Zo

Terms & Conditions for Users Located in the United States

Last Updated November 8, 2024

Please read these Terms and Conditions carefully before downloading, installing or using the ZO Mobile Application.

These Terms & Conditions for Users Located in the United States (“Terms”) apply to the ZO mobile application and the associated services offered by ZO by Tishman Speyer and Studio by Tishman Speyer (the “App”). Tishman Speyer, 45 Rockefeller Plaza, New York, NY 10011, (212) 715-0300, info@findyourzo.com (collectively with ZO and Studio, “we,” “us,” “our,” or the “Company”) provides the App and related services subject to the Terms. Certain other websites, applications, and content operated or controlled by the Company are subject to different or additional terms. By accessing and using such additional websites, applications, or content, you (“you” or “user”) agree that additional terms may govern such access and use.

The App provides users with information, resources, and capabilities related to the use and enjoyment of the Company’s properties and facilities and enables the user to purchase products and services available for use in connection with these properties and their facilities (subject to separate terms), as well as to access certain Company events and services.

Please read these Terms carefully. In certain jurisdictions, certain sections of the Terms apply differently depending on whether you are a consumer or a business user. These Terms contain important information regarding your legal rights, remedies, and obligations with respect to your use of the App, including various limitations, exclusions, and, in certain instances, indemnities. In certain jurisdictions, you are considered a consumer if you use the App for purposes wholly or mainly outside your trade, business, craft, or profession; otherwise, you are considered a business user.

These Terms apply until terminated in accordance with the Terms. You may terminate the license to use this App at any time by destroying all copies of the App in your possession or control.

By clicking Accept, you signify that you have read, understand, and agree to be bound by these Terms in all respects. Such agreement will be deemed for all legal purposes to be in writing and legally enforceable as a signed written agreement. If you do not agree to these Terms, you must not use the App.

For business users: If you are an individual accessing or using the App on behalf of, or for the benefit of, any corporation, partnership, or other entity with which you are associated, then you are accepting the Terms on behalf of yourself and such corporation, partnership, or other entity, and you represent and warrant that you have the legal authority to bind such corporation, partnership, or other entity to these Terms. You can freely revoke your decision at any time by emailing us at info@findyourzo.com. If you revoke your decision, we will be unable to provide the App and related services.

The App and associated services are not directed to children under the age of 18 and we do not seek to collect any personal data of children under the age of 18.

The App may collect and send Tishman Speyer certain personal information which is described in and governed by Tishman Speyer’s Privacy Policy and Cookies Policy. The App is powered by View the Space, Inc. (“VTS”) technology. VTS’s privacy policy and terms are available here and here.

Territorial Scope. The App is controlled and/or operated from the United States and is not intended to subject us to non-U.S. jurisdictions or laws, except as otherwise expressly stated in these Terms. The App may not be appropriate or available for use in some jurisdictions outside of the United States. If you use the App, you do so at your own risk, and you are responsible for complying with all local laws, rules, and regulations. We may limit the App’s availability, in whole or in part, to any person, geographic area, or jurisdiction we choose, at any time and in our sole discretion**.**

Modification of the Terms. We reserve the right, in our sole discretion, to change, modify, add, or remove the terms, conditions, and notices under which the App is offered. If we make changes, we will post the amended Terms within the App and update the “Last Updated” date above. We may also attempt to notify you by sending you an email notification to the address associated with your account or providing notice through the App. It is your responsibility to check periodically for any changes we may make to these Terms. Your continued use of this App following the effective date of changes to these Terms or other policies means you accept and consent to the changes. Disputes arising hereunder will be resolved in accordance with the Terms in effect at the time the dispute arose.

Payment. Users are not charged by the Company or VTS for downloading or using the App. However, App users may purchase products or services through the App related to their use of ZO and Studio. Those purchases are subject to separate terms and conditions that will be provided at the time of purchase.

