Zeta

Terms Of Use

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Terms Of Use Last Updated: August 2020 ACCEPTANCE OF AGREEMENT AND TERM These Terms of Use are a legal agreement (“Agreement”) between you (“you” or “your”) and ZetaHelp, Inc. (“Zeta,” “we,” “us,” or “our”) that governs your access to and use of our website at www.askzeta.com and our mobile apps on Apple Store and Google Play. By accessing our website or our web and mobile apps, you agree to be bound by these Terms of Use and our Privacy Notice, and abide by their terms and conditions. If you do not agree with these Terms of Use, you may not access or use the website, our mobile apps or any of the features contained within. This Agreement is effective beginning when you accept the Agreement or first download, install, access, or use the Services, and ending when terminated as described in our termination clause. OVERVIEW OF SERVICES The Services collectively referred to in these Terms of Use include:Zeta Website. This includes any page on the Zeta website and any connected social media accounts including Instagram, Pinterest, Twitter, YouTube and more. Zeta Money Manager. A free desktop and mobile application that allows you to connect your existing financial accounts to view and organize your finances with your partner. The Zeta Money Manager app allows you to create a budget, track transactions against that budget and interact with your partner. Zeta Joint Cards. A mobile banking app that allows you to access a joint deposit account and two debit cards that both allow you to transact on that account with your partner (“co-owner”). This agreement only covers those features of the app that are not governed by the Zeta-Piermont Bank Joint Account Agreement. USER OF ZETA SERVICES You may not use the Services in any manner that may impair, overburden, damage, disable or otherwise compromise (i) Zeta’s Services. (ii) any other party’s use and enjoyment of the Services. or (iii) the services and products of any third parties including, without limitation, any device through which you access the Application (the “Authorized Device”). You agree to comply with all applicable laws and regulations governing the downloading, installation and/or use of the Application, including, without limitation, any usage rules set forth in the online application store terms of service. UPDATES TO THE APPLICATION From time to time, Zeta may automatically check the version of the Application installed on the Authorized Device and, if applicable, provide updates for the Zeta Application (“Updates”). Updates may contain, without limitation, bug fixes, patches, enhanced functionality, plug-ins and new versions of the Zeta Application. By installing the Application, you authorize the automatic download and installation of Updates and agree to download and install Updates manually if necessary. Your use of the Application and Updates will be governed by this Agreement (as amended by any terms and conditions that may be provided with Updates). Zeta reserves the right to temporarily disable or permanently discontinue any and all functionality of the Application at any time without notice and with no liability to you. ELIGIBILITY Our website and/or our web and mobile apps (excluding Zeta Joint Card) and their interactive features are intended solely for users who are at least 18 years of age and reside in the United States or Canada. By creating an online account on the website, our web or mobile apps and accessing its features, you represent and warrant that you have the right, authority, and capacity to enter into these Terms of Use and that you meet all eligibility requirements.For the Zeta Joint Card, you must be at least eighteen (18) years old to use the Services. By agreeing to this Agreement you represent and warrant to us: (i) that you are at least eighteen (18) years old. (ii) that you have not previously been suspended, removed or deactivated from the Services. (iii) that you are a legal resident of the United States. and (iv) that your registration and your use of the Services is in compliance with any and all applicable laws and regulations. CHANGES TO THE TERMS OF USE Zeta reserves the right, in its sole discretion, at any time to modify, augment, limit, suspend, discontinue or terminate any or all of the Services without advance notice. All modifications and additions to the Services shall be governed by this Agreement, unless otherwise expressly stated by Zeta in writing. Zeta may, from time to time, modify the Agreement. Please check this Agreement periodically for changes. Your continued use of the Services after the changes become effective constitutes your binding acceptance of such changes. In the event that a change to this Agreement materially modifies your rights or obligations, we will make an effort to notify you of the change, such as by sending you an email to the address we have on file for you, or presenting a pop-up window or other notification to you through the Services when you log in, and we may require that you accept the modified Agreement in order to continue to use the Services. Immaterial modifications are effective upon publication, and material changes will be effective upon the earlier of (a) continued use of the Services with actual knowledge of the modification, or (b) thirty (30) days following the change. For the avoidance of doubt, disputes arising hereunder will be resolved in accordance with the Agreement in effect that the time the dispute arose. You can determine when this Agreement was last revised by referring to the “LAST UPDATED” legend at the top of then-current version of this Agreement. MEMBERSHIP &amp. ACCOUNTS To access our Services, you are required to become a member