Terms of Service.

These Terms of Service (these “Terms”) constitute a legally binding agreement between Zidux Foundation, Inc., (“Zidux Foundation”) and you, and govern your access to and use of our website, tools, and services located at https://Zidux.net (the “Site”). Please read these terms carefully. By accessing or using the site in any way, you represent that you have read, understand, and agree to be bound by these terms and if you are acting on behalf of a business entity, that you have the authority to enter into this agreement on behalf of such business entity, and are authorized to bind such business entity to this agreement. If you do not agree to be bound by this agreement, you may not access or use the site.

Access and Use

Subject to your strict compliance with these Terms, Zidux Foundation hereby grants you a non-exclusive, non-transferable, non-sublicensable, revocable, limited license to access and use the Site and Materials solely for your personal or internal business purposes, as applicable. You may not: (a) access the Site or any Materials to build a competitive product or service; (b) modify, copy or reverse engineer the Site or any Materials or any part thereof; (c) remove, change or replace any Zidux Foundation’ Marks; (d) copy any ideas, features, functions or graphics of any Zidux Foundation Property; or (e) access any part of any Zidux Foundation Site, or any server, equipment, or network used to provide any Zidux Foundation Site unless expressly authorized to do so or exceed any authorized level of access.

By signing up to use Zidux Foundation beyond the free trial, you grant Zidux Foundation the right to use your company’s name and logo on its website or other marketing materials (unless it is agreed to otherwise in an Agreement or a Statement of Work). Zidux Foundation’ use of the name and logo of your company does not create any ownership right therein and all rights not granted to Zidux Foundation are reserved by you and your company, as applicable.

Ownership

All text, content, documents, names, logos, trademarks, service marks, brand identities, characters, trade names, graphics, designs, copyrights, trade dress, or other intellectual property appearing on the Site, and the organization, compilation, look and feel, illustrations, artwork, videos, music, software and other works on the Site (the “Materials”) are owned by Zidux Foundation and its affiliates or used with permission or under license from a third party (hereinafter collectively referred to as the “Owner”) and are protected under copyright, trademark and other intellectual property and proprietary rights laws. As between Zidux Foundation and you, all right, title and interest in and to the Materials will at all times remain with Zidux Foundation and/or its Owners. The words “ZiduxFoundation ” and the “Zidux Foundation ” logos, and other marks, logos, and titles are registered and/or common law trade names, trademarks, or service marks of Zidux Foundation. Zidux Foundation reserves all other rights. Except as expressly provided herein, nothing on the Site shall be construed as conferring any license under Zidux Foundation’s and/or any Owner’s intellectual property rights, whether by estoppel, implication, or otherwise. Notwithstanding anything herein to the contrary, Zidux Foundation may revoke any of the foregoing rights and/or your access to the Site, or any part thereof, including the blocking of your IP Address, at any time without prior notice.

Acceptable Use Policy

You agree that your use of the Site is subject to the following acceptable use policy (“AUP”) and that in the event that you violate the AUP in any way, Zidux Foundation may suspend or terminate your access to the Site, including by blocking your IP Address, at any time without prior notice. You will not use, in connection with the Site or any application or product developed using any service provided by Zidux Foundation or the Zidux Foundation Site (each an “App”), any content (“Prohibited Content”) that:

* is offensive or promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual, or is pornographic or sexually explicit in nature;

* bullies harasses or advocates stalking, bullying, or harassment of another person;

involves the transmission of “junk mail”, “chain letters,” or unsolicited mass mailing, or “spamming,”; is false or misleading or promotes, endorses, or furthers illegal activities or conduct that is abusive, threatening, obscene, defamatory, or libelous or would violate the regulations of the U.S. Securities and Exchange Commission or any rules of a securities exchange such as the New York Stock Exchange, the American Stock Exchange or the NASDAQ;

* promotes, copies perform, or distributes an illegal or unauthorized copy of another person’s work that is protected by copyright or trade secret law, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protection devices, or providing pirated music, videos, or movies, or links to such pirated music, videos, or movies;

is involved in the exploitation of persons under the age of eighteen (18) in a sexual or violent manner, or solicits personal information from anyone under thirteen (13);

provides instructional information about illegal;

* contains viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or similar software; or otherwise violates these Terms or the terms and conditions of any Software Developer Kit, end-user license agreement, or software license provided by Zidux Foundation in connection with such App.

In case you use data provided by Zidux Foundation that have originated on another data platform, you agree to the terms and policies laid out by the said platform (such as Twitter Terms of Service, Privacy Policy, Developer Agreement, Developer Policy, or any other relevant policy in case of the Twitter platform) before you start receiving and using such data from Zidux Foundation.