Termination. You agree that the Company may, under certain circumstances and without prior notice, immediately terminate your access to the App. Cause for such termination shall include, but not be limited to, (a) breaches or violations of these Terms or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you, (d) discontinuance of or material modification to the App and related services, (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) your engagement in fraudulent or illegal activities, and/or (h) your nonpayment of any fees owed in connection with your use of the services purchased through the App. In the event of termination, you must delete all copies of the App in your possession or control. If the Company terminates your access to the App for cause, all fees payable to the Company for use of services purchased through the App shall be immediately due and payable to the Company. Further, you agree that all terminations for cause shall be made in the Company’s sole discretion and that the Company shall not be liable to you or any third party for any termination of your access to the Services.

If you wish to terminate your App account, you may do so by using the “Delete Account” option in the account settings menu. Please note that deletion of your account will not automatically result in deletion of data that you have provided to the Company or that it has otherwise collected about you. For information about submitting a data deletion request, please see our Privacy Policy.

License to Use. Subject to your agreement to and compliance with these Terms, we grant you a non-exclusive, non-transferable, non-sharable, revocable, limited license to use the App solely for your personal, non-commercial purposes. We are entitled to immediately terminate this license, without any liability to you, in the event you violate any of the terms set forth herein. The App enables you to access content that belongs to us and/or our licensors and that is protected by copyright, trademark, and/or other intellectual property laws. We reserve all rights, including, without limitation, intellectual property rights, related to the App. You are not permitted to sell, auction, trade, sublicense, rent, lease, loan, or transfer the App or any of its content.

No Unlawful or Prohibited Use. As a condition of your use of the App, you warrant to us that you will use the App in a professional manner and in compliance with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, and regulatory requirements. You further agree that you will not:

Additionally, you agree to take reasonable steps to maintain the privacy of your username and password and to prevent unauthorized access to or disclosure of your username and password. You are entirely responsible for maintaining the confidentiality of your password and account and for all activities that occur under your account.

In the event you gain access to information or material not intended to be accessed by you, you agree that you will immediately notify us and destroy all copies of such information in your possession and not forward such information to any third parties. For this notice, you may contact us at info@findyourzo.com.

Information You Provide Us. We do not claim ownership of the materials or information you provide to us through the App (including feedback and suggestions), or post, upload, input, or submit to the App (collectively “Submissions”).

However, by posting, uploading, inputting, providing, or otherwise making your Submission, you are granting us, our affiliated companies, and necessary sublicensees, a worldwide, royalty free, sub-licensable, non-exclusive license to copy, distribute, transmit, reproduce, publicly display, edit, translate, publish, or otherwise use your Submission in connection with the operation of the App and our business, except to the extent prohibited by law.

None of the Submissions shall be subject to any obligation of confidence on our part and we shall not be liable for any use or disclosure of any Submissions. Subject to the foregoing limitations, we shall be entitled to unrestricted use of the Submissions for any purpose without compensation to the provider of the Submissions. All personal information provided via the App will be handled in accordance with the App’s online Privacy Policy, the terms of which are incorporated into these Terms.

We are under no obligation to post or use any Submission you may provide and may in our sole discretion remove any Submission at any time, for any reason, without notice to you.

By posting, uploading, inputting, providing, or submitting your Submission, you warrant and represent that you own or otherwise control all of the rights to your Submission, as described in this section, including, without limitation, all the rights necessary for you to provide, post, upload, input, or otherwise make the Submissions.

In the course of using the App, you may submit your personal data and/or the personal data of others. It is your responsibility to ensure this information is accurate and up to date.

Links to Third Party Sites. The App may contain links to other web sites (“Linked Sites”). The Linked Sites are not under our control and we are not responsible for the contents of any Linked Site, including, without limitation, any link contained in a Linked Site, or any changes or updates to a Linked Site.

By providing these links, we do not endorse, sponsor, or recommend such sites or the materials disseminated by or services provided by them, and are not responsible for the materials, services, or other situations at or related to or from any other site. We are not responsible for webcasting or any other form of transmission received from any Linked Site. We are providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by us of the App or any association with its operators. We reserve the right to disable links from any third-party sites to the App.