of Zeta. You become a member by creating an online account on our website or via our mobile apps, signing up for our newsletter, reading our blog or utilizing one of our resources. In order to use the Services, you must create an account (an “Account”) with Zeta. You agree that the information you provide to Zeta on registration and at all other times, will be true, accurate, current, and complete, and that you will keep this information accurate and up-to-date at all times. We also request that you create a password for your Account. You agree not to disclose your password to anyone else, and you also agree you will be solely responsible for any activities or actions taken under your Account, whether or not authorized by you. Please notify us immediately of any unauthorized use of your password or Account. We are not liable for any loss or damage from your failure to comply with these requirements.  You hereby authorize Zeta, directly or through third parties, to make any inquiries we consider necessary to validate your identity and/or authenticate your identity and Account information. This may include asking you for further information and/or documentation about your identity, or requiring you to take steps to confirm ownership of your email address, wireless/cellular telephone number or financial instruments, and verifying your information against third party databases or through other sources.  You may not create more than one (1) Zeta Account. Each unique mobile device may not be associated with more than two (2) user Accounts. Users who attempt to associate an excessive number of mobile devices with a single user Account may be deemed to have violated this Agreement to the extent they are deemed by Zeta to have abused the Services, and may be subject to Account suspension or closure. We reserve the right to modify or discontinue access to your online account or certain interactive features of the website at any time and for any reason, without prior notice to you unless required by law. SECURITY While we use industry-standard precautions to protect confidential information on our systems and provide suitable security, we cannot guarantee that information transmitted through the Internet is secure, or that such transmissions will be free from delay, interruption, interception, or error. We cannot guarantee or warrant that any part of the website or our apps, including any links to third-party content, are free of viruses or other harmful code. It is your responsibility to take appropriate precautions, such as through the use of an anti-virus software package, to protect your computer hardware and software. ACCESS VIA MOBILE DEVICES AND MINIMUM DEVICE REQUIREMENTS You may be able to access and browse our website and our mobile apps via its interactive features through a compatible mobile device. In order to do so, you must have a wireless subscription with a participating carrier or have other network access. For our mobile apps, your mobile device must also meet certain minimum device requirements. These requirements can be found on the Apple or Google Play store when you download the mobile apps. You are solely responsible for all service fees and charges from your carrier or network provider, as well as any necessary equipment or software requirements, associated with accessing our website and any of its interactive features through your mobile device. By downloading or using the app, these terms will automatically apply to you – you should make sure therefore that you read them carefully before using the app. You’re not allowed to copy, or modify the app, any part of the app, or our trademarks in any way. You’re not allowed to attempt to extract the source code of the app, and you also shouldn’t try to translate the app into other languages, or make derivative versions. The app itself, and all the trade marks, copyright, database rights and other intellectual property rights related to it, still belong to Zeta Help Inc. Zeta is committed to ensuring that the app is as useful and efficient as possible. For that reason, we reserve the right to make changes to the app or to charge for its services, at any time and for any reason. We will never charge you for the app or its services without making it very clear to you exactly what you’re paying for. The Zeta app stores and processes personal data that you have provided to us, in order to provide our Service. It’s your responsibility to keep your phone and access to the app secure. We therefore recommend that you do not jailbreak or root your phone, which is the process of removing software restrictions and limitations imposed by the official operating system of your device. It could make your phone vulnerable to malware/viruses/malicious programs, compromise your phone’s security features and it could mean that the Zeta app won’t work properly or at all. You should be aware that there are certain things that Zeta Help Inc. will not take responsibility for. Certain functions of the app will require the app to have an active internet connection. The connection can be Wi-Fi, or provided by your mobile network provider, but Zeta Help Inc. cannot take responsibility for the app not working at full functionality if you don’t have access to Wi-Fi, and you don’t have any of your data allowance left. If you’re using the app outside of an area with Wi-Fi, you should remember that your terms of the agreement with your mobile network provider will still apply. As a result, you may be charged by your mobile provider for the cost of data for the duration of the connection while accessing the app, or other third party charges. In using the app, you’re accepting responsibility for any such charges, including roaming data