Terms of Service

These Terms of Service (the "Terms of Service") constitute a legal agreement between GoGozango, LLC (d/b/a Gozango), a Virginia limited liability company ("Gozango", "We", "Us", and "Our"), and the individual or entity identified during the account registration process ("Customer", "You", and "Your").

Gozango offers access to its website (the "Website") and its proprietary software-as-a-service platform known as Gozango Portal (collectively with the Website, as updated from time to time, the "Subscription Services"). The Subscription Services provide an all-in-one business management platform that combines lead generation, customer relationship management, content marketing, reputation management, automated customer engagements, and sales operations into a unified dashboard. By checking the box marked "I agree" and clicking the "Continue" button during the account registration process, Customer agrees that these Terms of Service are legally binding. If Customer does not agree to these Terms of Service, Customer should not create an account, and Gozango will not provide the Subscription Services.

IMPORTANT: THESE TERMS OF SERVICE CONTAIN A MANDATORY ARBITRATION PROVISION AND CLASS ACTION WAIVER THAT, AS FURTHER SET FORTH IN SECTION 9.3 BELOW, REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. THIS MEANS THAT CUSTOMER IS GIVING UP THE RIGHT TO SUE IN COURT OR IN CLASS ACTIONS OF ANY KIND.

1. ACCESS RIGHTS; SUBSCRIPTION SERVICES; OWNERSHIP

1.1 Right to Access

Subject to these Terms of Service and any limitations set forth on the Website, Gozango grants to Customer a nonexclusive, nontransferable, revocable, non-sublicensable, limited right to access and use the Subscription Services through the Website (the "Access Rights"). The Access Rights are granted solely for the internal business purposes of Customer or, if Customer is a digital marketing agency or similar service provider, for the purpose of providing marketing and advertising services to Customer's clients, and only during the Subscription Term (as defined in Section 8.1). Gozango may, in its sole discretion, change or discontinue any part of the Subscription Services, including the web address through which Customer accesses the Subscription Services.

1.2 Registration

To access the Subscription Services, Customer must create an account ("Account") with Gozango by submitting all information requested on the Website. All information Customer provides to Gozango during or after the account creation process (the "Registration Information") must be true, accurate, complete, and current, and Customer will promptly update its Registration Information as necessary to keep it accurate. Gozango may use all Registration Information subject to these Terms of Service. If the person accepting these Terms of Service is not the Customer, such person represents and warrants that they have the legal right and authority to agree to these Terms of Service on behalf of Customer, and that these Terms of Service constitute valid and binding obligations of Customer. To complete the registration process, the person accepting these Terms of Service must be at least 18 years old and have the legal capacity to enter into a binding contract.

1.3 Documentation; Subscription Plans

The Website contains materials that describe the features, functions, and uses of the Subscription Services (the "Documentation"). Gozango may offer or limit certain features, functionality, and Customer rights within the Subscription Services on a differentiated basis among various subscription plans, levels, or packages as described on the Website (each, a "Subscription Plan"). The Access Rights are limited as set forth in the applicable Subscription Plan description. Fees (defined below) may vary among Customers based on the applicable Subscription Plan.

1.4 Users

The Subscription Services may be accessed and used only by Customer or by individual employees and contractors authorized by Customer (each, an "Authorized User"), up to the maximum number of Authorized Users allowed by Customer's Subscription Plan. Gozango may provide functionality that grants one or more Authorized Users administrative control over Customer's Account, including the ability to designate Authorized Users, set permissions, revoke access, and configure settings; provided that such features will be available in Gozango's sole discretion as set forth in the Documentation. Customer is responsible for any breach of these Terms of Service by any Authorized User, whether or not such action was authorized by Customer, and any action taken by an Authorized User in connection with the Subscription Services shall be deemed an action taken by Customer. Customer shall not authorize access to or permit use of the Subscription Services by persons other than Authorized Users. Gozango may suspend an Authorized User's access to the Subscription Services if Gozango reasonably believes that such Authorized User has violated these Terms of Service, and Gozango shall have no liability to Customer arising from any such suspension.

1.5 Hosting; Technical Requirements

During the Subscription Term, Gozango will host, operate, and maintain the infrastructure necessary to access and use the Subscription Services via the Website. Customer acknowledges and agrees that its and its Authorized Users' access and use of the Subscription Services is dependent upon access to Internet services. Customer is responsible for procuring and operating all computer systems, Internet and telecommunications services, and other hardware and software required to access and use the Website. Gozango will not be responsible for any loss or corruption of data, lost communications, or any other loss or damage of any kind arising from any such telecommunications or Internet services or any such hardware or software.