Please exercise discretion while using the App. You should be aware that when you are using the App, you could be directed to other sites that are beyond our control. There are links to other sites from the App pages that take you outside of the App. These other sites may send their own cookies to users, collect data, solicit personal information, or contain information that you may find inappropriate or offensive.

Links to Third Party Integrations. We may provide links to third party integrations. Third party integrations are websites or platforms that synchronize with our App to provide you with additional functionality, tools, or services, such delivering content based on your location.

You acknowledge and agree that we are not responsible for the availability of such sites or resources and do not endorse and are not responsible or liable for any content, advertising, goods, services, or other materials on, available through, or provided by such sites or resources.

We are not responsible for the privacy or other practices of such sites and cannot guarantee the security of any personal information that you provide to such sites or that such sites collect. We encourage you to review the privacy policies and terms and conditions on those linked sites.

Disclaimers and Limitation of Liability. The App and the materials located on or through the App are provided by us for informational purposes only, with the understanding that we are not, by the provision of these materials, engaged in the rendering of legal, financial, or other professional advice or services.

We make no representation or warranty as to the accuracy, completeness, or timeliness of the information or materials. The information and material on this App should not be relied upon or used as a basis for making significant decisions without consulting primary or more accurate, more complete, or timelier sources of information.

ANY RELIANCE ON THE INFORMATION OR MATERIAL ON THIS APP IS AT YOUR OWN RISK. ADVICE RECEIVED VIA THE APP SHOULD NOT BE RELIED UPON FOR PERSONAL, PROFESSIONAL, CAREER, LEGAL, OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE APP MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. WE MAY MAKE IMPROVEMENTS AND/OR CHANGES TO THE APP AT ANY TIME.

WE MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE APP FOR ANY PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND.

TO THE MAXIMUM EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, DESIGN, ACCURACY, CAPABILITY, SUFFICIENCY, SUITABILITY, CAPACITY, COMPLETENESS, AVAILABILITY, OR COMPATIBILITY ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY AND/OR ITS SUPPLIERS OR THIRD-PARTY CONTENT PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAYS, COMPUTER VIRUSES, LOSS OF USE, DATA OR PROFITS, UNAUTHORIZED ACCESS TO AND ALTERATION OF YOUR TRANSMISSIONS AND DATA, AND OTHER TANGIBLE AND INTANGIBLE LOSSES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE APP, WITH THE DELAY OR INABILITY TO USE THE APP OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FROM ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF EMAIL MESSAGES OR OTHER COMMUNICATIONS YOU SEND US, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS OBTAINED THROUGH THE APP, OR OTHERWISE ARISING OUT OF THE USE OF THE APP, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF THE COMPANY OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES AND, AS A RESULT, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE APP, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE APP.

Limitation on Liability. Neither the Company (including its affiliates and personnel) nor any other party involved in creating, producing, or delivering the App will be liable for any incidental, special, exemplary, or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure, or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) the use of or inability to use the App, or (iii) any communications, interactions, or meetings you may have with someone you interact or meet with through, or as a result of, your use of the App, whether based on warranty, contract, tort (including negligence), product liability, or any other legal theory, and whether or not the Company has been informed of the possibility of such damage, even if a limited remedy set out in these Terms is found to have failed of its essential purpose.

In no event will the Company’s aggregate liability for any claim or dispute arising out of or in connection with these Terms, your use of or inability to use the App, or any communications, interactions, or meetings you may have with someone you interact with or meet with through, or as a result of, your use of the App, exceed the amount you have paid to the Company in the 12-month period prior to the event giving rise to liability.

These limitations of liability and damages are fundamental elements of the agreement between you and the Company. If applicable law does not allow the limitations of liability set out in these Terms, the above limitations may not apply to you.

