Table of Contents

1. The Parties

These Terms of Service (the “Terms” or “Terms of Service”) are an agreement (the “Agreement”) between you (“Member,” “User,” “you,” or “your”) and iazo, Inc. (“iazo,” “Iazo,” “we,” “us,” or “our”), collectively the “Parties” and individually a “Party.” This Agreement governs your access to and use of the iazo website, apps, software, and APIs (“iazo,” “Iazo,” “Platform,” or “Service”). By accessing or using iazo, when registered or not registered, you are agreeing to this Terms of Service, our Privacy Policy, Buyers Policy, Sellers Policy, Content License, Content Policy, Copyright Policy, Trademark Policy, Community Policy, all of our Policies and Guidelines, and hereby agree to be legally bound by them.

The Privacy Policy, Buyers Policy, Sellers Policy, Content License, Content Policy, Copyright Policy, Trademark Policy, and Community Policy are all ancillary agreements of this Terms of Service and are annexed hereto.

Any capitalized terms that are not defined in this Terms of Service have the meaning as defined in the Privacy Policy, Buyers Policy, Sellers Policy, Content License, Content Policy, Copyright Policy, Trademark Policy, and Community Policy as applicable.

The term “iazo Entities” means iazo, Inc., and any and all subsidiaries, affiliates, related companies, partners, and the officers, directors, employees, contractors, agents, and representatives of each of them.

The terms “Member,” “Members,” “User,” and “Users,” may refer to you individually and/or all Members of iazo collectively, depending upon usage and context.

Please read this Terms of Service carefully before choosing to use iazo. If you have any questions pertaining to this Terms of Service, please ask us by contacting Terms@iazo.com.

2. Our Mission

Our mission is to create a place where people can come together to buy, sell, and share the digital content that they love. We want to provide content creators, artists, and publishers with the tools they need to be successful and earn a living from their works. Most importantly, we want to foster the spirit of creativity and discovery that makes life worth living. It is our mission to achieve this ambitious goal, passionately, responsibly, and with great integrity!

3. Using iazo

a. Who Can Use It

In order to use iazo you must be legally capable of forming a binding contract with iazo, Inc., and you must be in full compliance with these Terms of Service, all of our Policies and Guidelines, and all applicable laws. If you’re under the age of thirteen (13), you may not use and/or access iazo under any circumstances. You represent and warrant that you are at least the age of majority in the jurisdiction where you live. If you are under the age of majority your parent or legal guardian must consent to this Agreement, confirm that they accept this Agreement on your behalf, and assume full responsibility for your use of the Platform.

b. Registration

When registering an account on iazo you will be asked to provide certain required information (the “Required Account Information”), including but not limited to, your full name, username, and email address. You agree to provide us with complete and accurate information at all times when registering, whether registering directly or via the Facebook, Google, or TikTok social logins (collectively, the “Social Logins”).

After activating your account you will have the opportunity to provide optional information in your account and user profile (the “Optional Account Information”), including but not limited to, a profile photo, cover photo, location, and other personal information. You may return to your account and user profile at any time to directly manage the Optional Account Information.

To protect your privacy, we will never reveal your full name anywhere on the front-end of the Platform and will only display your username. All information that you provide to us during the registration process is treated in accordance with our Privacy Policy.

c. Privacy Policy

All of our privacy practices are specified in our Privacy Policy. By accessing or using iazo, you are agreeing to and accepting our Privacy Policy, whether or not you are a registered Member.

d. Software Downloads

Using iazo may require the downloading of software to your computer, tablet, phone, or other device (“Software Downloads”). By using iazo, you are agreeing and consenting to the Software Downloads, and shall permit us to update the Software Downloads at our sole discretion, timing, and without notice. These Terms apply to all Software Downloads and any updates thereof.

e. Changes to iazo

We are constantly making improvements to iazo both large and small to improve your experience. This includes but is not limited to introducing new features, new functions, editing content, adjusting presentation, and the correcting of bugs. We have the right to make any changes to iazo at our sole discretion and without notice to you.

f. Commercial Use of iazo

In order to register an account, access, and use iazo on behalf of a business, organization, or other entity (a “Commercial Entity”), you must have the authority and permission to represent and enter into a legally binding agreement on behalf of that Commercial Entity. By accessing and using iazo on behalf of a Commercial Entity, you are legally binding that entity to the Terms of this Agreement, and therefore these Terms shall apply equally to both yourself and the Commercial Entity.

g. Data Gathering and Extraction

Operators of data gathering and extraction services and tools, including but not limited to, search engines, web crawlers, bots, scrapers, data miners, bulk downloaders, and wget utilities, may access the Platform subject to the following additional rules and conditions: (i) you must use a descriptive user agent header; (ii) you must obey the robots.txt file at all times; (iii) your access of the Platform must not adversely affect any aspect of the Platform’s functionality; and (iv) you must clearly identify your contact information, either in your user agent string, or on your website if applicable.

h. Deleting Your Account

You have the freedom and ability to delete your iazo account at any time (an “Account Deletion” or “Account Cancellation”). Please be advised that if you delete your account it is a permanent action and cannot be reversed. There will be absolutely no way to recover your account or any of the data within it once you have taken this action. Therefore, please take great care and consideration before deleting your account. If you have any doubts whatsoever about deleting your account, please disable your account instead from the Account Status settings.

An Account Deletion will permanently remove the following data associated with your iazo account, including but not limited to: (i) Public Information; (ii) Private Information; (iii) Posts; (iv) Comments; and (v) Member Content. Any Seller Data associated with your iazo account shall survive Account Deletion and be maintained indefinitely for accounting and legal purposes.

i. Disabling Your Account

You can conveniently and easily disable your iazo account (a “Disabled Account”) at any time from the Account Status settings. This is a very useful feature if you are temporarily leaving iazo, or as an alternative to an Account Deletion. Disabling your account is completely reversible and will not affect any of your existing Member Content. While your account is disabled all of its internal pages (ex. Store, Profile, Activity) will be completely inaccessible to other Members. However, all of your Posts, Comments, and Member Content that appear across iazo will remain visible to everyone.

j. Account Suspension

We may suspend your iazo account and your right to access and/or use iazo at any time and at our sole discretion (an “Account Suspension”). In the event of an Account Suspension we will provide you with notice (a “Notice of Account Suspension” or “Account Suspension Notice”). The Notice of Account Suspension may be provided before or after the Account Suspension depending upon the circumstances. We make no representations or warranties, express or implied, to remove an Account Suspension within a specific timeframe. Account Suspensions are handled on a case-by-case basis and may be removed or maintained indefinitely, at our sole discretion.

An Account Suspension may occur for reasons including but not limited to the following: (i) you violate, breach, or infringe, in whole or in part, any terms and/or policies of our Terms of Service, the Privacy Policy, Buyers Policy, Sellers Policy, Content License, Content Policy, Copyright Policy, Trademark Policy, Community Policy, and/or any of our Policies and Guidelines; (ii) you violate, breach, or infringe, in whole or in part, any law or regulation; (iii) you endanger the safety or well-being of an iazo Member(s) or any other person(s); and (iv) we are compelled or required by a court or tribunal of competent jurisdiction.

4. Member Content

a. Definition of Member Content

The iazo Platform provides a robust publishing system that enables you to create, author, and publish Posts (individually, a “Post” and collectively, “Posts”) in a wide variety of Content Types (the “Content Types”), including but not limited to: (i) article; (ii) audio; (iii) document; (iv) ebook; (v) gallery; (vi) graphic; (vii) photo; and (viii) video.

Each Post contains Featured Content and/or media respective to its Content Type (the “Featured Content”). The Featured Content may be published for sale on iazo via download (the “Download Access Type”) or stream/view (the “Stream/View Access Type”), or alternatively published free of charge (“Free Content”). In addition to the Featured Content a Post may contain additional content and/or media in its body section (the “Body Content”), generally for the purpose of helping to describe and/or sell the Featured Content. You can also create, author, and publish content in the form of Comments and Comment replies (individually, a “Comment” and collectively, “Comments”) on Posts and Activity pages.