1.6 Proprietary Rights; No Implied Licenses

The Website, the Subscription Services (including all software code), the Gozango Content (as defined below), Documentation, Analytics (as defined below), and all other content and materials that are not Customer Content (as defined below) that appear on the Website or in the Subscription Services, together with all improvements, modifications, derivative works, or innovations made thereto and all Intellectual Property Rights therein (collectively, the "Gozango Materials"), are the exclusive property of Gozango. This is true even if such improvements, modifications, derivative works, or innovations result from feedback provided by Customer. Except for the Access Rights expressly granted herein and the ownership of Gozango Content granted in Section 3.2, all rights in the Gozango Materials are reserved by Gozango. These Terms of Service do not convey to Customer any ownership or other Intellectual Property Rights in any Gozango Materials, and no right is granted to distribute, publish, modify, adapt, translate, or create derivative works of the Gozango Materials. Customer shall accurately reproduce all proprietary notices contained within the Gozango Materials. Nothing in these Terms of Service grants Customer any right to receive a copy of any software underlying the Website or Subscription Services. Gozango owns all Intellectual Property Rights related to any feedback, comments, or suggestions Customer or its Authorized Users provide regarding the Gozango Materials, and Customer hereby assigns all such Intellectual Property Rights to Gozango. As used herein, "Intellectual Property Rights" means all rights in patents, copyrights, trademarks, trade secrets, and other intellectual property, including rights to apply for any of the foregoing. Customer agrees that if Customer or any Authorized User infringes Gozango's Intellectual Property Rights or exceeds the scope of permitted use under these Terms of Service, Gozango will be irreparably injured and may terminate these Terms of Service.

1.7 Analytics

As used herein, "Analytics" means information, data, statistics, metadata, inferences, interrelationships, and/or associations generated by or from the Subscription Services, or regarding Customer's or its Authorized Users' use of the Subscription Services. Gozango may create, collect, use and disclose Analytics for industry analysis, benchmarking, analytics, marketing, and other business purposes in support of the provision and improvement of the Subscription Services. Analytics will be in aggregate or anonymous form only and will not contain Customer Content.

1.8 Personal Information Processing

For the purposes of these Terms of Service, "Personal Information" means information relating to an identified or identifiable natural person that is subject to applicable data protection and privacy laws ("Privacy Laws"). Gozango's collection and use of Personal Information relating to Customer's and/or an Authorized User's use of the Website or Subscription Services is governed by the Gozango Privacy Policy, as it may be updated from time to time in Gozango's sole discretion. A current copy of the Gozango Privacy Policy can be accessed on the Website. If and to the extent the Customer Content (as that term is defined below) includes Personal Information ("Customer Personal Information"), Gozango acts as a "data processor" or "service provider" with respect to that Customer Personal Information (as those terms are defined by Privacy Laws). Gozango will process Customer Personal Information for the purpose of providing the Subscription Services as described herein, or otherwise in accordance with the Customer's documented and lawful instructions. Customer acknowledges and agrees that Gozango may process Customer Personal Information in order to provide Subscription Services to Customer, fulfill its obligations under these Terms of Service, and for legitimate purposes related to Gozango's business operations, such as to operate, manage, test, and maintain the Services, provide support and/or use of the Services such as billing, account management, technical support, fraud prevention, and to enhance and develop the Services. For the avoidance of doubt, Gozango may aggregate or de-identify Customer Personal Information in accordance with Privacy Laws and use such aggregated or de-identified information for any purpose.

1.9 Customer Obligations for Customer Personal Information

Customer acknowledges and agrees that Customer: (a) will comply with its own obligations under Privacy Laws in respect of its use of the Subscription Services and any instructions it issues to Gozango; (b) has provided all notices, and obtained all consents, rights, and authorizations necessary under Privacy Laws for Gozango to process Customer Personal Information and provide the Subscription Services as described herein; and (c) will promptly notify Gozango and cease processing Personal Information in the event any required authorization or legal basis for such processing is revoked or terminates.

1.10 Security

Gozango will implement and maintain commercially reasonable technical and organizational security measures designed to protect Customer Content processed through the Subscription Services against unauthorized access, loss, destruction, damage, or disclosure.

1.11 Third Party Services

The Subscription Services may include, feature, integrate with, or link to information, data, content, websites, or services from third parties, including third-party platforms connected through the Customer-Authorized Integrations (as defined below) (collectively, "Third Party Services"). Customer acknowledges and agrees that: (a) Gozango is not responsible or liable for, and makes no representations regarding, any Third Party Services or the products, services, content, or operators thereof; (b) Gozango shall have no liability in connection with any Third Party Services; (c) the availability, features, functionality, and terms applicable to any Third Party Services may change or be discontinued at any time, with or without notice, in the sole discretion of the applicable third-party provider; and (d) Customer's use of any Third Party Services shall be governed by the terms of use or other applicable legal conditions of such Third Party Services. ALL THIRD PARTY SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," AND GOZANGO MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO ANY THIRD PARTY SERVICES, INCLUDING WITH RESPECT TO THEIR AVAILABILITY, COMPLETENESS, CORRECTNESS, ACCURACY, QUALITY, RELIABILITY, OR OTHERWISE. CUSTOMER IS RESPONSIBLE FOR DETERMINING THE SUITABILITY OF ANY THIRD PARTY SERVICES FOR USE BY CUSTOMER AND ITS AUTHORIZED USERS.