Electronic Communications Privacy Act Notice (18 U.S.C. 2701-2711). We make no guaranty of confidentiality or privacy with respect to any communication or information transmitted on the App or any website linked to the App. We will not be liable for the privacy of the information, e-mail addresses, registration, and identification information, disk space, communications, confidential or trade-secret information, or any other content transmitted over networks accessed by the App, or otherwise connected with your use of the App.

Right to Refuse Service or Terminate Access. We may prohibit you from participating in or utilizing the App if, in our sole and absolute discretion, you show a disregard for the Terms or act in an unacceptable manner, such as with the intent to annoy, abuse, threaten, or harass any other person, or in any other disruptive manner. We also reserve the right to refuse service, terminate accounts, remove, or edit content or cancel orders in our sole and absolute discretion without notice to you.

Suspension of App. If for any reason any portion of the App is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond our reasonable control which corrupt or affect the administration, security, fairness, integrity, or proper conduct of the App, we reserve the right, but do not assume the obligation, in our sole and absolute discretion, to prohibit you and any other individual or entity from using the App, and to cancel, terminate, modify or suspend the App or any portion thereof.

Right to Modify. We reserve the right to cancel or modify reservations or orders for services when we reasonably believe that a customer has engaged in fraudulent or inappropriate activity or under other circumstances where it appears that the reservations or orders contain or resulted from a mistake or error.

Availability of App, Products and Services. This App may not perform unless used in compliance with these specifications.

The App or the products and/or services described in and available through the App may not be available in your country. We make no representation that the App or services or products offered via the App are appropriate or available for use in any particular location.

Those who choose to access the App do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. If use of the App and/or viewing or use of any material or content therein or services offered thereby violates or infringes any applicable law in your jurisdiction(s), you are not authorized to view or use the App and must exit immediately. Your viewing and/or use of the App constitutes your representation that you are unconditionally and without limitation permitted to view and use the App and that we, our affiliates, and their owners, partners, franchisees, subsidiaries, officers, each of such person’s or entities’ directors, employees, contractors, agents, licensors, and suppliers (collectively, the “Indemnified Parties”) may rely upon such representation.

The App is operated from the United States and it is possible that some software from the App or the products and services offered on the App may be subject to United States export controls. Products and services described on the App, and software downloaded or otherwise exported or re-exported from the App, are not intended for sale, download, or export (i) into or to a national or resident of any country that is subject to a U.S. or U.N. embargo or sanction, (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals, (iii) to anyone subject to the same or similar restrictions even if not listed or to the U.S. Commerce Department’s Table of Deny Orders. By downloading or using the software, products, or services available via the App, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any of the above restricted lists or subject to such restrictions.

Indemnification. To the fullest extent permitted under applicable law, you agree to indemnify, defend, and hold harmless the Indemnified Parties from and against any and all allegations, demands, claims, liabilities, damages, fines, losses, expenses, penalties, or costs of whatsoever nature, including reasonable attorneys’ fees and court costs, and whether by reason of death of or injury to any person or loss of or damage to any property or otherwise (“Claims”) arising or resulting in any way from any violation of these Terms, the services or products provided to you as part of the App, or any related act or failure to act by you and whether or not occasioned or contributed to by the negligence of the Company or any agent or employee of the Indemnified Parties or any of them (except as and to the extent prohibited by applicable law), or Claims arising from your account, including, without limitation, any Claims related to infringement by you of the intellectual property rights of any person, including without limitation, copyright, patent, trade secret, trademark, artist rights, droit moral, privacy, publicity, or rights under other intellectual property laws.