charges if you use the app outside of your home territory (i.e. region or country) without turning off data roaming. If you are not the bill payer for the device on which you’re using the app, please be aware that we assume that you have received permission from the bill payer for using the app. Along the same lines, Zeta Help Inc. cannot always take responsibility for the way you use the app i.e. You need to make sure that your device stays charged – if it runs out of battery and you can’t turn it on to avail the Service, Zeta Help Inc. cannot accept responsibility. With respect to Zeta Help Inc.’s responsibility for your use of the app, when you’re using the app, it’s important to bear in mind that although we endeavor to ensure that it is updated and correct at all times, we do rely on third parties to provide information to us so that we can make it available to you. Zeta Help Inc. accepts no liability for any loss, direct or indirect, you experience as a result of relying wholly on this functionality of the app. At some point, we may wish to update the app. The app is currently available on Android &amp. iOS – the requirements for both systems(and for any additional systems we decide to extend the availability of the app to) may change, and you’ll need to download the updates if you want to keep using the app. Zeta Help Inc. does not promise that it will always update the app so that it is relevant to you and/or works with the Android &amp. iOS version that you have installed on your device. However, you promise to always accept updates to the application when offered to you, We may also wish to stop providing the app, and may terminate use of it at any time without giving notice of termination to you. Unless we tell you otherwise, upon any termination, (a) the rights and licenses granted to you in these terms will end. (b) you must stop using the app, and (if needed) delete it from your device. TEXT MESSAGES &amp. VERIFICATIONS In order to use Zeta’s services, you must provide and verify your email and cellular phone number (or other text message address) to us, and you must expressly consent to receive text messages or emails relating to the Services at that number or address. By providing us with a telephone number for a cellular phone or other wireless device, you agree to receive autodialed and pre-recorded, non-marketing, service-related text messages from or on behalf of Zeta at the phone number provided. You further consent to receiving autodialed and pre-recorded text messages from or on behalf of Zeta at the number provided for marketing or promotional purposes. You understand that consent to marketing-related messages is not a condition of using the Services. To stop receiving marketing-related messages, you may reply STOP to any marketing-related text message you receive from Zeta. After you text “STOP” to us, we will send you a text to confirm that you have been unsubscribed. After this, you will no longer receive text messages from us.  You are responsible for any messaging or data fees you may be charged by your wireless carrier for receiving SMS notifications. PUSH NOTIFICATIONS By agreeing to this Agreement, you agree to receive push notifications from us. You can opt out of receiving push notifications through your device settings. Please note that opting out of receiving push notifications may impact your use of the Services. REFERRAL PROGRAM In order to participate in the Referral Program, you must accept and agree to our Terms of Use, including these Referral Terms and our Privacy Policy, and have and maintain a Zeta Account in good standing. Earning Referral Rewards. When you register for a Zeta Account or from time to time thereafter, we will provide you with a hyperlink, text link, badge, button, or other code via email, text message, social media platform, or other format that contains a unique referral ID associated with your Zeta Account (a "Referral Link"). Subject to these Referral Terms, within 30 days of the completion of the Sign-Up Process by each Qualifying Referral using your Referral Link, we will send you the specified referral reward ("Referral Reward"), less any taxes or other amounts that we are required by law to withhold, to your email on file. Please refer to the Website for the current Referral Reward. All Referral rewards will be paid in U.S. Dollars. For purposes of these Referral Terms, a "Qualifying Referral" means a couple that (a) does not currently have, and has never had, a Zeta Account. (b) has not initiated the Sign-Up Process prior to clicking on your Referral Link. and (c) uses your Referral Link to complete the Sign-Up Process, and "Sign-Up Process" means the successful registration for a Zeta Account pursuant to our Terms of Use, including, but not limited to, linking of certain bank account and identification information. We will determine, in our sole discretion, whether a Qualifying Referral completes the Sign-Up Process using your Referral Link in accordance with these Referral Terms and whether you are eligible to receive a Referral Reward. Restrictions and Limitations. We reserve the right to investigate any suspicious or inappropriate activity relating to the Referral Program. Notwithstanding any provision of these Referral Terms, we are not obligated to pay any Referral Rewards if we determine, in our sole discretion, that (a) the Sign-Up Process completed by a Qualifying Referral is not a bona fide transaction, including, without limitation, if you use a Referral link to register for more than one Zeta Account. or (b) you have engaged in any fraudulent or deceitful behavior in connection with the Referral Program, including, without limitation, if you, directly or indirectly, offer any person a