1.12 Customer-Authorized Integrations

The Subscription Services may permit Customer to connect Customer's third-party accounts (including Google Business Profile, Gmail, Microsoft Outlook, and social media accounts such as Meta (Facebook/Instagram)) via OAuth or similar authorization protocols, or to authorize Gozango to access, manage, and operate advertising campaigns via Google Ads and other advertising platforms on Customer's behalf (collectively, "Customer-Authorized Integrations"). For the avoidance of doubt, Customer retains sole ownership of Customer's third-party accounts, including Customer's Google Business Profile; Gozango acts only as an authorized user that syncs data from such accounts to provide the Subscription Services. Customer may revoke Gozango's access to any Customer-Authorized Integration at any time through the applicable third-party platform, and Gozango has no control over such revocation. By establishing Customer-Authorized Integrations, Customer: (a) grants Gozango permission to access, retrieve, and use data from those platforms as necessary to provide the Subscription Services; (b) confirms that Customer has the authority to connect those accounts and grant such permissions; (c) represents and warrants that Customer has obtained all necessary consents, rights, and authorizations required under Applicable Law for Gozango to access and use data imported from such platforms, including data of Customer's customers; and (d) acknowledges that Gozango will act on Customer's behalf when managing advertising campaigns, online listings, and performing other actions through the Customer-Authorized Integrations. Gozango's use of information received from Google Workspace APIs (including Gmail) will adhere to the Google API Services User Data Policy, including the Limited Use requirements. Gozango will make available to Customer, through the Subscription Services, reporting and performance data for advertising campaigns managed on Customer's behalf. With respect to Google Ads specifically, Customer acknowledges and agrees that all Google Ads campaigns will be run through Gozango's Google Ads account, that Customer will not have direct access to such account outside of the Gozango Portal, and that Customer will not open, activate, or re-activate any Google Ads account for the same domain during the Subscription Term, as multiple Google Ads accounts serving the same domain violates Google Ads policies and may cause all ads to be suspended. Customer further acknowledges that: (i) third-party platforms may modify, restrict, or revoke API access at any time, which may affect the functionality of the Subscription Services and may require Gozango to delete or cease providing access to data obtained through such platforms; (ii) Gozango is not responsible for changes, outages, or limitations imposed by third-party platforms; (iii) Gozango is not liable for any damages arising from Customer's use of the Customer-Authorized Integrations; (iv) Customer remains responsible for complying with the terms of service of each connected platform; and (v) API rate limits and platform-imposed restrictions may affect the speed and volume of actions performed through the Subscription Services. Data retrieved through Customer-Authorized Integrations is used solely to provide and improve the Subscription Services.

1.13 Platform Incentives

Customer acknowledges that third-party platforms may provide incentives to Gozango on the basis of volume of spending, customer satisfaction, or other factors. Gozango is under no obligation to disclose such incentives to Customer or to respond to any request for related information. In no event shall any such incentive, discount, or credit to Gozango impact Customer's financial terms or relationship with the applicable platform(s) or decrease the amount due from Customer to Gozango for the Subscription Services.

1.14 Website Builder and Domain Ownership

If Customer uses the website builder feature of the Subscription Services, Customer shall own Customer's domain name registered through the Subscription Services, and Gozango shall own the website hosting infrastructure and any website templates, designs, or code provided by Gozango. Upon termination of the Subscription Term, Customer may transfer Customer's domain name to another registrar or hosting provider; however, Customer acknowledges that the website design, content management system, and hosting environment are proprietary to Gozango and will not transfer with the domain. Customer will need to rebuild the website on a new platform if Customer wishes to continue operating a website after termination.

2. CUSTOMER RESPONSIBILITIES

2.1 Access Credentials

Customer will safeguard, and ensure that all Authorized Users safeguard, the devices, computers, and networks used to access the Subscription Services, as well as all login information, passwords, security protocols, and policies through which Authorized Users access the Subscription Services ("Access Credentials"). Sharing of Access Credentials among individuals is prohibited; each Authorized User must have unique login credentials. Customer will immediately notify Gozango if Customer learns of or suspects any unauthorized use of any Access Credentials, known or suspected breach of security, or any other actions undertaken by its Authorized Users that may adversely impact Gozango or Customer's computing environment. Gozango reserves the right, in its sole discretion and without liability to Customer or its Authorized Users, to take any action Gozango deems necessary or reasonable to ensure the security of the Subscription Services and Customer's Access Credentials and Account, including terminating Customer's access or the access of any Authorized User, changing passwords, or requesting additional information to authorize activities related to Customer's Account.

2.2 Representations

Customer represents and warrants that: (a) it has full power and authority to agree to these Terms of Service and to perform the requirements and obligations set forth herein; (b) the person agreeing to these Terms of Service on Customer's behalf has been duly authorized and empowered; (c) all information and materials provided by Customer to Gozango or through the Subscription Services, including all Customer Content, are accurate and complete, are used only with the necessary rights and permissions, and do not violate any third party's rights or any Applicable Law; (d) all Customer Content complies with the requirements of all advertising platforms integrated with the Subscription Services, including Google and Meta; and (e) Customer's advertisements and marketing activities conducted through the Subscription Services will not promote or constitute illegal activity or fraudulent business practices.