Without limiting the foregoing, if you cause a technical disruption of the App or the systems transmitting the App to you or others, you agree to be responsible for any and all losses, liabilities, expenses, damages, and costs, including reasonable attorneys’ fees and court costs, arising or resulting from that disruption. In the event that any Claim is made or any action or proceeding is brought against the Indemnified Parties, or any of them, arising out of or connected with your violation of these Terms, any such Indemnified Party may, by reasonable notice to you, require you, at your expense, to resist such Claim or take over the defense of any such action or proceeding and employ counsel for such purpose, such counsel to be subject to the prior written approval of such Indemnified Party, which approval shall be deemed to have been given hereby in the case of counsel acting for your insurance underwriters engaged in such resistance or defense. You shall cooperate with us in the defense of any Claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

Governing Law. To the maximum extent permitted by law, these Terms are governed by the laws of the State of New York and you hereby consent to the exclusive jurisdiction and venue of courts in New York in all disputes arising out of or relating to the use of the App. You also agree that any action at law or in equity arising out of or relating to your use of the App shall be filed only in the United States District Court for the Southern District of New York, or, if there is no federal jurisdiction over the action, in the courts of the State of New York located in New York County, New York. You hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action.

Use of the App is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including without limitation this paragraph.

General Terms. The following general terms apply to you and your use of the App:

You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of these Terms or use of the App.

Our performance of these Terms is subject to existing laws and legal process, and nothing contained in these Terms is in derogation of our right to comply with governmental, court, and law enforcement requests, or requirements relating to your use of the App or information provided to or gathered by us with respect to such use.

If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, including, without limitation, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms shall continue in effect.

Unless otherwise specified herein or agreed to by the user, these Terms constitute the entire agreement between the user and the Company with respect to the App and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the user and the Company with respect to the App. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Authority to Sign and Electronic Signature. You represent and warrant that you have the legal right, power, and authority to agree to the Terms on behalf of yourself and the member, buyer, or supplier participating in the App. You further agree that your use constitutes an electronic signature as defined by the Electronic Signatures in Global and National Commerce Act (“E-Sign”) and the Uniform Electronic Transactions Act (“UETA”) and that you have formed, executed, entered into, and accepted the terms of and otherwise authenticated the Terms and acknowledged and agreed that the Terms are an electronic record for purposes of E-Sign, UETA, and the Uniform Computer Information Transactions Act and, as such, are completely valid, have legal effect, are enforceable, and are binding on, and non-refutable by, you and the member, buyer, or supplier on whose behalf you are acting.

Intellectual Property and App Content. Content made available through the App, including, without limitation, trademarks, trade dress, inventions, algorithms, computer programs (in source code and object code), customer and marketing information, and other content (“App Content”), whether registered or unregistered, may be protected by copyright, trademark, patent, trade secrets, know how, and/or other laws of the United States and other countries. You acknowledge that all intellectual property rights for the App Content are the exclusive property of the Company and/or its licensors and agree that you will not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices. You may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit any App Content accessed through the App except to the extent you are the legal owner of that App Content or as expressly permitted in these Terms. Subject to your compliance with these Terms, the Company grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the App on your personal device(s); and (ii) access and view the App Content made available on or through the App and accessible to you, solely for your personal and non-commercial use.

DMCA Notice. The Company respects the intellectual property rights of third parties. The Company responds to notices of alleged copyright infringement according to the Digital Millennium Copyright Act (“DMCA”) at 17 U.S.C. § 512 et seq. Regardless of whether or not the Company believes that it is liable for any copyright infringement for which we are provided notice, the Company’s response may include removing or disabling access to material claimed to be the subject of infringing activity and/or terminating an individual’s access to the App, in the Company’s sole discretion and operating within the parameters of the DMCA.

If you believe that your work has been copied in a manner that constitutes copyright infringement, please contact info@findyourzo.com with the following information:

If your content has been removed from the App in response to the Company’s receipt of a DMCA Notification as outlined above, and you believe the removal was inappropriate, you may submit a DMCA Counter-Notification by contacting us using the information above with the following information:

ARBITRATION AND WAIVER OF CLASS ACTION. EXCEPT AS THE TERMS OTHERWISE PROVIDE, YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND THE COMPANY WILL BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION AND THAT YOU WAIVE YOUR RIGHT TO BRING OR PARTICIPATE IN ANY CLASS, COLLECTIVE, OR OTHER REPRESENTATIVE ACTION.