All Posts, Featured Content, Body Content, Free Content, and Comments that are created, authored, published, and/or made available on iazo by the Members of iazo are Member Content (the “Member Content”).

b. No Transfer of Ownership

The Members understand and acknowledge that the purchase of a Content License on iazo does not grant the Buyer any ownership of the Licensed Content, nor does it grant any intellectual property rights to the Licensed Content, including but not limited to copyright and trademark. The Buyer further understands and acknowledges that the Seller of the Licensed Content retains all ownership and rights to the Licensed Content that they author, create, publish, make available, and/or sell on the Platform.

c. License for iazo to Use Member Content

By posting, publishing, and/or making available Member Content on iazo, you grant iazo Entities a non-exclusive, worldwide, royalty free, perpetual, irrevocable, fully paid, transferable, and sublicensable (through multiple tiers) license to use, copy, reproduce, modify, edit, adapt, process, create derivative works from, publish, perform, transfer, transmit, display, distribute, translate, communicate, store, save, archive, make available to the public, and otherwise use the Member Content in connection with the operation, facilitation, or use of iazo, or the promotion, advertising, or marketing of iazo or our business partners, in any and all media or distribution methods (now known or later developed). You acknowledge and agree that this license includes the right for iazo Entities to make the Member Content available to other companies, organizations, business partners, or individuals who collaborate with iazo, for the purposes of publication, distribution, syndication, broadcast, communication, and sale of the Member Content on iazo.

d. Your Management of Member Content

You have full managerial control over the publication and status of the Member Content within your iazo account. All Posts can have a published (visible to the public) or draft (visible only to you) status that can be set on an individual basis. You have full control to publish, revert to draft, edit, save changes, or delete your Posts at any time. Similarly, you have full control over your Comments that may appear either on Posts or Activity pages. Please be advised that our authority over Member Content and the retainment of Member Content (as set forth in the provisions below) shall supersede your management rights over the Member Content. Additionally, we may not be able to control the removal or display of Member Content from syndicated channels or other previously distributed methods outside of the Platform.

e. Authority over Member Content

We have complete authority and control over all Member Content as it pertains to its inclusion, integration, representation, and use on iazo. We have the right to refuse to publish, include, integrate, buy, sell, distribute, transmit, upload, download, stream, and/or deliver any Member Content. We have the right to delete, remove, relocate, rename, modify, change, edit, and/or audit any Member Content. We may exercise these rights at any time, without notice or limitation, and at our sole discretion. We are under no obligation or expectation to exercise these rights and may choose when and if they are appropriate.

As a general statement of principal, we do not wish to interfere with Member Content. However, we shall and will do so when we feel the Member Content violates these Terms of Service, any of our Policies and Guidelines, any law or regulation, or in any way endangers and/or threatens another Member(s) of iazo or any other person(s).

f. Retainment of Member Content

In the event of an Account Deletion, Disabled Account, Account Suspension, Termination, or if you remove any Member Content from iazo, we may retain your Member Content for a time period at our discretion for backup, archival, restoration, and audit purposes. When you delete your Member Content from iazo, that content will generally disappear from the Platform’s front-end and will no longer be visible to other Members of iazo. However, due to the possibility that your Member Content may be recommended (with a Kudo or another method), referenced, and/or linked to by other Members of iazo, it is possible that your Member Content will remain visible on iazo in some fashion after it has been deleted. We therefore retain the rights for ourselves and our Members to continue to use, copy, reproduce, modify, edit, adapt, create derivative works from, publish, perform, transfer, transmit, display, distribute, translate, communicate, and make available to the public, any Member Content that other Members of iazo have recommended (with a Kudo or another method), referenced, and/or linked to on iazo.

g. Disclosure of Member Content by Law

You acknowledge and agree that we may disclose, release, and provide your Member Content and related information if required by law or in good faith belief that such disclosure is reasonably necessary to: (i) comply with a legal process or applicable laws; (ii) comply with government requests; (iii) enforce these Terms of Service; (iv) respond to claims that any of your Member Content violates the rights of third parties; (v) detect, prevent, or otherwise address fraud; (vi) detect, prevent, or other address security or technical issues; or (vii) protect the rights, property, or personal safety of iazo Entities, Members, or the public.

h. Adapting Member Content for Transmission

You acknowledge and agree that we must adapt, modify, and create derivative works of your Member Content in order to transmit, distribute, and display it over computer networks, service providers, devices, and in various media.

i. Unauthorized Use of Member Content by Third Parties

In the event of any authorized use of your Member Content by third parties outside of iazo, or in violation of our Terms of Service, you provide us with permission and authority to act as your nonexclusive agent to take enforcement action against the third parties in the protection of your Member Content.

j. Your Responsibilities for Member Content

By posting Member Content on iazo, you represent and warrant that: (i) you are the owner of the Member Content, or that you have obtained all necessary licenses, permissions, and rights from the owner of the intellectual property to use the Member Content on iazo and grant us the rights to use the Member Content pursuant to this Agreement; (ii) the Member Content does not infringe upon the intellectual property rights or any rights of another person, business, or entity; (iii) the Member Content does not violate any applicable law or regulation; (iv) you accept the full responsibility and liability associated with the infringement of intellectual property rights, any rights of another person, business, or entity, and the violation of any applicable law or regulation; (v) the Member Content does not violate our Terms of Service or any of our Policies and Guidelines; and (vi) you have paid all necessary royalties, fees, and any other money owed to any person, business, or entity for the Member Content.

k. Acknowledgement of Protection by Law

You acknowledge and agree that the Member Content is fully protected by U.S. and international copyright, trademark, intellectual property, and other laws, and that these rights are valid and enforceable. You further acknowledge and agree that by violating or infringing upon any rights of iazo Entities and/or iazo Members, that you may be prosecuted to the maximum extent permitted under applicable law.

5. Advertising Content

a. Definition of Advertising Content

The iazo Platform may contain advertisements and/or promoted content (the “Advertising Content” or “Promoted Content”), which may be targeted using various methods and criteria, both general and specific, including but not limited to, pages, Topics, Member Content, Members, activity, queries, demographics, and other information on iazo. The Advertising Content may be presented through our own advertising services (the “iazo Advertising Services” or “Advertising Services”) or through third parties such as advertising networks (the “Advertising Networks”). It is our goal to always present you with highly relevant content and Member Content on iazo, whether or not that content is Advertising Content.

To learn more about our Advertising Services and how we personalize them for you please read our Privacy Policy.

b. Definition of Advertiser

Any Member, person, company, organization, or entity that places and/or publishes Advertising Content on iazo, whether using iazo Advertising Services or Advertising Networks, is an advertiser (individually, an “iazo Advertiser” or “Advertiser” and collectively, “Advertisers”). All Advertisers are required to fully comply with our Terms of Service, Privacy Policy, and all of our Policies and Guidelines.

c. Authority Over Advertising Content

We have complete authority and control over all Advertising Content as it pertains to its inclusion, integration, representation, and use on iazo. We reserve the right to change the type, form, method, location, targeting, and/or extent of Advertising Content that occurs on iazo, at any time, without notice, and at our discretion. All Advertising Content on iazo shall be clearly identified with terms including but not limited to: (i) ad; (ii) ad-supported; (iii) promoted; and (iv) boosted. You acknowledge and agree that iazo Entities, iazo Members, and third-party providers may place Advertising Content on the Platform. You further acknowledge and agree that by accessing and/or using iazo, whether or not registered, to be presented with Advertising Content on the Platform in accordance with our Terms of Service, Privacy Policy, and all of our Policies and Guidelines.