2.3 General Restrictions on Use

Customer shall, and shall ensure that its Authorized Users, comply with all Applicable Laws in the use of the Subscription Services and shall not act outside the scope of the rights expressly granted by these Terms of Service. Customer will not, and shall ensure that its Authorized Users will not: (a) make the Subscription Services available to anyone other than Authorized Users; (b) commercially exploit, sell, resell, license, sublicense, rent, lease, or distribute the Subscription Services or include the Subscription Services or any derivative works thereof in a service bureau or outsourcing offering; provided, however, that the foregoing shall not prohibit a Customer that is a digital marketing agency or similar service provider from using the Subscription Services to provide marketing and advertising services to its clients as expressly permitted under Section 1.1; (c) copy, modify, or make derivative works based upon the Subscription Services; (d) create Internet "links" to the Subscription Services or "frame" or "mirror" any reports contained in, or accessible from, the Subscription Services on any other website, server, or Internet-based device; (e) access the Subscription Services for purposes of monitoring its availability, performance, or functionality, or for any other benchmarking or competitive purposes; (f) decompile, disassemble, reverse engineer, or otherwise attempt to obtain or perceive the source code from which any software component underlying the Subscription Services is compiled or interpreted; (g) interfere with or disrupt the integrity or performance of the Subscription Services, the Website, or the data contained therein, or disrupt any servers or networks connected to the Subscription Services, or disobey any requirements, procedures, policies, or regulations of networks connected to the Subscription Services; or (h) use the Subscription Services to: (i) send spam or otherwise duplicative or unsolicited messages in violation of Applicable Law; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful, unsafe, malicious, abusive, or tortious material, including material harmful to children or violative of third-party privacy rights; (iii) convey false or misleading information about Customer's brand, products, or services; or (iv) send or store material containing software viruses, worms, Trojan horses, or other harmful computer code, files, scripts, agents, or programs, or plant malware on Gozango's computer systems or those of Gozango's third-party service providers, or otherwise use the Subscription Services to upload or distribute malware. Nothing in these Terms of Service shall be construed to grant Customer any right to obtain or use such source code. Compliance with the restrictions set forth in this Section 2.3 is an essential basis of these Terms of Service, and Customer agrees to reimburse Gozango for attorneys' fees and court or arbitration costs incurred in connection with any lawsuit or proceeding brought by Gozango in which a court or arbitrator finds that Customer or its Authorized Users have breached any provision of this Section 2.3.

2.4 Compliance with Laws

Customer will, and will ensure that its Authorized Users, comply with all applicable laws, rules, regulations, and guidelines that govern or relate to their use of the Subscription Services, as well as the subject matter, content, and activities described in or related to the Subscription Services. This includes all applicable laws related to consumer protection, marketing, privacy, accessibility, and data security (including the Telephone Consumer Protection Act, the CAN-SPAM Act, the California Consumer Privacy Act (as amended by the California Privacy Rights Act), and other federal and state consumer protection and privacy statutes), as well as industry-specific rules that may apply to the marketing of certain products (e.g., financial services or pharmaceutical products) (collectively, "Applicable Law"). As between Customer and Gozango, Customer is responsible for ensuring that all services and activities facilitated by the Subscription Services comply with all Applicable Laws, including all laws applicable to marketing and consumer protection. Customer specifically acknowledges its obligation to comply with Applicable Laws that apply to Customer's outreach campaigns and use of Customer Personal Information in connection with the Subscription Services. Customer represents and warrants that, with respect to any contact information, prospect lists, or other Customer Personal Information uploaded to or used within the Subscription Services for outreach or marketing purposes, Customer has obtained all consents, permissions, and authorizations required under Applicable Law to contact such individuals and to use their information as contemplated by the Subscription Services. Customer acknowledges that Gozango acts as the technical sender of automated outreach messages on Customer's behalf and at Customer's direction through the Subscription Services. Notwithstanding Gozango's role as technical sender, Customer remains solely responsible for ensuring that all outreach campaigns comply with Applicable Law, including obtaining all required consents under the CAN-SPAM Act, TCPA, or other Applicable Law.

2.5 Data Subject Rights

Customer is solely responsible for managing and responding to all data subject rights requests from Customer's customers, leads, and end users, including requests for access, deletion, correction, portability, restriction of processing, and objection to processing of Customer Personal Information. If Gozango receives any data subject rights request directly from Customer's customers or end users, Gozango may direct such request to Customer, and Customer shall promptly respond to and fulfill such request in accordance with Applicable Law.

2.6 Data Breach Notification

Customer is solely responsible for complying with all applicable data breach notification laws and regulations. In the event Customer discovers or is notified by Gozango of a security incident affecting Customer Personal Information processed through the Subscription Services, Customer shall: (a) promptly investigate the incident and take appropriate remedial measures; (b) determine whether the incident triggers any notification obligations under Applicable Law; (c) make all legally required notifications to affected individuals, regulatory authorities, and other required parties within the timeframes specified by Applicable Law; (d) bear all costs associated with such notifications and remedial measures; and (e) promptly inform Gozango of any notifications made to regulatory authorities or affected individuals.

2.7 Call Recording Consent

To provide the Subscription Services, including call tracking, lead analysis, and quality assurance features, Customer consents on behalf of itself, its organization, its Authorized Users, and its employees, contractors, and personnel, to have all calls and communications made through or tracked by the Subscription Services recorded, transcribed, analyzed, and stored. Gozango will use such recordings and transcriptions to identify the percentage of calls that are answered, track the outcome of leads, provide AI-powered call analysis and recommendations, and identify potential inefficiencies and areas for improvement. Customer is solely responsible for providing any notices to, and obtaining any consents from, third parties (including Customer's own customers and leads) as required by Applicable Law with respect to call recording.

