Memrico® Lifetime Plan Agreement

Effective date: the date you complete your Lifetime Plan purchase ("Purchase Date"). Version: Draft v0.1, 2026-08-17.

This Lifetime Plan Agreement (the "Agreement") is between Memrico, Inc. ("Memrico," "we," "us") and you, the person who purchases a Memrico Lifetime Plan. By completing a Lifetime Plan purchase, you accept this Agreement. This Agreement supplements the Memrico Terms of Service and Privacy Policy; if this Agreement conflicts with the Terms of Service regarding the Lifetime Plan, this Agreement controls.

1. Definitions

• "Service" — the Memrico photo and memory sharing service operated by Memrico, Inc., including its applications and websites.
• "Lifetime Plan" — the one-time-purchase storage plan described in Section 3, at the tier you purchase.
• "Storage Allowance" — the storage capacity of your purchased tier.
• "Beta Period" — the Memrico beta program ending on [BETA END DATE].
• "Purchase Window" — the 30-day period beginning at the end of the Beta Period and ending on [WINDOW CLOSE DATE].
• "Account" — the Memrico account under which you purchase the Lifetime Plan.

2. Eligibility

The Lifetime Plan is available only if all of the following are true:

• a. Your Account was created during the Beta Period (on or before [BETA END DATE]);
• b. Your Account is in good standing (not suspended or terminated);
• c. You are a resident of the United States and at least 18 years old;
• d. Your Account holds no other Lifetime Plan.

One Lifetime Plan may be purchased per Account, one time. The offer expires at the end of the Purchase Window and will not be extended or repeated.

3. The Lifetime Plan

3.1 Tiers and fees. The Lifetime Plan is available at the following tiers for the following one-time fees:

Fees are in U.S. dollars and exclude applicable taxes (Section 6). You may purchase any tier whose Storage Allowance equals or exceeds your Account's storage usage at the time of purchase.

3.2 What is included. The Lifetime Plan includes the full feature set of the Service as made generally available to paid subscribers at an equivalent storage tier, as those features may evolve over time. The Lifetime Plan is not a feature-limited product.

3.3 Our core commitments. For as long as this Agreement is in effect:

• a. No further charges. We will never charge you again for your Lifetime Plan;
• b. Protected allowance. We will never reduce your Storage Allowance;
• c. No inactivity forfeiture. We will never suspend, downgrade, or terminate your Lifetime Plan for inactivity, however long;
• d. Feature parity. We will not remove your access to the Service's generally available features while operating the Service, except as the Service itself changes for all users (Section 11).

4. Term

This Agreement takes effect on the Purchase Date and continues for the operating life of the Service (see Section 12 for discontinuation), unless it ends earlier under Section 7 (refund) or Section 10 (termination for cause). "Lifetime" refers to the lifetime of the Service, not the lifetime of any person.

5. Purchase Window

No plan — Lifetime or subscription — is offered for purchase before the Purchase Window opens; the Service is free of charge during the Beta Period. From the first day of the Purchase Window, Memrico's standard subscription plans are available alongside the Lifetime Plan, and they remain available after the Purchase Window closes.

6. Payment and taxes

The one-time fee is payable in full at checkout by an accepted payment method, processed by our third-party payment processor. We do not receive or store your full card number. Applicable sales or use taxes are calculated and added at checkout based on your billing address.

7. Refund — 14-day money-back guarantee

You may cancel your Lifetime Plan purchase for any reason within 14 days of the Purchase Date by contacting support, and we will refund the full amount paid, including tax. Upon refund, this Agreement ends, your Lifetime Plan is removed from your Account, and — because the Purchase Window and one-purchase limit still apply — a refunded purchase may be repeated only within the Purchase Window. After 14 days, the purchase is final, except where a refund is required by applicable law. [COUNSEL: confirm the 14-day construct against applicable state consumer-protection law.]