6. iazo Content and Materials

a. Definition of iazo Content and Materials

All intellectual property forming, constituting, comprising, incorporated, integrated, and inside of iazo are iazo Content and Materials (the “iazo Content and Materials”). The iazo Content and Materials include all intellectual property inside of and related to iazo without regard to the owner(s) of the intellectual property.

b. Definition of iazo Intellectual Property

All intellectual property owned by iazo, Inc. and/or any of its subsidiaries, in whole or in part, is iazo Intellectual Property (the “iazo Intellectual Property”). The iazo Intellectual Property includes but is not limited to the following: (i) the iazo Platform; (ii) all iazo apps; (iii) all iazo websites; (iv) all iazo software; (v) all iazo Trademarks; and (vi) all iazo Brand Artwork.

c. Definition of iazo Trademarks

All trademarks owned by iazo, Inc. and/or any of its subsidiaries, in whole or in part, whether registered or unregistered, are iazo Trademarks (the “iazo Trademarks”). The iazo Trademarks include but are not limited to the following: (i) iazo; and (ii) Your Digital Marketplace.

d. Definition of iazo Brand Artwork

All brand artwork owned by iazo, Inc. and/or any of its subsidiaries, in whole or in part, is iazo Brand Artwork (the “iazo Brand Artwork”). The iazo Brand Artwork includes but is not limited to the following: (i) the iazo logo; (ii) the iazo app icon; and (iii) the iazo background.

e. License to Access and Use iazo Content and Materials

iazo, Inc. grants you a limited, non-exclusive, worldwide, royalty-free, non-assignable, and revocable license to access and use the iazo Content and Materials as made available to you on the Platform in order to facilitate your use of the Platform, subject to the Terms and conditions of this Agreement.

f. License to Use and Republish iazo Brand Artwork

iazo, Inc. grants you a limited, non-exclusive, worldwide, royalty-free, non-assignable, and revocable license (the “iazo Brand Artwork License”) to use and republish the iazo Brand Artwork anywhere on the internet and/or in print pursuant to the iazo Brand Artwork License Use Conditions.

g. Use Conditions for iazo Brand Artwork License

Any use of the iazo Brand Artwork License must adhere to the following conditions of use (the “iazo Brand Artwork License Use Conditions”): (i) always use the iazo Brand Artwork to help market, promote, and gain exposure for iazo and your Member Content published and/or sold on iazo; (ii) always link the iazo Brand Artwork directly to your iazo account, Store page, and/or individual Post pages with a human and machine-followable link (an HTML anchor tag); (iii) always separately reference your iazo account, Store page, and or/individual Post pages in close proximity to the iazo Brand Artwork; (iv) always reference your iazo account when displaying the iazo Brand Artwork in a non-interactive and/or offline environment; (v) do not use the iazo Brand Artwork to market digital works, products, or services published and/or sold outside of iazo; (vi) do not implicitly or explicitly assert a direct affiliation, partnership, sponsorship, or endorsement with iazo and/or any iazo affiliates; (vii) do not modify the design, style, and/or colors of the iazo Brand Artwork; (viii) do not use iazo Brand Artwork provided and/or distributed by 3rd party sources; (ix) do not link the iazo Brand Artwork to any page(s) unrelated to iazo and/or any page(s) outside of iazo; (x) do not use the iazo wordmark (“iazo”) without displaying the iazo Brand Artwork in close proximity; (xi) do not use the iazo Brand Artwork on any websites, apps, print, and/or content containing pornography; and (xii) always ensure that your use of the iazo Brand Artwork fully conforms with our Terms of Service and all of our Policies and Guidelines.

h. Use Conditions for iazo Buttons, Links, and Widgets

We grant you permission to use our buttons, links, and widgets (the “iazo Buttons, Links, and Widgets”) provided that when using any iazo Buttons, Links, and Widgets: (i) that they link exclusive to iazo; (ii) you do not modify or edit any of the graphics, code, or any other component; (iii) you do not in any way suggest or imply that we endorse, sponsor, or recommend the website on which they appear; and (iv) you fully comply with our Terms of Service and all of our Policies and Guidelines.

i. Right to Terminate Licenses

We may terminate any of our licenses to Members at any time, without notice or limitation, and at our sole discretion. We are under no obligation or expectation to exercise these rights and may choose when and if they are appropriate. Except for the rights and licenses explicitly granted in this Agreement, we reserve all other rights and grant no other rights or licenses, express, implied, or otherwise.

j. Authority Over iazo Content and Materials

We have complete authority and control over all iazo Content and Materials as it pertains to its inclusion, integration, representation, and use on iazo. We have the right to refuse to publish, include, integrate, buy, sell, distribute, transmit, upload, download, stream, and/or deliver any iazo Content and Materials. We have the right to delete, remove, relocate, rename, modify, change, edit, and/or audit any iazo Content and Materials. We may exercise these rights at any time, without notice or limitation, and at our sole discretion. We are under no obligation or expectation to exercise these rights and may choose when and if they are appropriate.

As a general statement of principal, we do not wish to interfere with Member Content. However, we shall and will do so when we feel the Member Content violates these Terms of Service, any of our Policies and Guidelines, any law or regulation, or in any way endangers and/or threatens another Member(s) of iazo or any other person(s).

k. Collected Data About Use of iazo

All data that we collect about the use of iazo by you, other Members, and the public (the “iazo Use Data”) is the property of iazo, Inc.

The iazo Use Data includes but is not limited to the following: (i) pages visited; (ii) engagement and session times; (iii) search queries and history; (iv) purchase history; (v) sales history; (vi) withdrawal history; (vii) downloads history; (viii) access history; (ix) recommended Posts and Comments (“Kudos”); (x) bookmarks; (xi) followed Topics; (xii) followed Members; (xiii) Member activity (personal, mentions, following, and favorites); (xiv) actions on the Platform; (xv) dates and times of actions on the Platform; (xvi) login and logout dates and times; (xvii) IP addresses; (xviii) hostnames; (xix) user agents; (xx) web browser types; (xxi) operating systems; (xxii) screen sizes; (xxiii) desktop or mobile device models; (xxiv) unique device identifiers; (xxv) internet service providers; (xxvi) mobile carriers; (xxvii) physical locations; (xxviii) time zones (xxix) requested URLs; (xxx) referring URLs; and (xxxi) unique advertising or content identifiers.

l. Third-Party Content

The iazo Platform contains a wide variety of Third-Party Content in the form of embedded websites, links, and media. All embedded content, including but not limited to, websites, web pages, links, information, articles, media, photos, videos, audio, businesses, products, services, advertisements, special offers, events, and activities (the “Third-Party Content”) originates from sources outside of iazo, and is therefore not owned, controlled, or moderated by iazo Entities.

We do not endorse, verify, or assume any responsibility for Third-Party Content. We make no representations or warranties, express or implied, about the accuracy, completeness, or timelines of any Third-Party Content, without regard to who posted the Third-Party Content or where it originated from. When accessing, viewing, using, or interacting with Third-Party Content, you acknowledge and agree that you do so at your own risk. You further acknowledge and agree that iazo Entities has no liability whatsoever arising from or out of any Third-Party Content.

m. Acknowledgement of Protection by Law

You acknowledge and agree that the iazo Content and Materials are fully protected by U.S. and international copyright, trademark, intellectual property, and other laws, and that these rights are valid and enforceable. You further acknowledge and agree that by violating or infringing upon any rights of iazo Entities and/or iazo Members, that you may be prosecuted to the maximum extent permitted under applicable law.

7. Buyers

To help all Buyers on iazo we have created a separate Buyers Policy. Please refer to this policy for all of your buying activities.

8. Sellers

To help all Sellers on iazo we have created a separate Sellers Policy. Please refer to this policy for all of your selling activities.

9. General Services

a. Store

All Members of iazo have a store page (the “Store,” “Member Store,” or “Store Page”) to feature and sell their Member Content. The Store is where all of your published and draft Posts on iazo can be found and managed from. Please feel free to market and promote your Store Page to increase your sales and gain exposure for your works!