financial or other incentive to complete the Sign-Up Process using your Referral Link or attempt to redirect traffic from, or divert Referral Rewards from, any other participant in the Referral Program. We reserve the right, in our sole discretion, to delay payment of any Referral Rewards while we investigate your participation in the Referral Program or any use of your Referral Links. Non-Exclusive. The Referral Program is non-exclusive. You acknowledge and agree that we may, at any time, solicit customer referrals via any method in our sole discretion. Termination or Suspension of Referral Program. You may stop participating in the Referral Program at any time by contacting us at support@askzeta.com and providing sufficient information for us to verify your identity. We may, in our sole discretion, suspend, limit, or terminate the Referral Program and terminate these Referral Terms and Conditions for any reason at any time by providing notice to you (including notice via email at the email address we have for you in our records). Termination of the Referral Program and these Referral Terms will not automatically result in the termination of our Terms of Use or your Zeta Account, unless otherwise specified by us. However, termination of our Terms of Use or closure of your Zeta Account will result in the automatic termination of your participation in the Referral Program and termination of these Referral Terms. Upon termination of these Referral Terms, you must immediately cease all use of Referral Links, and Referral Rewards earned but unpaid as of the date of termination will remain payable, unless we terminate these Referral Terms for your breach of these Referral Terms or our Terms of Use. Provisions of these Referral Terms that, by their nature, should survive termination of these Referral Terms will survive termination of these Referral Terms. If you have any questions, comments, or concerns regarding these Referral Terms or the Referral Program, please contact us at support@askzeta.com. OFFERS FOR FINANCIAL PRODUCTS We may use your Financial Information to generate offers for financial products and services from our marketing partners that may be of interest to you. It is always your choice whether or not to apply for an offered product or service and we will never submit an application for a financial product or service on your behalf without your express consent. We may receive compensation from our marketing partners for promoting their products and services through our Services. The technology we use to provide you with offers for financial products and services is proprietary and, in finding those offers for you, we may elect to consider, ignore, emphasize, or de-emphasize relevant factors in our sole discretion. We do not guarantee that you will be presented with offers for any particular types of products or services or that you will meet the approval criteria for any particular offer. Zeta does not endorse, warrant or guarantee any third party products or services available through the Services. While we work hard to verify the rates, terms, and rewards offered by any particular advertiser or third party, we cannot guarantee that the rates, product terms, rewards, or other service terms offered by any particular advertiser or other third party on the Services are actually the terms that may be offered to you if you pursue the offer, or that they are the best terms or lowest rates available in the market. Any offer is subject to the third parties’ review of your Financial Information. If you elect to use or purchase products or services from third parties, you are subject to their terms and conditions and privacy policy. TIPS You have the option to opt-into giving us a monthly recurring tip under your sole discretion. Your decision to opt-into giving us a tip has no impact on your ability to use Zeta’s features. Tip Amount. The tip amount is selected by you based on several options disclosed in our web and mobile apps. We may debit the Tip on a monthly basis from your Bank Account pursuant to your ACH authorization provided below. Tips are non-refundable, except as otherwise required by applicable law. We may change the debit date of the Tip from time to time at our sole discretion.  Your Authorization for ACH Debits and Credits. By opting-into tips, you provide your electronic signature to this Terms of Use and you authorize Zeta to electronically debit and credit your Bank Account via the Automatic Clearing House (“ACH”), and, if applicable, to correct erroneous debits and credits via ACH. Your continued use of the Services will reaffirm your authorization to debit that amount from your Bank Account. We try to avoid overdrafts but, despite our efforts, a tip may cause an overdraft in your Bank Account and your bank may charge you an overdraft or insufficient funds fee. Such fees are retained by your bank. we do not receive any portion of such fees. If you are charged such a fee, please let us know.  