3. CONTENT

3.1 Customer Content

Customer and its Authorized Users may upload, post, transmit, and make available to the Subscription Services certain information, data, and other content (collectively, the "Customer Content"). Except with respect to the Customer Personal Information, which is processed by Gozango in accordance with Section 1.8 herein, Customer hereby grants to Gozango a non-exclusive, royalty-free license to access, use, copy, distribute, and publicly display the Customer Content as set forth and described in the Documentation and as otherwise necessary or useful in connection with its provision of the Subscription Services to Customer.

3.2 Gozango Content

The Subscription Services use artificial intelligence to generate marketing content, social media posts, blog articles, outreach messages, recommendations, and other content based on the Customer Content (the "Gozango Content"). Customer shall own all Gozango Content generated specifically for Customer through the Subscription Services. Customer understands that the Gozango Content may contain errors, inaccuracies, or inappropriate suggestions and Customer is solely responsible for monitoring and reviewing the Gozango Content for appropriateness, adherence to Applicable Law, and usefulness prior to any use. The Gozango Content together with the Customer Content shall be referred to herein as "Content".

3.3 Artificial Intelligence and Machine Learning

The Subscription Services use artificial intelligence and machine learning technologies, including third-party AI services, to generate Gozango Content and to provide certain features of the Subscription Services. Gozango will not use Customer Content to train Gozango's or its third-party AI vendors' general-purpose machine learning models without Customer's prior consent. Customer Content may be processed by AI systems solely to generate Gozango Content and provide the Subscription Services to Customer. Customer acknowledges that AI-generated content may not be unique and that substantially similar content may be generated for other customers. Customer shall clearly disclose to its customers and end users when they are interacting with AI-generated content, AI-powered chatbots, or AI-generated voice or video features, including avatars created using the Subscription Services.

3.4 Biometric Data and Avatar Features

Certain features of the Subscription Services, including the Avatar Builder, may collect, process, and store biometric data, including facial geometry and voiceprints, from images, videos, or audio recordings provided by Customer or its Authorized Users ("Biometric Data"). By using such features, if and to the extent required by Applicable Law, Customer represents and warrants that Customer has provided all notices to, and obtained all consents from, any individuals whose Biometric Data is collected.

3.5 Customer Responsibility for Content

Customer is solely responsible for the Content, including its accuracy, quality, and conformity with Applicable Law. Customer represents and warrants that, during the Subscription Term, it has and will have the legal right and authority to provide Gozango with access to, use of, and license to the Customer Content, and that such access, use, and license will not cause a breach of any third-party agreement, violate any right of a third party, or violate any Applicable Law. Customer further represents and warrants that at all times during the Subscription Term, it will have obtained all consents reasonably necessary for Gozango to access and use the Customer Content and that the Customer Content:

1. is provided to Gozango in accordance with all Applicable Laws, does not otherwise violate any Applicable Law, and could not give rise to any liability
2. will not and does not infringe any Intellectual Property Rights
3. will not and does not violate the privacy, publicity, or other rights of third parties or any other law, statute, ordinance or regulation
4. will not include, without appropriate consents and compliance with Applicable Law, sensitive information of any kind, which includes but is not limited to information regarding a minor, sensitive financial information, sensitive medical or health information, race or ethnicity, religious beliefs, sexual orientation, or precise geographic location
5. will not and does not include, without appropriate consents and compliance with Applicable Law, any information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual or household other than the applicable Authorized User
6. is and will be truthful or factual as applicable
7. will not and does not misrepresent the source of the Customer Content
8. will not and does not misrepresent Customer's or any Authorized User's identity in any way
9. will not and does not contain any viruses, Trojan horses, spyware, malware, worms, time bombs, cancelbots, or other disabling devices or other harmful component intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information
10. will not and does not advocate or encourage any illegal activity
11. will not constitute false or misleading advertising
12. will not violate, or encourage any conduct that would violate, any Applicable Law or regulation or would give rise to liability; and
13. will not offer or accept improper benefits during any recruitment process or otherwise violate, or encourage any conduct that would violate, any Applicable Laws relating to the recruitment of athletes or other individuals

3.6 Monitoring

Gozango has no obligation to monitor any Content. Gozango does, however, reserve the right to monitor Content and further reserves the rights to remove or refuse to transmit any Content; to disclose Customer's name, contact information, and other information to any third party who claims that any Content violates any rights of a third party; and to terminate or suspend Customer's or any Authorized User's access to all or part of the Subscription Services.

3.7 Return and Deletion of Customer Content

Customer is responsible for retrieving all Customer Content prior to the Termination Date (defined below). Upon Customer's written request made within thirty (30) days of the Termination Date, Gozango may, in its sole discretion, provide Customer with an export of Customer's Customer Content in a commonly used format, subject to technical feasibility. After termination, Gozango may retain or delete Customer Content in its sole discretion, except where retention is required by Applicable Law or necessary to resolve disputes. Customer agrees that Gozango has no responsibility or liability for the deletion or failure to store any Customer Content or other content from or related to Customer maintained or transmitted by the Subscription Services.