Before you Start Publishing we highly recommend reading the Sellers Policy. This policy fully explains how selling works on iazo, and most importantly how you can get paid! We also recommend reading the Content License to fully understand the licensing model and how it applies to the Member Content you publish.

b. Publishing

All Members of iazo have access to a powerful publishing tool (the “Publisher” or “Publishing Tool“) from which Posts can be easily created, published, and edited on iazo. The Publisher allows you to quickly and efficiently create Posts in any of our Content Types, including but not limited to, articles, audios, documents, ebooks, galleries, graphics, photos, and videos. Using the Publisher you can upload your Member Content, specify sales terms, add Topics, and a detailed description or summary of your Member Content.

To get started publishing select Publish from the top-right menu. Next, select your Content Type and then follow each step presented at the top of the page, including uploading media, specifying sales terms, and adding Topics. Fill in a title for your Post and then add a detailed description or summary of your Member Content in the section below. When finished, press the Publish button for your Member Content to be made public immediately, or press the Save button for your Member Content to be saved as a draft that only you can see.

To learn more about the Publisher and selling on iazo please read the Sellers Policy.

c. Profile

All Members of iazo have a profile page (the “Profile,” “Member Profile,” or “User Profile”). The Profile Page contains summary Public Information about who you are, your interests, and reasons for being on iazo. The Profile Page has four (4) sections: (i) View; (ii) Edit; (iii) Profile Photo; and (iv) Cover Photo.

The View section contains all of your Profile information and is the only section that is visible to other Members and the public. The Edit section allows you to manage all of the information presented in the View section. Please note that the Full Name field is only visible to you and is never revealed on your Profile or to other Members. The Profile Photo section allows you to manage your Profile photo by uploading a file, taking a photo, or deleting the current Profile photo. The Cover Photo section allows you to manage your cover photo by uploading a file or deleting the current cover photo.

d. Topics

The iazo Platform contains a vast amount of information and media on a wide variety of topics. In order to make that information accessible and easy to find, all Posts on iazo are organized into topics (individually, a “Topic” and collectively, “Topics”). When publishing on iazo you are required to enter relevant topics for your Posts. You can enter as many topics as you like to make it easier for your Post to be found.

Every Topic on iazo has its own independent page (a “Topic Page”) which can be individually followed and published to using the top-side buttons. Each Topic Page contains all of the Posts that share that Topic. At the top of each Topic Page is a topics slider (the “Topics Slider”) that contains all of the individual Topics for the Posts on that page. Each Topic in the Topics Slider can be individually viewed and followed. This unique organizational structure creates an infinite tree of related Topics, making it extremely easy to both find and discover new Member Content.

You can follow Topics at any time by pressing the Follow button at the top of any Topic Page, by pressing the Follow button for a topic in the Topics Slider, or by pressing the Follow button when hovering/tapping on a Topic in a Post’s Card. To manage all of your followed Topics in a central location simply navigate to the Topics page in your account.

e. Following and Followers

All Members on iazo can follow other Members, and be followed by other Members. Following Members enables you to keep track of their Posts, Comments, Kudos, and other activities from within your Feed and Activity Pages. When you follow Members on iazo it can be seen by all other Members, allowing them to discover and follow the same people.

You can follow Members at any time by pressing the Follow button within a Post’s Card, by pressing the Follow button at the top of any Member page, or by hovering/tapping on any Member profile photo or username and pressing the Follow button.

f. Kudos

All Members on iazo can recommend Posts by adding kudos (individually, a “Kudo” and collectively, “Kudos”). Giving Kudos to Posts helps to increase their visibility by promoting them in multiple locations throughout iazo. When you give Kudos it is seen by all the Members following you, helping those Members to discover what you have and then give Kudos of their own. In addition to giving Kudos on Posts, you can also give Kudos to individual Post Comments.

You can give Kudos at any time by pressing the Kudos button within a Post’s Card, or within the Card located at the top of individual Post pages. To give Kudos to a Post Comment press the Kudos button in the specific Comment. Please note that you can only give one (1) Kudo to each Post or Comment respectively, and once applied you cannot remove the Kudo.

g. Feed

As a Member of iazo you have access to a custom feed page (the “Feed,” “iazo Feed,” or “Feed Page”). The Feed is where you go to explore Posts and discover Members that matter most to you. Your Feed displays Posts from the Topics that you follow and also Posts that are published and given Kudos by the Members you follow. This is your place on iazo to customize and make your own.

At the top of your Feed Page are buttons to modify your followed Topics and followed Members. Just below this are your total number of followed Topics and followed Members. The filters on the page provide special options to filter by Followed Topics, Posts by Followed Members, and Kudos by Followed Members. In addition to the Feed Page there is also an iazo Feed email that you can optionally receive.

h. Bookmarks

As a Member of iazo you have access to a custom bookmarks page (the “Bookmarks” or “Bookmarks Page”). From the Bookmarks Page you can conveniently view all of your bookmarked Posts, and manage each Post by using the Bookmarks button within each Post’s Card. When you bookmark a Post it is saved to your Bookmarks Page and is only visible to you. This is your private area to save interesting Posts and return to view them at any time. Bookmark a Post at any time by pressing the Bookmarks button within a post’s Card, or within the Card located at the top of individual Post pages.

i. Activity

As a Member of iazo you have access to an activity page (the “Activity” or “Activity Page”). The Activity Page collates Public Information about your activity on iazo as well as the activity of other Members (the “Member Activity”). The Activity Page is organized into four (4) sections: (i) Personal; (ii) Mentions; (iii) Following; and (iv) Favorites. These sections include a variety of activity information, including but not limited to the following: (i) joining iazo; (ii) following a Member; (iii) being followed by a Member; (iv) publishing a Post; (v) commenting on a Post; and (vi) commenting on an Activity Page. By registering an account on iazo you acknowledge and agree to the collation and presentation of Member Activity on iazo, from and to all Members of iazo and the public.

j. Public Messages (Mentions)

As a Member of iazo you have the ability to send a public message (a “Public Message“ or “Mention“) to other Members using your Activity Page that can be seen by all Members of iazo and the public. The Public Messages you send appear in the Personal section of your Activity Page. The Public Messages you receive appear in the Mentions section of your Activity Page. To send a Public Message go to your Activity Page and type @username (selecting a Member) into the field at the top of the page. After selecting a Member simply write your message following the @username, and then press the Comment button to submit the Public Message. You can also send a Public Message by pressing the Public Message button at the top of any Member page. To reply to a Public Message press the Comment button in the individual Public Message. By registering an account on iazo you acknowledge and agree to receiving Public Messages from any iazo Members. The content of all Public Messages is subject to these Terms and Conditions, and all of our Policies and Guidelines.

k. Private Messages

As a Member of iazo you have access to a messages page (the “Messages” or “Messages Page“). The Messages Page allows any Member to send a message to any other Member(s) on iazo (a “Private Message”). Private Messages can be sent to an individual Member or multiple Members simultaneously. The Messages Page is organized into four (4) sections: (i) Compose; (ii) Inbox; (iii) Sent; and (iv) Spotlights. Each Private Message can be individually viewed and replied to, marked as read or unread, added to Spotlights, or deleted. In addition to the Messages Page, a Private Message can also be sent by pressing the Private Message button at the top of any Member page. By registering an account on iazo you acknowledge and agree to receiving Private Messages from any iazo Members. The content of all Private Messages is subject to these Terms and Conditions, and all of our Policies and Guidelines.