8. Storage in excess of your allowance

8.1 No deletion. We will never delete your content because your usage exceeds your Storage Allowance.

8.2 Overage. The Lifetime Plan is a once-only purchase and cannot be upgraded to a higher Lifetime tier. If your usage grows beyond your Storage Allowance, you may (a) reduce your usage, or (b) add a standard recurring subscription, in which case your total available storage is the sum of your Storage Allowance and the subscription tier's allowance. Cancelling such a subscription never affects your Lifetime Plan or its Storage Allowance. If your usage exceeds your total available storage, we may notify you and limit new uploads until usage fits within your available storage; existing content remains stored and accessible.

9. Your content; privacy

You retain all rights to the content you store in the Service. Your content and personal data are governed by the Privacy Policy and your own privacy choices (including face-recognition consent), none of which are affected by your plan or by this Agreement.

10. Acceptable use; suspension and termination for cause

10.1 Acceptable use. The Lifetime Plan is for storing and sharing personal photos, videos, and memories with people you choose. You may not (a) resell, rent, or share access to your storage; (b) share Account credentials; or (c) use the Lifetime Plan for bulk storage of content unrelated to personal memories.

10.2 Process. If we believe you have materially breached this Agreement or the Terms of Service, we will notify you and, except where the breach is unlawful or causes harm to others, give you 14 days to cure. If the breach is not cured, we may suspend and then terminate your Lifetime Plan. [COUNSEL: refund treatment on termination for cause — options: no refund; pro-rata by a formula; refund of fee less usage. Unresolved.]

11. Changes to the Service and to this Agreement

The Service will evolve: features may be added, changed, or retired for all users. No change will reduce your Storage Allowance, impose recurring charges for your Lifetime Plan, or remove the commitments in Section 3.3. We may amend this Agreement only (a) with your consent, or (b) to the extent the amendment does not materially reduce your rights under it, with at least 30 days' notice. Any other amendment is ineffective as to a Lifetime Plan already purchased.

12. Service discontinuation

If Memrico decides to permanently discontinue the Service, we will give you at least 90 days' written notice and provide tools to export all of your photos, videos, and data before the Service closes. [COUNSEL: whether any refund obligation attaches on discontinuation, and whether the notice/export commitment should be styled as an exclusive remedy.]

13. Transfer

13.1 One-time transfer. You may transfer your Lifetime Plan — together with the Account and its content, or to a new account designated by the recipient — to another person once, for any reason, including by gift or upon death or incapacity (in which case your legal representative may initiate the transfer). Transfers are arranged through Memrico support to verify both parties. The recipient must meet the age requirement, must accept this Agreement, and takes the plan subject to it; the transferred plan may not be transferred again.

13.2 No resale. Public advertising, auction, or sale of a Lifetime Plan is prohibited and is grounds for termination under Section 10. Except as provided in Section 13.1, you may not assign this Agreement; we may assign it to a successor of the Service that assumes its obligations.

14. Disclaimers; limitation of liability

[COUNSEL: standard warranty disclaimer and limitation-of-liability language to be supplied — working intent: Service provided "as is" except for the express commitments in this Agreement; aggregate liability capped at the amount you paid for the Lifetime Plan; no exclusion of liability that cannot lawfully be excluded.]

15. Governing law; disputes

This Agreement is governed by the laws of [STATE — COUNSEL: align with Memrico, Inc.'s incorporation and ToS]. [COUNSEL: dispute-resolution clause — arbitration vs. courts, class-action waiver, small-claims carve-out — should mirror the Terms of Service.]

16. General

If any provision of this Agreement is held unenforceable, the remainder stays in effect. This Agreement, together with the Terms of Service and Privacy Policy, is the entire agreement regarding the Lifetime Plan. Our failure to enforce a provision is not a waiver. Notices to you will be sent to your Account's contact methods; notices to us go to support@memrico.com.

Memrico® is a registered trademark of Memrico, Inc.