You acknowledge that the electronic authorization contained in this section represents your written authorization for ACH debit transactions as provided in this section and will remain in full force and effect until you notify Zeta that you wish to revoke this debit authorization in one of two ways: <ul> <li> turning off tips in the App, or </li> <li> contacting us via email at support@askzeta.com. </li> </ul> You must notify us that you are exercising your right to stop a debit or revoke your authorization for automatic debits at least 3 banking days before the next scheduled debit date. If you revoke this debit authorization, but you do so less than 3 banking days before the next scheduled debit date, we may nonetheless attempt, in our sole discretion, to cancel that scheduled debit transaction. However, we assume no responsibility for our failure to do so. In addition, by agreeing to these Terms, you authorize Zeta to electronically debit your Bank Account via ACH as follows: <ul> <li> Amount of Debits: tip amount you have selected </li> <li> Frequency of Debits: once a month </li> </ul> You agree to cooperate with us in correcting errors that may occur as part of the Services. If you receive funds or a credit in an amount greater than what you are entitled to receive under the Services and these Terms, then you agree to immediately return and pay such excess amount to us. You agree that we and our agents may reverse, withdraw or cancel any debit, transaction or item that provided you with funds in error. You agree that an error occurred if we or our agents send any funds to you after we receive evidence indicating that you defrauded us or provided us or our agents with false information. You agree that we may initiate a new ACH debit to your Bank Account in an amount equal to such overpayment plus the amount of expenses we incurred in recovering such overpayment, including the amount of your obligations, if any, under the “Indemnity” provision below. In addition to any of your other representations and warranties in these Terms, you represent that: (i) your browser is equipped with at least 128-bit security encryption. (ii) you are capable of printing, storing, or otherwise saving a copy of this electronic authorization for your records. (iii) the ACH transactions you hereby authorize comply with applicable law. and (iv) your email address on record with us is yours and that email address is accurate and up-to-date. REGISTERED INVESTMENT ADVISOR Zeta is NOT a registered investment adviser. We are not providing investment advisory services to you through the content we provide on our website or in the use of our online tool. THIRD-PARTY SITES AND CONTENT We may refer you through our website to entities or websites that we do not own or operate. We do not control and are not responsible for these third parties, their content, or any financial or other products, services, or tools available through them. The operators of third-party websites may collect information about you through the use of cookies or other web technologies. We have no control over the privacy and security practices of those third parties. You should review the privacy policies and terms of use of any linked websites you may visit. RELIANCE ON INFORMATION POSTED The content provided on this website is solely for general information purposes. We do not guarantee the accuracy, completeness, or usefulness of this information to your own specific financial circumstances. Any reliance on this information is strictly at your own risk. NO LEGAL OR TAX ADVICE The content provided on this website is not written or intended as specific tax or legal advice, and may not be relied on for purposes of avoiding any Federal tax penalties. Zeta does not give tax or legal advice. You are encouraged to seek advice about your specific circumstances from your own tax or legal professional. PERMISSIBLE USE OF WEBSITE AND INTERACTIVE FEATURES Our website and our web and mobile apps, along with all of their content and interactive features, are owned by Zeta or licensed from third-party licensors, and are protected by copyright, trademark, or other intellectual property laws of the United States. You can use Zeta for your personal, non- commercial use only and may download or print a copy of the information contained on the website for lawful, personal, non- commercial use only. Any copies of information from the website or our apps that you use for permissible purposes must retain all copyright and other proprietary notices contained on the materials. You also may link to content on our website or our apps, provided you do so in a way that is fair and legal, properly identifies the source of the content, does not damage our reputation, and does not create an impression of any form of affiliation, approval, or endorsement on our part. Otherwise, any other copying, republication, reproduction, or posting of graphics, text, or other content from the website is expressly prohibited without our prior written permission. You can request permission at support@askzeta.com. INTELLECTUAL PROPERTY RIGHTS Zeta’s desktop and mobile apps, askzeta.com and the Services are owned and operated by ZetaHelp Inc. All content, visual interfaces, information, graphics, design, compilation, computer code, products, software, services, text, data, contents, names, trade names, trademarks, trade dress, service marks, layout, logos, designs, images, graphics, illustrations, artwork, icons, photographs, displays, sound, music, video, animation, organization, assembly, arrangement, interfaces, databases, technology, and all intellectual property of any kind whatsoever and the selection and arrangement thereof (collectively, the “Zeta Materials”) are owned exclusively by Zeta or the licensors or suppliers of Zeta and are protected by U.S. copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Nothing on this askzeta.com, our mobile and desktop apps or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Zeta Materials displayed on the mobile apps, askzeta.com or the Services, without our prior written permission in each instance. You may not use, copy, display, distribute, modify or reproduce any of Zeta Materials found on the desktop and mobile apps, askzeta.com or the Services unless in accordance with written authorization by us. Zeta prohibits use of any of the Zeta Materials as part of a link to or from the desktop and mobile apps, askzeta.com or the Services unless establishment of such a