be directed to the Subscriber.

4.4 Out-of-Session Privacy

Outside of active sessions (between tap-out and the next tap-in), Focal does not collect, transmit, or process Member behavioral, location, or usage data. Users retain ultimate control by uninstalling the App or revoking operating system permissions at any time.

4.5 Data Retention and Deletion

Data is retained as follows, unless a longer or shorter period is required by law or instructed by the Subscriber under the DPA:

Upon written request, Member session data associated with a specific device may be deleted earlier, subject to the Subscriber's contractual rights and applicable law. When a Subscriber's subscription ends or is terminated, all associated Member session data will be permanently deleted from Focal's servers within 90 days.

4.6 Security

Focal protects Member and Subscriber data through industry-standard safeguards including encryption in transit using TLS, encryption at rest, access controls, and AWS-hosted infrastructure with industry-standard security certifications. Focal will notify affected Users and Subscribers of any data breach affecting their information without undue delay and in no event more than seventy-two (72) hours after discovery, in accordance with applicable law. Security questions or vulnerability reports may be sent using the contact information in Section 23.

5. License Grant and Restrictions

5.1 License to App

Subject to your compliance with these Terms, Focal grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the App on a mobile device that you own or control, solely for the purpose of using the Services in accordance with these Terms.

5.2 License to Hardware Device

Focal Devices are licensed (not sold) to Subscribers under the MSA. Users may interact with the Device only as required to initiate or terminate a session.

5.3 Restrictions

You agree not to, and not to allow any third party to:

5.4 Open-Source Components

The App may incorporate open-source software components governed by separate license terms. Where applicable, those terms are made available within the App.

6. Member Obligations and Acceptable Use

6.1 Member Obligations

As a Member, you agree to:

6.2 Prohibited Conduct

You may not use the Services to:

6.3 Consequences of Violation

Focal reserves the right to suspend or terminate access to the Services for any Member who violates these Terms. Conduct that violates law may also be reported to the appropriate authorities.

7. Subscriber Responsibilities

7.1 Lawful Use

The Subscriber represents and warrants that its use of the Services will comply with all applicable laws and regulations of the jurisdictions in which the Service is deployed, including without limitation of privacy and data protection laws.

7.2 Notice and Consent

The Subscriber is solely responsible for providing Users with all required notices for the applicable field and obtaining any required consents related to use of the Services. Focal disclaims responsibility for the Subscriber's failure to comply with such obligations.

7.3 Configuration and Restricted Apps

Focal leverages the Family Controls API, blocking all non-essential content categories. Focal does not block, restrict, or interfere with system-critical functions, including emergency calling (911), the native Phone application, system-level Messages, Settings, or any other feature required for life-safety or device-management purposes. Such functions remain fully available to Users at all times, including during active sessions.

7.4 Data Processing Agreement

Where required by applicable law, Subscriber and Focal will execute a Data Processing Agreement ("DPA") that governs Focal's processing of Member data on the Subscriber's behalf, as further described in the Privacy Policy.

7.5 Indemnification of Focal

The Subscriber agrees to indemnify, defend, and hold harmless Focal against any claim brought by a Member, third party, or governmental authority arising out of the Subscriber's use, configuration, or administration of the Services in violation of these Terms or applicable law.

8. Hardware Devices

8.1 Title and Risk of Loss

Title to all NFC Hardware Devices remains with Focal. The Subscriber assumes risk of loss or damage upon delivery of the Devices to the Subscriber.

8.2 Permitted Use

NFC Devices may be used solely for the purpose of initiating and deactivating Focal sessions in accordance with these Terms.

8.3 Replacement

Focal will replace defective Devices under warranty (Section 14) at no charge to the Subscriber. Devices that are damaged due to misuse, neglect, or vandalism may be replaced at the Subscriber's expense.

8.4 Return

Upon termination of the Subscriber's subscription, the Subscriber shall return all Devices to Focal within thirty (30) days, in good working condition, normal wear and tear excepted. Devices not returned may be billed at the then-current replacement cost.