l. Notifications

As a Member of iazo you have access to a notifications page (the “Notifications” or “Notifications Page“). The Notifications Page collates Public Information that directly relates to your iazo account, including but not limited to the following: (i) a Member is now following you; (ii) a Member commented on your Post or Activity; (iii) a Member sent you a Private Message; (iv) a Member sent you a Public Message; and (v) a Member replied to your comment. The Notifications Page is divided into two sections: (i) Unread; and (ii) Read. All notifications can be separately clicked on to view the related information. Notifications are automatically marked as Read after clicking on them, but can also be manually marked as Read or Unread.

m. iazo Emails

As a Member of iazo you may receive emails from iazo (the “iazo Emails”) sent to the email address on record in your iazo account (the “Member Email Address”). You may change your Member Email Address at any time within the Password and Email section of your Account Settings. The majority of the iazo Emails are optional and can be controlled by changing the settings in the Email Notifications section of your Account Settings. By registering an account on iazo you acknowledge and agree to iazo sending emails to your Member Email Address.

n. Account Settings

All iazo Members have access to comprehensive and user-friendly account settings (the “Account Settings“). The Account Settings allow you to manage all of the fundamental aspects of your iazo account, including but not limited to the following: (i) password; (ii) email address; (iii) username; (iv) purchase currency; (v) email notifications; (vi) external accounts; (vii) account status; and (viii) delete account. Access your Account Settings at any time by navigating to Account > Settings from the top-right menu, or by selecting Settings in the Member menu on any of your account pages.

o. Services that Require a Separate Agreement

The iazo Platform may contain specific services, features, or additional offers (existing now or in the future), that will require you to enter into a separate and supplemental written agreement with us prior to use.

10. Reporting Violations

a. Copyright and Trademark Policies

We believe in protecting the intellectual property rights of all people, and this extends far beyond the Members of iazo. We therefore monitor iazo for infringement of intellectual property rights, including but not limited to, copyright and trademark rights, and when appropriate will take corrective action(s) to protect the intellectual property rights of iazo Members and others. In such instances and at our sole discretion, we may remove infringing Member Content from the Platform, in whole or in part, and/or in extreme cases may suspend or delete the accounts of infringing Members.

To fully define our intellectual property policies, we have implemented a separate Copyright Policy and Trademark Policy. If you are the owner of intellectual property and believe that your rights are being infringed upon, please read these policies, and when appropriate report any cases of infringement to us.

To report copyright concerns please contact:
Copyright@iazo.com

To report trademark concerns please contact:
Trademark@iazo.com

b. Inappropriate Content Flags

The iazo Platform is extensive, and in order to effectively monitor and moderate it, we need your help to report any instances of inappropriate Member Content (the “Inappropriate Content”). We have therefore made it possible for all Members to report any Post or Comment to us by flagging it as inappropriate (a “Flag,” “Inappropriate Content Flag,” or “Flagged Content”).

You can quickly and conveniently Flag any Inappropriate Content, including but not limited to: (i) inappropriate/offensive content; (ii) pornographic content; (iii) advertising content; (iv) illegal content; (v) trolling activity; (vi) spam or solicitation; (vii) copyright infringement; and (viii) trademark infringement. We kindly ask that if you see such activity occurring on iazo that you report it to us with a Flag. All submitted Flags are carefully reviewed, and if a Post or Comment receives beyond a certain number of Flags, it will be automatically removed from the Platform until we have had a chance to officially review it.

We may review Flags at the time and rate of our choosing, and when appropriate remove Flags from a Post or Comment. All decisions regarding Flags, and how they are judged against these Terms of Service, all of our Policies and Guidelines, or any law or regulation, are at our sole discretion. We have the right and authority to change, modify, or delete any Post or Comment, without notice, and at our sole discretion, that has been Flagged, or that we feel violates these Terms of Service, any of our Policies and Guidelines, or any law or regulation.

To report instances of Inappropriate Content please press the Flag Inappropriate Content button for the specific Post or Comment.

c. Other Violations

If you believe that any Member or Member Content on iazo is violating our Terms of Service, any of our Policies and Guidelines (except the Copyright Policy and Trademark Policy), or any law or regulation, please contact us at Terms@iazo.com.

If you become aware of any suspicious activity on iazo that may endanger yourself, another Member of iazo, or any other person, please notify us immediately at Safety@iazo.com.

To learn more about our code of conduct and what is considered acceptable behavior on iazo please read our Community Policy.

11. Feedback

a. Feedback Submissions

If you have ideas about how we can improve iazo we are interested in hearing from you! We value the feedback of our Members and are always interested in hearing what they have to say.

If you choose to send us feedback you acknowledge and agree that we may use your ideas, suggestions, comments, and feedback (collectively, the “Feedback Submission”) without any restrictions or compensation to you.

In the event that we utilize your Feedback Submission, in whole or in part, does not mean that we waive any rights to use similar feedback previously known to us, feedback developed by our employees, or feedback obtained from sources other than yourself. iazo Entities retains all rights to choose which Feedback Submissions are utilized, in whole or in part, and makes no representations or warranties, express or implied, to utilize any Feedback Submission.

To send us feedback please contact:
Feedback@iazo.com

12. General Security

a. Reporting Security Concerns

We depend upon our Members to report the suspicious things that they see on iazo. If you see any kind of suspicious, malicious, or illicit activity occurring on iazo then please report it to us immediately. Whether you see something in your own account, another Member’s account, or in a more general location, please let us know about it so that we can take appropriate corrective measures.

To report security concerns please contact:
Security@iazo.com

b. Our Commitment to Security

We take the security of iazo and our Members very seriously and are committed to ensuring that security at multiple levels. This includes protecting our Members’ Content, Personal Information and Data, as well as the Platform as a whole. We have implemented a variety of security systems, measures, and protocols that allows us to closely monitor activity that occurs on iazo, and alert us in advance of possible threats. This proactive and multi-disciplinary approach enables us to prevent security issues before they can endanger the Platform. Prevention is always the best and first weapon against security threats. When and if a security threat has been identified, we take fast and decisive action to remedy that threat.

With that said, protecting a state-of-the-art platform in today’s world is a constant battle, and challenge to stay one step ahead of those who would try to defeat our security. We cannot and do not guarantee that our security measures won’t be defeated, however we can and do guarantee to do everything in our power to prevent and minimize such instances. We also guarantee to take fast and aggressive corrective action(s) in the rare event that our security has been compromised. Lastly, if a security breach has been detected that directly affects a Member(s), we will notify such Members of the breach within a reasonable timeframe, to be determined at our sole discretion.

c. Your Commitment to Security

In order to keep iazo secure we need the help and participation of our Members. The security of your account starts with something as simple as your password. The iazo Platform employs a minimum password requirements system to help you choose a reasonably complex password. We highly encourage you to use a password unique to iazo, and to change your password on a regular basis. In the event you observe any strange behavior on your account that may indicate it has become compromised, we ask that you reset your password immediately to secure your account. If you are unable to reset your password for any reason, please notify us so that we can assist you in securing your account.

To learn more about how you can better protect your account please read the Account Security section of our Community Policy.

d. iazo Systems

Do not under any circumstances attempt to illegally gain access to and/or interfere with the operation of our administrative systems, content management systems, technical infrastructure systems, network systems, iazo Security Systems, and/or any third-party provider systems (collectively, the “iazo Systems”). Any attempt to illegally gain access to and/or interfere with the operation of iazo Systems will be immediately reported to law enforcement and prosecuted to the maximum extent permitted under applicable law.

e. iazo Security Systems

It is forbidden to attempt to bypass and/or circumvent any iazo Security Systems and measures (the “iazo Security Systems”), or to test and/or probe for possible vulnerabilities in iazo Systems without our express prior written authorization. If you believe that you have detected a vulnerability in any iazo Systems by chance, then please report it to us immediately at Security@iazo.com.

f. iazo Software

Under no circumstances should you attempt to illegally download and/or reverse engineer any iazo Software, applications, programs, source code, or websites (collectively, the “iazo Software”) and/or iazo Intellectual Property. If you are found in possession of any iazo Software and/or iazo Intellectual Property without our express prior written authorization, you will be immediately reported to law enforcement and prosecuted to the maximum extent permitted under applicable law.