3.8 Infringement Reporting and Digital Millennium Copyright Act (DMCA) Procedures

Any third party that owns Intellectual Property Rights (such owner, an "IP Rights Owner") or any agent authorized to act on the IP Rights Owner's behalf who has a good faith belief that any Content or other content on the Website infringes an IP Rights Owner's Intellectual Property Rights, and who would like to bring it to Gozango's attention, may report such concern(s) by sending notice to: support@gozango.com with subject line "Notice of Infringement". Gozango reserves the right to terminate any Customer's Access Rights or other rights to use the Subscription Services if such use infringes the Intellectual Property Rights of another or if Gozango determines that such party is a repeat infringer. If any Customer, Authorized User, or third party believes that any content or other material on the Website or within the Subscription Services constitutes copyright infringement, and such party would like to bring it to Gozango's attention, such party must provide Gozango's DMCA agent ("DMCA Agent") identified below with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification of the copyrighted work and the location on the Website of the allegedly infringing work; (c) a written statement that such party has a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; (d) the submitting party's name and contact information, including telephone number and email address; and (e) a statement by the submitting party that the above information in the notice is accurate and, under penalty of perjury, that the submitting party is the copyright owner or authorized to act on the copyright owner's behalf. The contact information for Gozango's DMCA Agent for notice of claims of copyright infringement is: support@gozango.com.

4. FEES AND PAYMENT

4.1 Fees

In consideration for the rights granted hereunder, Customer will pay to Gozango the fees for the Access Rights, the applicable Subscription Plan, and for any other services as set forth on the Website (the "Fees"). Fees may include: (a) a recurring platform fee at a rate determined by Gozango in its sole discretion (which may be zero); (b) usage-based charges for telephony, messaging, and AI content generation features, which are prepaid through Customer's wallet balance within the Subscription Services at rates determined by Gozango; (c) advertising management fees for search and social advertising campaigns managed by Gozango on Customer's behalf, calculated as a percentage of Customer's ad budget as set forth on the Website; and (d) one-time fees for registration, setup, vetting, or other services as set forth on the Website. All Fees are nonrefundable and will be paid in U.S. dollars, in advance, monthly or annually as selected by Customer, or in such other intervals as may be provided on the Website, and exclude all Taxes (as defined below). Gozango reserves the right to change the Fees, including usage rates and advertising management fee percentages, with thirty (30) days' notice. Customer represents and warrants that it has the right to use any payment card or other means of payment provided to Gozango for payment of the Fees. By providing payment card information, Customer authorizes Gozango and its third-party service providers to use and store the card as a payment method for all purchases made through the Website. Customer's purchase, including the entry of billing information and payment card details, may be subject to additional terms of service of Gozango's third-party service providers. Customer agrees to provide current, complete, and accurate purchase and billing information for all purchases and to promptly update billing information, including email address and payment card numbers and expiration dates. Providing any untruthful or inaccurate information is a breach of these Terms of Service and may result in cancellation of the Access Rights. Gozango may request additional information from Customer prior to accepting any payment, and verification of information may be required prior to the acknowledgment or completion of any purchase. Any payment processed by or on behalf of Gozango that Customer believes to be in error must be disputed by Customer in writing within thirty (30) days of such payment; failure to dispute within such period shall waive any claim for adjustment, refund, credit, payment card dispute, or other claim or offset with respect to such payment.

4.2 Prepaid Wallet

Certain usage-based features of the Subscription Services, including telephony (calls and SMS), and AI-generated content, require Customer to maintain a prepaid wallet balance. Customer authorizes Gozango to automatically recharge Customer's wallet balance when it falls below a threshold determined by Gozango, by charging Customer's designated payment method for a recharge amount as set forth on the Website. Gozango may adjust the automatic recharge threshold and amount based on Customer's usage patterns. Wallet balances are non-transferable and may only be used for Gozango platform services. Prepaid wallet balances that remain unused for a period of inactivity as set forth on the Website will expire. All prepaid wallet balances are forfeited upon cancellation or termination of Customer's Account, with no cash refund or credit provided. Gozango may suspend usage-based features if Customer's wallet balance falls below a minimum threshold.

4.3 Advertising Budget, Credits, and Pre-Launch Authorization

For search and social advertising campaigns managed by Gozango, Customer will prepay Customer's advertising budget in addition to applicable advertising management fees. Prior to the launch of any advertising campaign, Gozango may place a temporary authorization hold on Customer's designated payment method for the net advertising budget plus applicable fees; this authorization is not a charge, and Customer's bank may display the pending authorization for up to ten (10) business days after release. The first invoice (including applicable Taxes) will be issued on the campaign launch date, and campaigns will not go live until payment is received. Gozango will manage advertising campaigns through Gozango's own advertising platform accounts as set forth in Section 1.12. If Customer deactivates or cancels advertising services mid-cycle, unused prepaid advertising budget may be credited toward future advertising invoices only; no cash refunds will be provided. Such credits are not transferable to other Gozango products or services, are not redeemable for cash, and will expire if Customer does not have a paid advertising invoice within a period as set forth on the Website. If Customer's platform subscription is suspended or terminated, advertising campaigns may be paused and unused advertising budget may be credited or forfeited as set forth on the Website.