8.5 No Personal Liability for Members

Users are not personally liable to Focal or to the Subscriber for damage to or loss of NFC Devices arising from ordinary use, accidental damage, or normal wear and tear. Member personal liability is limited to damage caused by intentional misconduct, gross negligence, or theft, and any such liability shall be governed by the Subscriber's internal policies and applicable law.

9. Subscription, Fees, and Billing

9.1 Fees

Subscriber fees are set forth in the MSA between the Subscriber and Focal and are payable in U.S. dollars. Fees are exclusive of applicable taxes, which are the Subscriber's responsibility.

9.2 Payment

Subscriber fees are billed in advance in accordance with the MSA. Payments are processed through a PCI-compliant third-party payment processor; Focal does not store full credit card numbers.

9.3 Late Payment

Late payments may accrue interest at the lesser of 1.5% per month or the maximum amount permitted by law. If fees remain unpaid for more than thirty (30) days, Focal will provide written notice and a ten (10)-day cure period before suspending Services. Focal reserves the right to limit administrative functionality during the cure period while maintaining active session enforcement.

9.4 No Refunds

Except where required by law or expressly provided in the MSA, all fees are non-refundable.

9.5 Free or Trial Use

If Focal offers a free trial or evaluation period, the trial will automatically convert to a paid subscription at the end of the trial unless the Subscriber cancels prior to the end of the trial through the cancellation method made available by Focal (which shall be at least as accessible as the method used to enroll).

9.6 No Fees for Members

Users are not charged any fees for use of the App or Services.

9.7 Price Changes on Renewal

Focal may modify pricing applicable to renewal terms with at least thirty (30) days' written notice to the Subscriber prior to the renewal date. Pricing for an in-progress subscription term will not change during that term.

10. Support and Service Levels

10.1 Support Channels

General support inquiries may be sent to focalcontact11@gmail.com. Subscriber-specific support, including any service-level commitments and escalation procedures, is governed by the MSA between the Subscriber and Focal.

10.2 Support Hours

Standard support is available Monday through Friday, 9:00 a.m. to 5:00 p.m. Eastern Time, excluding U.S. federal holidays. Critical issues affecting active deployments may be escalated through the Subscriber's MSA contact.

10.3 Maintenance Windows

Focal may schedule maintenance windows for system upgrades, security patches, and infrastructure changes. Where reasonably practicable, scheduled maintenance will occur outside of typical U.S. business hours, and Focal will provide advance notice through the Dashboard or by email to the Subscriber's account contact.

10.4 Service Status

Information about service incidents, outages, and resolution timelines will be communicated to affected Subscribers through the Dashboard or by email to the Subscriber's account contact.

11. Intellectual Property

11.1 Ownership

Focal owns all right, title, and interest in and to the Services, including the App, Device firmware, Dashboard, websites, software, designs, trademarks, logos, documentation, and all derivative works thereof. These Terms grant only a limited license, not a transfer, of rights.

11.2 Trademarks

"Focal," the Focal logo, and any other Focal trademarks may not be used without Focal's prior written consent.

11.3 Reservation of Rights

All rights not expressly granted in these Terms are reserved by Focal.

12. Member Feedback and Suggestions

If you provide Focal with any feedback, suggestions, or ideas regarding the Services ("Feedback"), you grant Focal a worldwide, royalty-free, perpetual, irrevocable, sublicensable license to use, reproduce, modify, and otherwise exploit such Feedback for any purpose, without compensation to you. Focal is not obligated to implement any Feedback.

13. Third-Party Services and App Stores

13.1 App Store Distribution

The App is distributed through the Apple App Store and Google Play Store. Your use of the App is subject to the additional terms of that platform. In the event of a conflict between these Terms and the App Store Terms, the App Store Terms control with respect to platform-specific obligations.

13.2 Apple-Specific Terms

If you obtain the App through the Apple App Store:

13.3 Google-Specific Terms

If you obtain the App through the Google Play Store:

13.4 Third-Party Vendors

Focal uses third-party service providers (e.g., AWS, Stripe, error-reporting services) as further described in the Privacy Policy. Focal is not responsible for the practices or content of any third-party service.