link is approved in writing by us in advance. Any questions concerning any Zeta Materials, or whether any mark or logo is a Zeta Material, should be referred to Zeta. All rights related to the Zeta Materials are hereby reserved. You agree that the Zeta Materials may not be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the express prior written consent of Zeta. You acknowledge that the Zeta Materials are and shall remain the property of Zeta. You may not modify, participate in the sale or transfer of, or create derivative works based on any Zeta Materials, in whole or in part. USER GENERAL CONTENT AND LICENSE GRANT Our website and mobile apps include functionality that allows you and other users to post publicly viewable comments to and communicate about our content. In addition, we use Zeta-branded social media pages, on sites such as Pinterest, Facebook, Twitter, and Instagram, to promote and share company developments, news, and other content. By posting comments and other content to our website’s message boards or on our social media pages, you represent and warrant that you own all rights, title, and interest in the content you post, or have express permission from the owner to copy and use such content for all purposes. We do not control and are not responsible for content posted by you or any other third party on our website’s message boards or on our social media pages and cannot guarantee the accuracy, integrity, quality, or appropriateness of any such content. Any content that you post is publicly accessible and is not subject to the provisions of our Privacy Notice. By posting content to our website or social media pages, you grant Zeta the worldwide, royalty-free, perpetual, nonexclusive, and irrevocable right and license to reproduce, display, distribute, adapt, and create derivative works from any such content for any purpose and in any medium. We exclusively own all rights, title, and interest in any derivative works created by or on behalf of us that incorporate or make use of content you post to our website or social media pages, and do not give you any further right to inspect or approve our use of such content or to be compensated for any such use. We reserve the right at our sole discretion to monitor, refuse, or remove any content posted by you or any third party to our website’s message boards or social media pages for any reason, without notice. It is our policy to terminate any online account of any user who repeatedly infringes the copyrights of others. CONTENT STANDARDS The following is a partial list of the types of content that are prohibited on our website and social media pages. You agree that you will not post any content that: <ul> <li> includes any personal or confidential information </li> <li> is defamatory, abusive, obscene, profane, or offensive; </li> <li> is inaccurate, false, or misleading in any way; </li> <li> is off-topic, repetitive, or constitutes spam posts; </li> <li> disparages or criticizes any person or entity; </li> <li> infringes or violates another person's intellectual property rights; </li> <li> violates any person’s right of publicity or right of privacy; </li> <li> is threatening, harassing, or promotes racism, bigotry, hatred, or physical harm of any kind </li> <li> against any group or individual; </li> <li> is illegal or promotes any illegal activities. or </li> <li> contains any advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation. </li> </ul> PROHIBITED ACTIVITIES By using the Services, you agree that you will not: <ul> <li> breach this Agreement or any other agreement between you and Zeta or violate any Zeta policy; </li> <li> access or use any part of the Services for any non-personal, commercial purpose; </li> <li> access or use the Services for any illegal purpose or violate any law, statute, ordinance, or regulation; </li> <li> attempt to gain unauthorized access to any other user’s Account; </li> <li> modify or attempt to modify or in any way tamper with, circumvent, disable, damage or otherwise interfere with the Services; </li> <li> access or use the Services in a way that may infringe upon the intellectual property or other rights of any third party, including, without limitation, trademark, copyright, privacy, or publicity rights. or </li> <li> provide false, inaccurate or misleading information; </li> <li> modify, adapt, translate or create derivative works based upon the Services or any part thereof, except and only to the extent the foregoing restriction is expressly prohibited by applicable law. or </li> <li> copy, distribute, transfer, sell or license all or part of the Services; </li> <li> transfer the Application to, or use the Application on, a device other than the Authorized Device; </li> <li> use spiders, robots, data mining techniques, or other automated devices or programs to catalog, download, or otherwise reproduce, store, or distribute content available on our website; </li> <li> take any action to interfere with or disrupt the website or another person’s use of the website, including through means of overloading, flooding, mailbombing, or crashing the website, circumventing security or user authentication measures or attempting to exceed the limited authorization and access granted to you under these Terms of Use; </li> <li> take any action to circumvent, compromise or defeat any security measures implemented in the Services; </li> <li> use the Services to access, copy, transfer, retransmit or transcode information, Zeta logos, marks, names or designs or any other content in violation of any law or third party rights; </li> <li> (o)&nbsp. remove, obscure, or alter Zeta’s (or any third party’s) copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed through the