4.4 Taxes

Unless otherwise stated, the Fees do not include any applicable sales, use, value-added, or similar taxes assessable by any local, state, provincial, federal, or foreign jurisdiction (collectively, "Taxes"). Customer is responsible, and Gozango shall have no liability, for all Taxes applicable to Customer's purchases hereunder. Notwithstanding the foregoing, Gozango may, in its sole reasonable determination, conclude it is legally required to collect and remit such Taxes to a taxing jurisdiction on behalf of Customer. In such an event, even if Gozango has already charged or invoiced Customer for the applicable Subscription Services, Gozango may charge or invoice Customer for such Taxes, and Customer shall pay Gozango the amount of Taxes, unless Customer provides Gozango with a valid tax exemption certificate authorized by the appropriate taxing authority. Gozango will utilize the billing address provided by Customer to determine the appropriate taxing jurisdiction. Customer will make all payments to Gozango free and clear of, and without reduction for, any Taxes.

4.5 Automatic Renewal and Recurring Charges

Customer's Subscription Plan will automatically renew for successive periods of the same duration as the initial subscription period (e.g., monthly subscriptions renew monthly, annual subscriptions renew annually) unless Customer cancels prior to the renewal date through the Website or by providing notice to Gozango. By subscribing to the Subscription Services, Customer expressly authorizes Gozango to charge Customer's designated payment method on a recurring basis for the applicable Fees, plus any applicable Taxes, at the then-current rate until Customer cancels. Gozango will charge the applicable Fees in advance of each renewal period. Customer may cancel automatic renewal at any time through Customer's account settings on the Website; however, no refunds or credits will be provided for partial subscription periods. Gozango will provide Customer with notice of any Fee increases at least thirty (30) days prior to the next renewal date, and Customer's continued use of the Subscription Services after the effective date of any Fee increase constitutes Customer's acceptance of such increase.

4.6 Non-Payment, Chargebacks, and Suspension

Gozango may charge all Fees due to Customer's designated payment method. If Customer's payment fails or is declined, Gozango or its payment processor may automatically retry the payment multiple times over a period of up to fourteen (14) days. If payment is not successfully processed within such period, Gozango reserves the right to: (a) suspend Customer's access to all or part of the Subscription Services until all outstanding Fees are paid in full; (b) deactivate Customer's Account; and (c) delete Customer Content in its sole discretion. If Customer initiates a chargeback or payment dispute with Customer's bank or payment provider, Gozango may immediately suspend Customer's access to the Subscription Services and pause any advertising campaigns, and any unused prepaid wallet balances or advertising budget credits may be forfeited at Gozango's sole discretion. Customer agrees to contact Gozango directly to resolve any billing concerns before initiating a chargeback. Any breach of Customer's payment obligations will be deemed a material breach of these Terms of Service. Late payments are subject to interest at the rate of one and one-half percent (1.5%) per month (or the maximum rate permitted by Applicable Law, if less) on the outstanding balance, plus all reasonable expenses of collection, including attorneys' fees. Customer will continue to be charged for the Subscription Services during any period of suspension. If Gozango terminates the Subscription Services due to Customer's non-payment, Customer will remain obligated to pay all outstanding Fees.

4.7 Usage Limits and Fair Use

Certain features of the Subscription Services, including content generation credits, call minutes, and SMS messaging, may be subject to usage limits, fair use policies, or minimum thresholds as set forth on the Website or in the applicable Subscription Plan documentation. Content generation credits expire twelve (12) months from the date of purchase or grant and are non-refundable and non-transferable. Gozango reserves the right to throttle, suspend, or limit access to usage-based features if Customer's usage materially exceeds the usage parameters applicable to Customer's Subscription Plan or if Customer's usage adversely affects the performance of the Subscription Services for other customers. Gozango will provide Customer with reasonable notice before implementing any such throttling, suspension, or limitation, except in cases of emergency or where immediate action is required to protect the Subscription Services.

5. DISCLAIMER

5.1 Disclaimer of Warranties

THE SUBSCRIPTION SERVICES AND THE GOZANGO CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE". GOZANGO MAKES NO REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, REGARDING THE SUBSCRIPTION SERVICES, THE GOZANGO CONTENT, OR OTHERWISE WITH RESPECT TO THE SUBJECT MATTER OF THESE TERMS OF SERVICE AND EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS AS WELL AS ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. GOZANGO DOES NOT WARRANT THAT DEFECTS WILL BE CORRECTED OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. GOZANGO DOES NOT REPRESENT OR WARRANT THAT: (A) THE SUBSCRIPTION SERVICES OR THE GOZANGO CONTENT WILL BE SECURE, TIMELY, UNINTERRUPTED, COMPLETE, OR ERROR-FREE, OR WILL OPERATE IN COMBINATION WITH ANY OTHER SOFTWARE, HARDWARE, SYSTEM, SERVICE, OR DATA; (B) THE SUBSCRIPTION SERVICES OR THE GOZANGO CONTENT WILL MEET CUSTOMER'S BUSINESS OR PERSONAL REQUIREMENTS OR EXPECTATIONS; (C) THE RESULTS OBTAINED FROM THE USE OF THE SUBSCRIPTION SERVICES, INCLUDING ANY LEADS, ADVERTISING CAMPAIGNS, MARKETING RESULTS, OR OTHER MATERIAL PURCHASED OR OBTAINED BY CUSTOMER, WILL MEET CUSTOMER'S REQUIREMENTS OR EXPECTATIONS; (D) ANY PARTICULAR NUMBER OF LEADS, CONVERSIONS, OR OTHER ADVERTISING RESULTS WILL BE ACHIEVED; OR (E) ALL DEFICIENCIES IN THE SUBSCRIPTION SERVICES OR THE GOZANGO CONTENT CAN BE FOUND OR CORRECTED. GOZANGO WILL NOT BE RESPONSIBLE FOR ANY LOSS OR CORRUPTION OF DATA OR ANY OTHER LOSS OR DAMAGE ARISING FROM CUSTOMER'S OR ANY AUTHORIZED USER'S USE OF THE SUBSCRIPTION SERVICES.