Arbitration. Arbitration uses a neutral arbitrator to resolve a dispute instead of a judge or jury. It results in a final and binding decision that is subject to limited appellate review. By agreeing to arbitration, you waive the right to resolve your dispute through other available processes, such as court or an administrative proceeding. An arbitrator must honor the terms in these Terms and can generally award the same damages and relief a court can award under the law, including declaratory or injunctive relief. Certain rights that you might have in court, such as access to discovery, may be unavailable or limited in arbitration.

Any dispute, controversy, or claim between you and the Company, its agents, employees, officers, directors, principals, successors, assigns, subsidiaries, or affiliates (collectively for purposes of this section, “Company”) arising out of or relating to these Terms, the App, or the associated services (collectively “Dispute”) shall be settled by final and binding arbitration.

Any arbitration will be held before a single neutral arbitrator and will be governed by the Consumer Arbitration Rules and the Consumer Due Process Protocol (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”) as currently in effect, and as modified by these Terms, and will be administered by the AAA. You can find the AAA Rules online at https://www.adr.org/consumer or you can call the AAA at 800-778-7879, or write them at American Arbitration Association Case Filing Services, 1101 Laurel Oak Road, Suite 100, Voorhees, NJ 08043 (the “AAA Notice Address”).

All Disputes shall be governed by the laws of the State of New York, without regard to principles of conflict of laws. If there is a conflict between the AAA Rules and this arbitration clause, the arbitrator shall resolve such conflicts so as to preserve the parties’ mutual obligation to arbitrate claims on an individual basis.

Process. You agree to first try to resolve the Dispute informally by contacting us in writing at info@findyourzo.com If the Dispute is not resolved within 60 days of submission, you agree that you or the Company may initiate arbitration.

Notwithstanding the foregoing, in lieu of arbitration:

  1. you or the Company may assert a claim in small claims court in the United States, if your claim qualifies, provided that it is brought and maintained solely as an individual claim; and
  2. you or the Company may assert a claim in court to enjoin infringement or other misuse of intellectual property rights.

The arbitrator shall have sole authority to and shall address all claims or arguments by both parties, concerning the formation, legality, and enforceability of this arbitration clause, the scope of this arbitration clause, and the arbitrability of any claim or issue arising between you and the Company.

To initiate the arbitration process, send a letter to the AAA and to the Company with a request for arbitration and a description of your claim. You may also send a copy to the AAA online at https://www.adr.org. The AAA’s rules govern payment of all filing, administration, and arbitrator fees. Each party shall bear its own costs and expenses and an equal share of the arbitrators’ and administrative fees of arbitration.

Arbitration may be conducted at a location that is reasonably convenient for you. Upon request of either party, the arbitration shall be conducted via telephone or videoconference to the extent permitted by the AAA Rules. The arbitrator will follow these Terms and the award will be final and binding. At the conclusion of arbitration, the arbitrator shall issue a written decision explaining the basis for the award. Any awarded relief shall not exceed what is allowed by applicable law and the Terms. The parties agree that any declaratory or injunctive award may be vacated or corrected on appeal by either party to a court of competent jurisdiction for an error of law or legal reasoning. The parties shall bear their own costs and fees for any appeal. Judgment on any arbitration award may be entered in any court of competent jurisdiction. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

You agree that this arbitration section shall apply to any dispute or claim with other parties arising out of or relating to the Terms or App, including the determination of the scope or applicability of this section, regardless of the date of accrual, except that you or any such third parties may take claims to small claims court if they qualify for hearing by such a court.

Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

If for any reason this arbitration clause is deemed inapplicable or invalid, you and we both waive, to the fullest extent allowed by law, any claims to recover punitive or exemplary damages.