Services; </li> <li> transmit any file that contains viruses, worms, Trojan horses, or any other destructive features, or that otherwise interferes with the proper working of the website. or </li> <li> attempt to decompile or reverse-engineer any of the software or other technology underlying the website or any of its interactive features. </li> </ul> CLOSING YOUR ONLINE ACCOUNT These Terms of Use will continue to apply to you unless you delete your online account and no longer visit our website. You are able to close your account by contacting us at support@askzeta.com. TERMINATION Without limiting other remedies, Zeta may immediately terminate or suspend your access to and/or use of the Zeta Services and remove, subject to any regulatory retention requirements, any material from the Services or our servers, in the event that you breach this Agreement. Notwithstanding the foregoing, we also reserve the right to terminate, limit or suspend your access to or use of the Zeta Services at any time and for any reason or no reason, including: (i) where we determine in our sole discretion that such action is reasonable in order to comply with legal requirements or to protect the rights or interests of Zeta or any third party. or (ii) in connection with any general discontinuation of the Services. We also reserve the right to modify the Services at any time without notice to you. We will have no liability whatsoever on account of any change to the Services or any suspension or revocation of your access to or use of the Services.  You may terminate acceptance of this Agreement at any time by permanently closing your Zeta account and deleting the Application in its entirety from the Authorized Device, whereupon (and without notice from Zeta) any rights granted to you herein will automatically terminate. If you fail to comply with any provision of this Agreement, any rights granted to you herein will automatically terminate. In the event of such termination, you must immediately delete the Application from the Authorized Device. You can close your account by sending us a message via secure message within the Zeta Joint Cards app or by emailing us at vip@askzeta.com. Upon termination of this Agreement: you understand and acknowledge that we will have no further obligation to provide or allow access to your Account or the Services. Upon termination, all licenses and other rights granted to you by this Agreement will immediately cease. Zeta is not liable to you or any third party for termination of the Services or termination of your use of the Services. UPON ANY TERMINATION OR SUSPENSION, ANY INFORMATION THAT YOU HAVE SUBMITTED, UPLOADED OR OTHERWISE MADE AVAILABLE ON, TO OR THROUGH THE ZETA SERVICES OR THAT WHICH IS RELATED TO YOUR ACCOUNT MAY NO LONGER BE ACCESSED BY YOU. Furthermore, except as may be required by applicable law or as provided in our Privacy Policy, Zeta will have no obligation to store or maintain (or delete or destroy) any information stored in our database or to forward any information to you or any third party. COPYRIGHT NOTICE Zeta respects the intellectual property rights of others and expects you to do the same. Accordingly, we will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or through the Services infringe your copyright, you may request removal of those materials (or access to them) from the Services by submitting written notification to our Copyright Agent (designated below).  In accordance with the Digital Millennium Copyright Act of 1998, (17 U.S.C. § 512) (“DMCA”) the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, the written notice (the “DMCA Notice”) must include substantially the following:  <ul> <li> your full legal name, telephone number, and email address;  </li> <li> physical or electronic signature;  </li> <li> identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Services, a representative list of such works;  </li> <li> identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material;  </li> <li> a statement by that you have a good faith belief that the disputed use has not been authorized by the copyright owner, its agent, or the law;  </li> <li> a statement by you made under penalty of perjury, that the information in your notice is accurate, that you are the copyright owner or authorized to act on the copyright owner’s behalf. and  </li> <li> your electronic or physical signature or the electronic or physical signature of the person authorized to act on your behalf.  </li> <li> Please send your DMCA Notice to legal@askzeta.com </li> <li> If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective. Please be aware that if you knowingly materially misrepresent that material or activity on the Services is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA. </li> </ul> DISCLAIMERS OF WARRANTIES THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. EXCEPT AS REQUIRED BY LAW, ZETA DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS REGARDING THE SERVICES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, QUIET ENJOYMENT, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, FREEDOM FROM VIRUSES OR OTHER HARMFUL CODE, FITNESS FOR ANY PARTICULAR PURPOSE, OR ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE OR TRADE. SPECIFICALLY, BUT WITHOUT LIMITATION, ZETA DOES NOT WARRANT THAT: (1) THE INFORMATION PROVIDED IN, OR THAT MAY BE OBTAINED FROM USE OF, THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE CORRECT, ACCURATE, UP-TO-DATE, OR RELIABLE. (2) THE SERVICES BE UNINTERRUPTED OR ERROR-FREE. (3) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED BY OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS. OR (4) ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED. YOU ASSUME ALL RISK FOR