14. Disclaimers and Warranty

14.1 As-Is Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN A SUBSCRIBER'S MSA, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ACCURACY OF DATA. FOCAL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

14.2 Hardware Limited Warranty

Focal warrants the NFC Devices against defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery to the Subscriber. Focal's sole obligation under this warranty is to repair or replace the defective Device.

14.3 No Warranty Regarding Member Productivity

Focal makes no representation, warranty, or guarantee regarding any specific increase in Member productivity or any business outcome resulting from the use of the Services.

15. Limitation of Liability

15.1 Cap on Damages — Subscriber Claims

FOR ANY CLAIM BROUGHT BY A SUBSCRIBER ARISING OUT OF OR RELATING TO THESE TERMS, THE MSA, OR THE SERVICES, FOCAL'S TOTAL CUMULATIVE LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY THE SUBSCRIBER TO FOCAL UNDER THE APPLICABLE MSA IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. THE MSA CONTROLS WITH RESPECT TO SUBSCRIBER DISPUTES.

15.2 Cap on Damages — Member Claims

FOR ANY CLAIM BROUGHT BY A MEMBER ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, FOCAL'S TOTAL CUMULATIVE LIABILITY SHALL NOT EXCEED THE GREATER OF FIVE HUNDRED U.S. DOLLARS ($500) OR THE MINIMUM AMOUNT REQUIRED BY APPLICABLE LAW TO RENDER THIS PROVISION ENFORCEABLE, EXCEPT AS SET FORTH IN SECTION 15.4 BELOW.

15.3 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FOCAL SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.4 Exceptions to the Liability Caps

The limitations in Sections 15.1, 15.2, and 15.3 do not apply to:

15.5 Basis of the Bargain

The parties agree that the limitations of liability set forth in this Section are an essential element of the basis of the bargain, without which Focal would not provide the Services at the rates offered.

16. Indemnification

16.1 Member Indemnification (Limited)

As a Member, you agree to indemnify, defend, and hold harmless Focal, its affiliates, officers, directors, employees, contractors, and agents from any third-party claim, demand, loss, damage, cost, or expense (including reasonable attorneys' fees) arising directly from your:

This indemnification does not extend to ordinary use of the Services in accordance with the Subscriber's deployment and does not apply to claims caused by Focal's breach of these Terms, Focal's negligence, or product defects.

16.2 Subscriber Indemnification

The Subscriber's indemnification of Focal is set forth in Section 7.5 (Indemnification of Focal) and any applicable provisions of the MSA.

17. Termination

17.1 Termination by Member or Subscriber

17.2 Termination by Focal

Focal may suspend or terminate your access to the Services if (a) you materially violate these Terms or applicable law and fail to cure such violation within ten (10) days following written notice from Focal, or (b) Focal reasonably determines that continuation of the Services creates imminent legal, security, or safety risk, in which case suspension or termination may occur immediately and without notice.

17.3 Effect of Termination

Upon termination:

17.4 Data After Termination

Data retention and deletion following termination are governed by Section 4.5 of these Terms and Section 9 of the Privacy Policy.

18. Dispute Resolution

18.1 Informal Resolution

Before initiating any formal dispute, you agree to first contact Focal at focalcontact11@gmail.com and provide a written description of the issue. The parties shall attempt in good faith to resolve the dispute within thirty (30) days.

18.2 Arbitration — Subscriber Disputes

For disputes between a Subscriber and Focal, any controversy or claim arising out of or relating to these Terms, the MSA, or the Services shall be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall take place in Wilmington, Delaware, or by videoconference if the parties agree. Judgment on the award may be entered in any court of competent jurisdiction.

18.3 Arbitration — Member Disputes

For disputes between a Member and Focal, any controversy or claim arising out of or relating to these Terms or the Services shall be settled by binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules. Arbitration shall be conducted by videoconference unless the arbitrator determines that an in-person hearing is necessary; in that case, the hearing shall take place in a forum reasonably convenient to the Member.