13. Financial Data and Security

a. iazo Platform and Ecommerce System Powered by Stripe

The iazo Platform and ecommerce system is powered by Stripe, one of the world’s largest, most reputable, and secure payment processors. When you make a purchase on iazo, all of your private financial information is stored only at Stripe. This fully ensures the security of your financial information and limits its exposure. For further information about Stripe and their security practices please visit https://stripe.com.

b. Stripe PCI Certification

A PCI-certified auditor has audited Stripe. They are a certified PCI Service Provider Level 1. This is the most stringent level of certification available in the payments industry. To accomplish this, Stripe uses the best-in-class security tools and practices to maintain a high level of security.

c. Stripe HTTPS and HSTS for Secure Connections

Stripe forces HTTPS for all services using TLS (SSL), including their public website and the Stripe Dashboard to ensure secure connections. Stripe.js is served only over TLS. Stripe’s official libraries connect to Stripe’s servers over TLS and verify TLS certificates on each connection. Stripe regularly audits the details of their implementation, including the certificates they serve, the certificate authorities they use, and the ciphers they support. Stripe uses HSTS to ensure that browsers interact with Stripe only over HTTPS. Stripe is also on the HSTS preloaded lists for both Google Chrome and Mozilla Firefox.

d. Stripe Sensitive Data and Communication Encryption

All card numbers are encrypted at rest with AES-256. Decryption keys are stored on separate machines. None of Stripe’s internal servers and daemons can obtain plain text card numbers but can request that cards are sent to a service provider on a static allow-list. Stripe’s infrastructure for storing, decrypting, and transmitting card numbers runs in a separate hosting environment, and doesn’t share any credentials with Stripe’s primary services including their API and website.

14. Termination

a. Termination by iazo

We may terminate this Agreement (a “Termination” or “Termination of Agreement”) and your right to access and/or use iazo, at our sole discretion and without notice, for reasons including but not limited to the following: (i) you violate, breach, or infringe, in whole or in part, any terms and/or policies of our Terms of Service, the Privacy Policy, Buyers Policy, Sellers Policy, Content License, Content Policy, Copyright Policy, Trademark Policy, Community Policy, and/or any of our Policies and Guidelines; (ii) you violate, breach, or infringe, in whole or in part, any law or regulation; (iii) you endanger the safety or well-being of an iazo Member(s) or any other person(s); and (iv) we are compelled or required by a court or tribunal of competent jurisdiction.

b. Termination by Member

You may terminate this Agreement at any time and without notice by taking any of the following actions: (i) deleting your iazo account (an “Account Deletion” or “Account Cancellation”); and (ii) providing us with a written request to terminate this Agreement.

c. Termination Date

The date on which this Agreement is terminated by either Party, with or without notice, is the termination date (the “Termination Date” or “Date of Termination”).

d. Account Deletion or Suspension Upon Termination

You acknowledge and agree that in the event of a Termination that: (i) we may execute an Account Deletion or Account Suspension, at our sole discretion, of your iazo account immediately and without notice; and (ii) we will not be liable for any Data Loss resulting from an Account Deletion upon Termination pursuant to the Data Loss sub-section of Disclaimers and Limitation of Liability.

e. Final Withdrawal Upon Termination

In the event of a Termination any remaining Total Balance shall be transferred to the Seller within sixty (60) days following the Termination Date (the “Final Withdrawal”). The Final Withdrawal shall be transferred to the Payout Account on record in the Payout Settings of the Seller’s iazo account. Final Withdrawals may be withheld and/or denied, at our sole discretion, when the Termination is due to a violation, breach, and/or infringement by the Seller of our Terms of Service and/or any of our Policies and Guidelines.

15. Disclaimers and Limitation of Liability

Please read this section carefully as it limits the liability of iazo, Inc. and iazo Entities to you.

Each of the provisions below applies to the maximum extent permitted under applicable law.

a. No Warranty

The iazo Platform inclusive of all iazo Content and Materials, features, and functions is provided on an “as-is” and “as available” basis, without warranty of any kind, whether express or implied. Without limiting the foregoing, iazo Entities specifically disclaim: (i) any and all warranties and conditions of merchantability; (ii) fitness for a particular purpose; (iii) title; (iv) accuracy and completeness; (v) uninterrupted or error-free service; (vi) quiet enjoyment; (vii) non-infringement; and (viii) any warranties arising out of course of dealing or usage of trade.

iazo Entities makes no warranty or representation that: (i) iazo will meet your expectations or requirements; (ii) iazo will operate error-free, without pause, or interruption; (iii) iazo will be completely secure; (iv) iazo will never have a security breach or intrusion; (v) the information, Member Content, or media you view or obtain on the Platform is accurate or reliable; (vi) the identity, names, or information of any Members on the Platform is accurate or reliable; (vii) the quality of any information, Member Content, media, products, services, or other material viewed, downloaded, streamed, obtained, or purchased by you through iazo will be satisfactory; and (viii) iazo complies with all applicable laws and regulations outside of the United States.

b. No Liability

iazo Entities makes no promises with respect to, and expressly disclaims all liability for: (i) all iazo Content and Materials; (ii) all Third-Party Content; (iii) any third-party website, app, product, or service listed on or accessible to you through the Platform; (iv) the conduct, behavior, or quality of any Member or third party you encounter through your use and/or access of the Platform; (v) any unauthorized access into your iazo account; and (vi) the use or modification of information, Member Content, or media in your iazo account.

c. Indirect Damages

You acknowledge and agree that to the maximum extent permitted by law, iazo Entities will not be liable to you under any theory of liability. Without limiting the foregoing, you acknowledge and agree that to the maximum extent permitted by law, iazo Entities specifically will not be liable for any indirect, incidental, consequential, special, or exemplary damages, loss of profits, business interruption, reputational harm, or loss of data (even in the event that we have been advised of the possibility of such damages or that such damages are foreseeable) arising out of or in any way connected with your access or use of, and/or your inability to access or use, the iazo Platform.

d. Dissatisfaction

We cannot and do not make any guarantee, warrantee, promise, or representation, express or implied, that you will be satisfied with iazo, or that it will meet with your personal expectations or requirements. You therefore understand, acknowledge, and agree that your sole remedy and recourse for dissatisfaction with iazo is simply to stop using iazo.

e. Maximum Liability

Notwithstanding anything to the contrary contained in the Terms of Service, and/or any of our Policies and Guidelines, and/or in any other agreement between the Parties, the total maximum aggregate liability with respect to access and/or use of the Platform will in no event exceed the amount you paid to iazo Entities in connection with the Platform in the twelve (12) months prior to the alleged offense, act, event, or occurrence giving rise to the claim (the “Maximum Liability”).

f. Action Commencement Limitation

Notwithstanding any other applicable statute of limitation, any legal action, legal proceeding, or dispute resolution proceeding must be commenced within two (2) years of the alleged offense, act, event, or occurrence giving rise to the claim (the “Action Commencement Limitation”).

g. Applicable Jurisdictions

There are some jurisdictions that do not allow limitations on implied warranties, or exclusion of liability for certain types of damages. If you reside in a location governed by such a jurisdiction, the above limitations and exclusions may not apply to you or may only apply to you in part. In such instances the above limitations and exclusions apply to the maximum extent permitted by the laws of the jurisdiction where you reside.

h. Data Loss

We will do everything within our power to maintain the integrity of your Member Content and/or data on iazo during the time you have a registered iazo account. However, iazo is not a data backup service and we cannot and do not make any guarantee, warrantee, promise, or representation, express or implied, to maintain the integrity of your Member Content and/or data on iazo, including during the time you have a registered iazo account.