ALL DAMAGES, INCLUDING DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE DEVICE OR LOSS OF DATA THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE. YOU HEREBY ACKNOWLEDGE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” LIMITATION OF LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER THE INDEMNIFIED PARTIES NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OPERATING OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, WHETHER OR NOT THE INDEMNIFIED PARTIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE WHERE SUCH DAMAGES RESULT FROM: (i) YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICES, OR (ii) ANY PURCHASE OF A THIRD PARTY PRODUCT OR SERVICE BASED ON INFORMATION CONTAINED IN THE ZETA SERVICES, INCLUDING THE AVAILABILITY OF A COUPON. YOU SPECIFICALLY ACKNOWLEDGE THAT THE INDEMNIFIED PARTIES ARE NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, THE INDEMNIFIED PARTIES WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY THIRD-PARTY CONTENT UPLOADED ONTO OR DOWNLOADED FROM THE SITE OR THROUGH THE SERVICE.  SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CERTAIN CIRCUMSTANCES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.  EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THIS AGREEMENT. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT. THE LIMITATIONS IN THIS SECTION 21 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. INDEMNIFICATION You agree to indemnify and hold harmless Zeta and its Board of Managers, officers, advisors, partners and personnel from and against all claims, liabilities, damages, and expenses arising out of or in any way attributable to any breach of these Terms of Use by you. DISPUTE RESOLUTION PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US. You agree that any dispute between you and Zeta arising out of or relating to this Agreement or the Services (collectively, “Disputes”) will be governed by the arbitration procedure outlined below.  Governing Law. Except as otherwise required by applicable law, the Agreement and the resolution of any Disputes shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of laws principles. These laws will apply no matter where in the world you live, but if you live outside of the United States, you may be entitled to the protection of the mandatory consumer protection provisions of your local consumer protection law. Informal Dispute Resolution. We want to address your concerns without needing a formal legal case. Before filing a claim against Zeta, you agree to try to resolve the Dispute informally by contacting support@askzeta.com. We will try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or Zeta may bring a formal proceeding.  We Both Agree To Arbitrate. You and Zeta agree to resolve any Disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below. Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by contacting support@askzeta.com within 30 days of first accepting this Agreement and stating that you (include your first and last name) decline this arbitration agreement. Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes then in effect. Arbitration will be handled by a sole arbitrator in accordance with those rules. The arbitration will be held in the United States county where you live or work, San Francisco, California, or any other location we agree to.  Arbitration Fees. The AAA rules will govern payment of all arbitration fees. If the value of your claim does not exceed $10,000, Zeta will pay for the reasonable filing, administrative, and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or brought for an improper purpose.  Exceptions to Agreement to Arbitrate. Either you or Zeta may assert claims, if they qualify, in small claims court in San Francisco, California, or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or infringement of intellectual property rights (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.  No Class Actions. You may only resolve Disputes with Zeta on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed under our agreement. (i) Judicial Forum for Disputes. Except as otherwise required by applicable law, in the event that the agreement to arbitrate is found not to apply to you or your claim, you and Zeta agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of San Francisco County, California. Both you and Zeta consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.  Limitation on Claims. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement or the Services must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever. GENERAL This Agreement, together with the Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire and exclusive understanding and agreement between you and Zeta regarding your use of and access to the Service, and except as expressly permitted above may only be amended by a written agreement signed by authorized representatives of the parties. You may not assign or transfer this Agreement or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign this Agreement or any of our rights or obligations under this Agreement at any time without notice. The failure to require performance of any provision shall not affect our right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. In the event that any part of this Agreement is held to be invalid or unenforceable, the unenforceable part shall be given effect to the greatest extent possible and the remaining parts will remain in full force and effect. FEEDBACK We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by contacting us via email or chat. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose. CONTACT If you have any questions regarding these Terms of Use, please contact us at support@askzeta.com.