Geographic restrictions

The Site can be accessed from countries around the world and may contain references to products and/or services that are not available in your country. Zidux Foundation reserves the right to limit the availability of the Site and/or the provision of any product or service available through the Site to any person, geographic area, or jurisdiction, at any time and at Zidux Foundation’s sole discretion. Zidux Foundation makes no representations that the Site or products and services are appropriate or available for use in all locations. Those who access or use the Site from other jurisdictions do so of their own volition and are responsible for compliance with local law.

Third-Party Links

Portions of the Site may contain links to websites operated by third parties (“Third Party Sites”). Such links are provided for your convenience only, and if you access any such Third Party Sites you do so at your own risk. Zidux Foundation is not responsible for the content of any such Third Party Sites, or the products and services sold on them, nor is Zidux Foundation responsible or liable for any loss or damage that may arise from your use of such Third Party Sites. Links to other Third Party Sites do not imply our endorsement of any content, advertising, products, services, or other materials on or available through such Third-Party Sites.

Availability of Site

From time to time the Site or portions thereof may be inaccessible or inoperable due to: (a) equipment malfunctions; (b) periodic maintenance procedures or repairs that Zidux Foundation may undertake from time to time; or (c) causes beyond the reasonable control of Zidux Foundation or that are reasonably foreseeable by Zidux Foundation, such as interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree that Zidux Foundation does not guarantee access to the site on a continuous and uninterrupted basis and that Zidux Foundation is not responsible for any delays, delivery failures, or other damages resulting from interruptions in the availability of the Zidux Foundation properties.

Changes to Site

Zidux Foundation reserves the right to modify, withdraw, suspend or discontinue, temporarily or permanently, at any time and from time to time, any Materials, product, or service available on the Site, without limitation, in whole or in part, including the cessation of all activities associated with the Site, with or without notice. You agree that Zidux Foundation will not be liable to you or to any third party for any such modification, withdrawal, suspension, or discontinuance.

GDPR and Personal Data Compliance

To the extent, we process any Customer Data to which the provisions of the European Union’s General Data Protection Regulation apply, the terms of the Personal Data Addendum will apply. You accept the terms listed in the Personal Data Addendum and agree that we may process the Customer Data in any location of Zidux Foundation, its affiliates, partners, and service providers, in accordance with the terms of this Addendum.

Arbitration; Applicable Law

Please read this carefully. It affects your rights. Except for a claim by Zidux Foundation of infringement or misappropriation of any of Zidux Foundation’s patent, copyright, trademark, or trade secret rights, any and all disputes between you and Zidux Foundation arising under or related in any way to these Terms must be resolved through binding arbitration as described in this section. This agreement to arbitrate is intended to be interpreted broadly. It includes, but is not limited to, all claims and disputes relating to your use of the Site.

You agree that by entering into this agreement, you and Zidux Foundation are each waiving the right to trial by jury or to participate in a class action. You and the developer agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. Any arbitration will take place on an individual basis; class arbitrations and class actions are not permitted.

The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes of the American Arbitration Association (“AAA”), as modified by this section. For any claim where the total amount of the award sought is $10,000 or less, the AAA, you, and the Developer must abide by the following rules: (a) the arbitration shall be conducted solely based on written submissions, and (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties. If the claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules, and the hearing (if any) must take place in Tampa, Florida. The arbitrator’s ruling is binding and may be entered as a judgment in any court of competent jurisdiction. In the event this agreement to arbitrate is held unenforceable by a court, then the disputes that would otherwise have been arbitrated shall be exclusively brought in the state or federal courts located in Tampa, Florida, and shall be decided pursuant to the laws of the State of Florida, excluding its conflicts of law rules that would result in the laws of a State other than Florida.

Claims of infringement or misappropriation of Zidux Foundation’s patent, copyright, trademark, or trade secret shall be exclusively brought in the state and federal courts located in Tampa, Florida.

Disclaimers

Without limiting the foregoing, the site, the materials, and all other features offered via the site, are provided to you “as is” and “as available” without warranty of any kind with respect to the site and/or materials, either express or implied, including but not limited to, fitness for a particular purpose, title, or non-infringement. Should applicable law not permit the foregoing exclusion of express or implied warranties, then Zidux Foundation hereby grants the minimum express or implied warranty required by such applicable law. No advice or information, whether oral or written, obtained by you from Zidux Foundation, its employees, agents, suppliers, or any other persons shall create any warranty, representation, or guarantee not expressly stated in this section. Additionally, Zidux Foundation does not make any warranties that the site will be uninterrupted, secure, or error free or that your use of the site will meet your expectations, or that the site, materials, or any portion thereof, is correct, accurate, or reliable. Zidux Foundation reserves the right to change any part of the site at any time without notice.