18.4 Fees and Costs

Focal will pay all arbitration filing and administrative fees beyond the amount the Member would pay to file a claim in small-claims court in the Member's jurisdiction, unless the arbitrator determines the claim is frivolous. Each party shall otherwise bear its own attorneys' fees and costs, except as required by applicable law.

18.5 Class Action Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PARTIES 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.

18.6 Exceptions to Arbitration

Notwithstanding Sections 18.2 and 18.3, the following are not subject to mandatory arbitration:

18.7 Opt-Out

You may opt out of the arbitration provision by sending a written opt-out notice to focalcontact11@gmail.com within thirty (30) days of first accepting these Terms. The notice must include your name and a clear statement of intent to opt out. The availability of this opt-out is also disclosed to Users during the in-app Enrollment Screen, with instructions for submitting an opt-out notice that are at least as accessible as the enrollment method.

19. California Residents

California residents have the right to make complaints regarding the Services to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail or telephone.

California residents are also protected under the California Consumer Privacy Act ("CCPA"), as amended by the California Privacy Rights Act ("CPRA"), which provides rights to know, delete, correct, and opt out of the sale or sharing of personal information. Focal does not sell or share personal information as those terms are defined under the CCPA/CPRA, and does not collect sensitive personal information as defined under the CPRA. California residents retain the right to seek public injunctive relief as set forth in Section 18.6. Additional California-specific disclosures and instructions for exercising privacy rights appear in Section 14 of the Privacy Policy.

20. Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-law principles. Subject to Section 18, any disputes shall be subject to the exclusive jurisdiction of the state and federal courts located in Delaware, except where applicable law confers jurisdiction on another forum.

21. Changes to These Terms

21.1 Right to Modify

Focal reserves the right to modify these Terms at any time. Minor clarifications, typographical fixes, and changes that do not adversely affect Users in a substantive way may be made without separate notification.

21.2 Material Changes

A "Material Change" means any modification that adversely affects Member or Subscriber rights or obligations in a substantive way, including but not limited to changes to fees, dispute resolution, governing law, the limitation of liability, or the categories of data Focal processes.

For Material Changes, Focal will provide at least thirty (30) days' advance notice prior to the effective date through the following channels:

21.3 No Retroactive Application

Material Changes will not apply retroactively to disputes arising before the effective date of the change. Urgent changes required by law, security, or fraud prevention may take effect with shorter notice when reasonably necessary.

21.4 Acceptance

The "Last Updated" date at the top of these Terms indicates when the most recent changes were made. Your continued use of the Services following the effective date of any changes constitutes your acceptance of the updated Terms. If you do not agree to a Material Change, your remedy is to cease use of the Services and uninstall the App as set forth in Section 17.1.

22. Miscellaneous

22.1 Entire Agreement

These Terms, together with the Privacy Policy and any applicable MSA or DPA, constitute the entire agreement between you and Focal regarding the Services, and supersede all prior or contemporaneous agreements, communications, and proposals on the subject matter.

22.2 Severability

If any provision of these Terms is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect, and the invalid provision shall be reformed to the minimum extent necessary to make it valid and enforceable.

22.3 No Waiver

Failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other.

22.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without Focal's prior written consent. Focal may assign these Terms without restriction. Any attempted assignment in violation of this Section is void.

22.5 Force Majeure

Focal shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including acts of God, war, terrorism, civil unrest, internet or telecommunications failures, governmental action, or natural disasters.

22.6 Notices

Notices to Focal must be sent to the addresses listed in Section 23. Notices to Users and Subscribers may be sent through the App, the Dashboard, or to the email address on file.

22.7 No Agency

Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and Focal.

22.8 Headings

Section headings are for convenience only and have no substantive effect.

23. Contact Us

If you have questions, concerns, or requests related to these Terms, please contact us through the appropriate channel below. We will respond to all inquiries within thirty (30) business days.

Focal Technologies, Inc.
A Delaware Corporation
Mailing Address: 395 Probasco, Cincinnati, OH 45220
General inquiries: focalcontact11@gmail.com

© 2026 Focal Technologies, Inc. All rights reserved.