Mass Action Waiver. You and the Company acknowledge and agree that the relative benefits and efficiencies of arbitration may be lost when 100 or more arbitration claims are filed within 180 days which (1) involve the same or similarly situated parties; (2) are based on the same or similar claims which arise from the same or substantially identical transactions, incidents, alleged violations or events requiring the determination of the same or substantially identical questions of law or fact; and (3) involve the same or coordinated counsel for the parties (“Mass Action”). Accordingly, you and the Company agree to waive the right to have any Dispute administered, arbitrated, or resolved as part of a Mass Action (though the terms of the “Arbitration” section above will continue to apply to the Dispute). In case of a dispute, the appointed arbitrator for the first matter instituted within a set of claims identified by either party shall decide whether those claims are part of a Mass Action. If no arbitrator has yet been appointed, an arbitrator shall be appointed solely to determine whether claims identified by either party are part of a Mass Action. Nothing in this provision prevents you or the Company from participating in a mass settlement of claims.

If for any reason, notwithstanding this section, an arbitration proceeds as part of a Mass Action, the parties shall group the arbitration demands into batches of no more than 200. The batches shall be determined by listing the claimants’ alphabetically (by last name or business name, as applicable)—for example, the first 200 claimants listed will be the first batch, the next 200 claimants listed will be the second batch, and so forth. The parties shall randomly assign each batch a sequential number and arbitrate the batches one at a time, in sequential order. While one batch is being arbitrated, the arbitration provider shall hold the remainder in abeyance unless otherwise agreed by the parties or instructed by the arbitration provider. Each batch shall be resolved within 240 days of the pre-hearing conference for that batch.

Jury Trial and Class Action Waiver. IF FOR ANY REASON A DISPUTE OR CLAIM MAY PROCEED IN COURT RATHER THAN IN ARBITRATION, EACH PARTY TO THIS AGREEMENT IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THESE TERMS OR THE APP (WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER THEORY), UNLESS SUCH WAIVERS ARE UNENFORCEABLE.

Except as the Terms otherwise provide, you waive the right to a trial by jury and to the litigation of disputes in state or federal courts of general jurisdiction. You also agree that you may only resolve Disputes with the Company on an individual basis and may not assert a claim as a plaintiff or a class member in a class action, class-wide arbitration, or consolidated or representative action, and expressly waive your right to file a class action or seek relief on a class basis.

The arbitrator may award declaratory or injunctive relief to you only on an individual basis and only to the extent necessary to provide relief warranted by the individual claim. Other rights that you would have if you went to court, such as access to discovery, also may be unavailable or limited in arbitration.

Other. If any portion of this ARBITRATION AND WAIVER OF CLASS ACTION clause is determined by a court to be inapplicable or invalid, the remainder of the clause shall still be given full force and effect.

To the extent that any other provision of the Terms is found to be inconsistent with rights, duties, and requirements of this ARBITRATION AND WAIVER OF CLASS ACTION clause, or where the application of such a provision would change or render unenforceable any part of this arbitration clause, such provision shall be null and void and the terms of this ARBITRATION AND WAIVER OF CLASS ACTION clause shall control.

IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE, THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THESE TERMS, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED PROVISION.

No Personal Liability. Notwithstanding anything to the contrary contained in these Terms or the App, in no event shall any direct or indirect partner, member, or shareholder of the Company (or any officer, director, agent, member, manager, personal representative, trustee, or employee of any such direct or indirect partner, member, or shareholder) be personally liable for any debts or other obligations arising from claims related to your use of the App or these Terms, and any such debts, obligations, or claims shall be satisfied solely out of the assets of the Company. No personal judgement shall be sought or obtained against any direct or indirect partner, member, or shareholder of the Company (or any officer, director, agent, member, manager, personal representative, trustee, or employee of any such direct or indirect partner, member, or shareholder).

How to Contact Us. If you have any questions regarding the Terms, you may contact us at:

Tishman Speyer
45 Rockefeller Plaza
New York NY 10111
info@findyourzo.com