Limitation of Liability

Your use of the site is at your own risk. Neither Zidux Foundation, its affiliates, nor any of their respective officers, directors, agents, or other representatives will be liable for any damages, direct, indirect, incidental, consequential, special, or punitive, including, without limitation, loss of data, income, profit or goodwill, loss of or damage to property and claims of third parties arising out of your access to or use of the site or arising out of any action taken in response to or as a result of any materials or other information available on the site, however, caused, whether based on breach of contract, tort (including negligence), proprietary rights infringement, product liability or otherwise. The foregoing shall apply even if the company was advised of the possibility of such damages. If you become dissatisfied in any way with the site, your sole and exclusive remedy are to stop your use of the site. You hereby waive any and all claims against the company and its affiliates, agents, representatives, and licensors arising out of your use of the site. Because some states do not allow the disclaimer of implied warranties or the exclusion or limitation of certain types of damages, these provisions may not apply to you. If any portion of this limitation on liability is found to be invalid or unenforceable for any reason, then the aggregate liability of the company and its affiliates shall not exceed one hundred dollars ($100.) The limitation of liability herein is a fundamental element of the basis of the bargain and reflects a fair allocation of risk. The site would not be provided without such limitations and you agree that the limitations and exclusions of liability, disclaimers, and exclusive remedies specified herein will survive even if found to have failed in their essential purpose.

Miscellaneous Provisions

These terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Zidux Foundation. Zidux Foundation may freely transfer or assign this agreement and any or all of its rights and obligations described herein without restriction.

These terms are in English and all disputes between the parties shall be resolved in English. You understand and acknowledge that any foreign language services provided by Zidux Foundation are for informational purposes only and it is your obligation to obtain independent legal advice at your own expense to ensure you understand the terms of this agreement.

You affirm that you are more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in the terms of use, and to abide by and comply with these terms.

Zidux Foundation ’ failure to enforce any provision of these terms shall not be deemed a waiver of such provision nor of the right to enforce such provision. If any part of these terms is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, 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. 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.

Payment Authorization Disclaimer

Recurring Credit Card Charge Authorization Form I (we) hereby authorize Zidux Foundation Inc. to make recurring charges to my Credit Card listed below, and, if necessary, initiate adjustments for any transactions credited/debited in error. This authority will remain in effect until Zidux Foundation Inc. is notified by me (us) in writing to cancel it in such time as to afford Zidux Foundation Inc. and Credit Card company a reasonable opportunity to act on it. Zidux.net is a Product owned by Zidux Foundation Inc. All billing, support, and account activation for the Zidux Foundation Inc. product will be billed and completed by Zidux Foundation Inc. or its nominated, representative. Zidux Foundation Inc. has Certified and Appointed Representatives which are paid a commission on sales by Zidux Foundation Inc.

Changes to these terms

From time to time, Zidux Foundation may revise these terms. Your use of the site following the posting of any revised terms of use shall be deemed acceptance of the revised policy. Zidux Foundation strongly recommends checking terms of use periodically. If you disagree with the provisions of these terms at any time, your sole remedy is to terminate your use of the site. Continued use of the site constitutes your agreement to these terms as in effect.

DATA SECURITY

The security of Your Personal Information is important to the Company. The Company protects Your Personal Information by maintaining physical, organizational, and technological safeguards against unauthorized access, unauthorized disclosure, theft, or misuse appropriate to the sensitivity of such Personal Information. Personal Information collected by the Company may only be accessed by persons within the Company who require access to provide You with access to, use of, or content, services, or products provided on or through the Platform. The Personal Information the Company collects is maintained in Canada and the United States. If You have any questions about security on the Company’s Platform, please contact Ziduxfoundation@gmail.com.

​Although the Company takes precautions against breaches of or unauthorized access to Your Personal Information, no company can fully eliminate the risks of such breaches or unauthorized access, and no website, application, or platform is completely secure. The Company cannot guarantee that unauthorized access, hacking, data loss, or breaches of the Company’s security systems will never occur. Accordingly, You should not transmit Personal Information to the Company by any means if You consider that Personal Information to be sensitive.

Except as otherwise permitted or required by applicable law or regulation, the Company retains Personal Information that it collects only as long as necessary for the purposes for which such Personal Information was collected. The Company reserves the right to use anonymous and de-identified information, including anonymized or otherwise de-identified Personal Information, for any legitimate business purpose without further notice to You and without Your Consent.

ACCEPTANCE

Your initial payment per the terms above will also represent acceptance of these terms of service.

Contact Us

All feedback, comments, requests for technical support, and other communications relating to the site should be directed to ZiduxFoundation@gmail.com.