A loss of your Member Content and/or data on iazo (a “Data Loss”) may occur for a wide variety of reasons, including but not limited to the following: (i) an Account Deletion executed by you; (ii) an Account Deletion executed by an iazo Entity; (iii) an Account Deletion resulting from a Termination; (iv) an Account Deletion made by mistake by either Party; (v) an Account Deletion resulting from a technical error and/or issue; (vi) the deletion of specific Member Content such as a Post, Comment, or Featured Content by either Party; and (vii) an unauthorized access and/or breach of your iazo account.

Without limiting the foregoing, you acknowledge and agree that to the maximum extent permitted by law, iazo Entities specifically will not be liable for any direct, indirect, incidental, consequential, special, or exemplary damages, loss of profits, business interruption, or reputational harm (even in the event that we have been advised of the possibility of such damages or that such damages are foreseeable) arising out of or in any way connected with a Data Loss.

i. Professional Members Advice

Some of the Members of iazo are professionals, and in some cases are experts in their industries and areas of expertise. These Members (collectively, the “Professional Members”) span a wide variety of fields, including but not limited to, medical, legal, financial, business, technical, scientific, and artistic. Some of the Professional Members on iazo are in fields that require licenses or special certifications.

You acknowledge and agree that the Member Content, media, information, advice, and feedback that you encounter on iazo from Professional Members (the “Professional Members Content”) should not be accepted as a replacement or substitute for the advice and feedback of an appropriate professional outside of iazo. You further acknowledge and agree that all Professional Members Content you download, stream, view, or obtain on iazo is done so exclusively at your own risk.

iazo Entities explicitly disclaims any representation or warranty of the accuracy or validity of Professional Members Content on iazo. If you are a Professional Member of iazo, you agree to abide by the laws, rules, and regulations (including ethics rules) that apply to your specific industry or field when posting Member Content on iazo related to that industry or field, and to provide any required disclaimers.

j. Third-Party Content

The iazo Platform contains a wide variety of Third-Party Content in the form of embedded websites, links, and media. All embedded content, including but not limited to, websites, web pages, links, information, articles, media, photos, videos, audio, businesses, products, services, advertisements, special offers, events, and activities (the “Third-Party Content”) originates from sources outside of iazo, and is therefore not owned, controlled, or moderated by iazo Entities.

We do not endorse, verify, or assume any responsibility for Third-Party Content. We make no representations or warranties, express or implied, about the accuracy, completeness, or timelines of any Third-Party Content, without regard to who posted the Third-Party Content or where it originated from. When accessing, viewing, using, or interacting with Third-Party Content, you acknowledge and agree that you do so at your own risk. You further acknowledge and agree that iazo Entities has no liability whatsoever arising from or out of any Third-Party Content.

k. Third-Party Links

The iazo Platform contains a wide variety of links to third parties and Third-Party Content (the “Third-Party Links”) that is not owned, controlled, or moderated by iazo Entities, including but not limited to links to: (i) websites; (ii) web pages; (iii) apps; (iv) information; (v) documents; (vi) articles; (vii) media; (viii) photos; (ix) videos; (x) audios; (xi) businesses; (xii) products; (xiii) services; (xiv) advertisements; (xv) special offers; (xvi) events; and (xvii) activities.

We do not endorse, verify, or assume any responsibility for third parties, Third-Party Links, and/or content linked to by Third-Party Links. When accessing, viewing, using, or interacting with any third party and/or content linked to by Third-Party Links, you acknowledge and agree that you do so at your own risk. You further acknowledge and agree that iazo Entities has no liability whatsoever arising from or out of any third party, Third-Party Links, and/or content linked to by Third-Party Links.

16. Indemnification

a. Member Indemnification

You agree to indemnify, defend, and release iazo Entities, from and against any actual or threatened Claims, lawsuits, legal proceedings, disputes, demands, liabilities, damages, losses, costs and expenses (including, without limitation, reasonable legal and accounting fees and costs of defense of Claims, lawsuits, or legal proceedings) (individually, a “Claim“ and collectively, “Claims”), arising out of or related to: (i) your access to and/or use of the Platform; (ii) your Member Content; (iii) a Use Related Claim; (iv) your conduct, behavior, or interactions with other Members on the Platform; (v) your Default of any terms, in whole or in part, of this Terms of Service and/or any of our Policies and Guidelines; and (vi) your violation, breach, or infringement of any law or regulation that directly or indirectly affects iazo Entities, Members, and/or persons or entities that access and/or use the Platform (each Claim referred to in (i) through (vi), a “Member Indemnified Claim“ and collectively, the “Member Indemnification“).

In the event that we become aware of a Claim, we will notify you promptly and provide you with reasonable assistance, when appropriate, in defending the Claim at your own expense. In return you agree to allow us to participate in the defense and will not settle any such Claim without our prior written consent. We reserve the right, at our own expense, to assume the exclusive defense of any matter otherwise subject to Member Indemnification. In that event, you will have no further obligation or responsibility to defend us in that matter.

17. Dispute Resolution

a. Governing Law and Jurisdiction

This Agreement and any action arising out of your access and/or use of iazo will be governed by the laws of the State of Washington, United States, without regard to or application of its conflict of law provisions or your state or country of residence. Unless submitted to arbitration pursuant to the following sub-section, all claims, legal proceedings, or litigation arising in connection with your access and/or use of iazo will be brought solely in King County, Washington, United States, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.

b. Arbitration

In the event of a claim (excluding claims for injunctive or other equitable relief) under this Agreement where the total amount of the award sought is less than $10,000 USD (TEN THOUSAND UNITED STATES DOLLARS), the Party requesting relief may elect to resolve the dispute through binding non-appearance-based arbitration.

When choosing arbitration, the Party requesting relief may initiate the arbitration through an established Alternative Dispute Resolution (“ADR”) provider. The ADR provider must be mutually agreed upon by the Parties. The Parties and the ADR provider must comply with the following rules: (i) the arbitration shall be conducted by telephone, online, and/or be solely based on written submissions, as selected by the Party initiating the arbitration; (ii) the arbitration will not involve any personal appearance by the Parties or witnesses unless otherwise mutually agreed upon by the Parties; and (iii) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

18. Default

a. Definition of Default

Any violation, breach, or infringement of the Terms of Service and/or any of our Policies and Guidelines, in whole or in part, is a Default (a “Default” or “Default Event”).

b. Default by Member

In the event of a Default by you, you acknowledge and agree that: (i) iazo Entities are entitled to seek legal action and remedies, in any jurisdiction, to the maximum extent permitted under applicable law; (ii) iazo Entities are entitled to apply for injunctive remedies or an equivalent type of urgent legal relief, in any jurisdiction, without providing notice of opportunity to cure; (iii) no failure or delay of iazo Entities in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such right or power, or any course of conduct, preclude any other or further exercise thereof or the exercise of any other right or power; and (iv) the rights and remedies of iazo Entities hereunder are cumulative and are not exclusive of any rights or remedies which iazo Entities would otherwise have hereunder.

19. General Terms

a. Amendments

We may change, edit, or amend this Terms of Service at any time and at our sole discretion, including any of our Policies and Guidelines that are incorporated therein. In the event that we amend this Terms of Service we will post the changes directly to this page and shall update the revision date displayed at the top.

If an amendment to this Terms of Service, at our discretion, is material, we will notify you of such change, and those material changes will become effective immediately upon notification. If we are required by law to obtain your consent prior to making certain changes to this Terms of Service, we shall first obtain your consent, and provide you with the opportunity to opt-out of the changes.

We reserve the right to determine the form and means of providing notifications to you, and you agree to receive legal notices electronically if that’s what we decide. Your continued access or use of iazo and/or not deleting your iazo account after receiving notification of an amendment to the Terms, shall constitute your agreement and acceptance of the amended Terms. If you do not agree to the amendments or to any of the terms of this Agreement, your only recourse is to delete your iazo account or to completely cease your use of iazo.

Please be advised that the most recent version of the Terms of Service and all of our Policies and Guidelines will always be posted live on iazo and shall include a revision date.

b. Survival

The Terms of Service and all Policies and Guidelines will survive the expiration or Termination of this Agreement in their entirety to the maximum extent permitted under applicable law.

The followings sections and/or provisions of the Terms of Service will explicitly survive the expiration or Termination of this Agreement: (i) Member Content; (ii) iazo Content and Materials; (iii) General Security; (iv) Financial Data and Security; (v) Termination; (vi) Disclaimers and Limitation of Liability; (vii) Indemnification; (viii) Dispute Resolution; and (ix) General Terms.

c. Governing Law and Jurisdiction

You acknowledge and agree that iazo is based, controlled, and operated in the United States. You further acknowledge and agree that iazo will be deemed to be solely based in the State of Washington, United States, and a passive service for purposes of jurisdictional analysis. For claims in which arbitration is not elected or applicable, you acknowledge and agree that such claims will be brought in federal or state court in King County, Washington, United States, and governed by the laws of the State of Washington and federal law, without regard to any conflict of law provisions or your state or country of residence. You consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.

d. Use Outside of the United States

iazo Entities expressly disclaims any representation or warranty that iazo complies with all applicable laws and regulations outside of the United States. If you use iazo from outside of the United States, you understand, acknowledge, and agree that you are responsible for determining compliance with different laws, regulations, or customs that may apply in connection with your use of iazo.

e. Export

iazo, Inc. is based, controlled, and operated in the United States, from our offices in the State of Washington. The software of iazo is subject to United States export controls. You may not download, export, or re-export any iazo software that is in violation of any applicable laws or regulations. You represent that you are not: (i) located in a country that is subject to U.S. government embargo; (ii) located in a country that has been designated by the U.S. government as a “terrorist supporting” country; and (iii) listed on any U.S. government list of prohibited or restricted parties.

f. Applications and Mobile Devices

The iazo Platform may be accessed and used through an application (an “iazo Application” or “iazo App”). If you access or use iazo through an iazo Application, you acknowledge and agree that this Agreement is solely between you and iazo, Inc., and not with another application service provider or application platform provider (such as Apple Inc. or Google Inc.), which may provide you the application subject to its own terms. To the extent that you access or use iazo through a mobile device, your wireless carrier’s standard charges, data rates, and other fees may apply.

g. Notices

All notices permitted or required under this Agreement, unless otherwise specified in this Agreement, must be sent in writing as follows in order to be valid: (i) if sent to you, by us via email to the address associated with your iazo account, and (ii) if sent to us, by you via email to Terms@iazo.com. Notices will be deemed given as follows: (i) if sent to you, when the notice is emailed by us, and (ii) if sent to us, when the notice is received by us.

h. Electronic Communications

We have the right to send you agreements, notices, disclosures, and other communications electronically using email or by another electronic method of our choice. You consent to receive communications from us electronically in accordance with this Agreement and applicable law. You acknowledge and agree that electronic communications we send you will satisfy any legal requirements that such communications be in writing.

i. Assignment

You may not assign or transfer this Agreement, or any of your rights or obligations under this Agreement, without our express prior written consent. Any attempt to assign or transfer this Agreement without our express prior written consent will be in violation of this Agreement and deemed void. We reserve the right to freely assign or transfer this Agreement at any time and at our sole discretion. This Agreement inures to the benefit of and is binding upon the Parties and their respective legal representatives, successors, and assigns.

j. Entire Agreement

This Agreement constitutes the entire agreement between the Parties regarding iazo (except as to services that require a separate written agreement with us, in addition to this Agreement). This Agreement is the complete and exclusive expression of the Parties’ agreement about the subject matter of this Agreement. All prior and contemporaneous communications, negotiations, and agreements between the Parties relating to the subject matter of this Agreement are expressly merged into and superseded by this Agreement.

The provisions of this Agreement may not be explained, supplemented, or qualified by evidence of trade usage or a prior course of dealings. Neither Party was induced to enter this Agreement by the other Party, and neither Party is relying on any statement, representation, warranty, or agreement of the other Party except those set forth expressly in this Agreement. Except as set forth expressly in this Agreement, there are no conditions precedent to this Agreement’s effectiveness.

k. Severability / Blue Pencil

If any one or more of the provisions contained in this Agreement is for any reason deemed to be invalid, illegal, or unenforceable in any respect, that invalidity, illegality, or unenforceability will not affect any other provisions of this Agreement. In such instances this Agreement will be construed as if those invalid, illegal, or unenforceable provisions had never been contained in it, unless the deletion of those provisions would result in such a material change as to cause completion of the transactions contemplated by this Agreement to be unreasonable. In addition, if any provisions are held to be unenforceable because of their scope, duration, or area of applicability, the court or tribunal making such determination will have the power to modify such scope, duration, or area of applicability, or all of them, and such provisions will then be applicable in such modified form, and every other provision of this Agreement will remain in full force and effect.

l. Waiver

No failure or delay of any Party hereto in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such right or power, or any course of conduct, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the Parties hereunder are cumulative and are not exclusive of any rights or remedies which they would otherwise have hereunder. Any agreement on the part of a Party hereto to any such waiver shall be valid only if set forth in a written instrument executed and delivered by such Party.

m. Relationship

This Agreement does not create a joint venture, agency, partnership, or other form of joint enterprise between you and us. Except as expressly provided herein, neither Party has the right, power, or authority to create any obligation or duty, express or implied, on behalf of the other.

n. Further Assurances

In the event that we are required, compelled, or decide to confirm the effect and intent of this Agreement as it applies to you and any of your rights and obligations under this Agreement, you agree to execute a hard copy of this Agreement and any other relevant documents, and to take any relevant actions that we may request at our expense.

o. Interpretation

When interpreting or construing the terms of this Agreement: (i) the descriptive headings of the provisions, clauses, sections, and sub-sections of this Agreement are for convenience purposes only, and do not affect this Agreement’s construction and/or interpretation; (ii) no rule of construction will apply to a clause to the disadvantage of a Party merely because that Party put forward the clause or would otherwise benefit from it; (iii) “includes” means includes without limitation; (iv) if a word or phrase is defined, its other grammatical forms have corresponding meanings; (v) this Agreement includes all Policies and Guidelines, appendixes, schedules, annexures, and exhibits to it; (vi) a clause, appendix, schedule, or annexure is a reference to a clause, appendix, schedule, or annexure, as the case may be, of this Agreement; and (vii) a reference to any legislation includes subordinate legislation under it, and includes that legislation and subordinate legislation as modified or replaced.

p. Plural and Gender

Words used in this Agreement in the singular, where the context so permits, shall be deemed to include the plural and vice versa. Words used in the masculine or the feminine, where the context so permits, shall be deemed to mean the other and vice versa. The definitions of words in the singular in this Agreement shall apply to such words when used in the plural where the context so permits and vice versa. The definitions of words in the masculine or feminine in this Agreement shall apply to such words when used in the other form where the context so permits and vice versa.

q. References

In the event that any terms and conditions of this Agreement incorrectly reference the number, letter, and/or identifier of the section and/or sub-section of any other terms and conditions contained within this Agreement, the incorrectly referenced number, letter, and/or identifier will be deemed as automatically reassigned to its correct number, letter, and/or identifier, and the purpose, intent, and/or interpretation of the terms and conditions referencing the incorrect number, letter, and/or identifier and that of the referenced terms and conditions shall remain intact, in force, and unencumbered, under the exclusive condition that the incorrectly referenced number, letter, and/or identified is further defined by the correct section and/or sub-section heading and/or name.

20. Contact Us

For questions pertaining to this Terms of Service please contact:
Terms@iazo.com

For all other inquiries please contact:
Support@iazo.com

Mailing Address:
iazo, Inc.
PO Box 85
North Bend, WA 98045
United States