6. INDEMNIFICATION

6.1 Customer Indemnification

Customer shall indemnify, defend, and hold harmless Gozango, its affiliates, employees, contractors, officers, and directors (the "Gozango Indemnified Parties") from and against any and all damages, costs (including reasonable attorneys' fees), and other liabilities suffered by the Gozango Indemnified Parties arising from any and all claims, demands, suits, and other proceedings brought by a third party (each, a "Claim") arising from: (a) an allegation that the Customer Content violates or infringes the Intellectual Property Rights or privacy rights of, or has otherwise damaged, a third party; (b) a breach by Customer or its Authorized Users of these Terms of Service; (c) Customer's use of the Gozango Content; or (d) any failure or alleged failure of Customer or its Authorized Users to comply with any Applicable Law in connection with its use of the Subscription Services, including any outreach campaigns conducted by or on behalf of Customer through the Subscription Services.

6.2 Gozango IP Indemnification

Gozango shall indemnify, defend, and hold harmless Customer from and against any and all damages, costs (including reasonable attorneys' fees), and other liabilities suffered by Customer arising from any Claim by a third party that the Subscription Services, as provided by Gozango and used by Customer in accordance with these Terms of Service, infringe or misappropriate such third party's valid United States patent, copyright, or trademark. Gozango's obligations under this Section 6.2 shall not apply to any Claim to the extent arising from: (a) Customer Content or any content, data, or materials provided by Customer; (b) any modification of the Subscription Services not made or authorized by Gozango; (c) Customer's combination of the Subscription Services with any products, services, data, or technology not provided by Gozango, where the infringement would not have occurred but for such combination; (d) Customer's use of the Subscription Services in violation of these Terms of Service or the Documentation; (e) Gozango's compliance with Customer's specific instructions or requirements; or (f) any Third Party Services. If the Subscription Services become, or in Gozango's reasonable opinion are likely to become, the subject of an infringement claim, Gozango may, at its sole option and expense: (i) procure for Customer the right to continue using the Subscription Services; (ii) modify or replace the Subscription Services to make them non-infringing while providing substantially equivalent functionality; or (iii) if neither of the foregoing options is commercially reasonable, terminate Customer's Access Rights upon written notice and refund to Customer any prepaid Fees for the portion of the Subscription Term remaining after the effective date of termination. THIS SECTION 6.2 STATES GOZANGO'S ENTIRE LIABILITY AND CUSTOMER'S SOLE AND EXCLUSIVE REMEDY FOR ANY CLAIM OF INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS.

7. LIMITATION OF LIABILITY

7.1 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GOZANGO'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OF SERVICE, OR PROVIDING THE SUBSCRIPTION SERVICES, WHETHER ARISING UNDER STATUTE, CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE AMOUNTS ACTUALLY PAID BY CUSTOMER TO GOZANGO DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH SUCH CLAIM OR CAUSE OF ACTION AROSE. THE FOREGOING LIMITATIONS ARE CUMULATIVE AND NOT PER INCIDENT AND SHALL APPLY EVEN IF CUSTOMER'S REMEDIES UNDER THESE TERMS OF SERVICE FAIL OF THEIR ESSENTIAL PURPOSE.

7.2 Exclusion of Consequential and Related Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GOZANGO HAVE ANY LIABILITY TO CUSTOMER OR ANY OTHER PERSON FOR ANY LOSS OF ACTUAL OR ANTICIPATED PROFITS, LOSS OF BUSINESS, BUSINESS INTERRUPTION, LOSS OF, DAMAGE TO, OR CORRUPTION OF, DATA, DATA BREACH, LOSS OF USE, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED, WHETHER ARISING UNDER STATUTE, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT GOZANGO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR WHETHER SUCH DAMAGE WAS FORESEEABLE OR IN THE CONTEMPLATION OF THE PARTIES. GOZANGO SHALL NOT BE LIABLE FOR ANY CHANGES TO, INTERCEPTION OF, OR LOSS OF CUSTOMER DATA WHILE IN TRANSIT OR IN THE EVENT OF THIRD-PARTY ACTIONS, BREACHES, OR FAILURES, INCLUDING ANY ACTIONS, CHANGES, OR FAILURES BY PLATFORMS OR OTHER THIRD-PARTY SERVICE PROVIDERS.

8. TERM; TERMINATION

8.1 Subscription Term

These Terms of Service become effective upon the date on which Customer accepts these Terms of Service (the "Effective Date") and shall remain in effect until the Termination Date (as defined below) (the "Subscription Term").

8.2 Termination

Customer's Access Rights to the Subscription Services will expire and terminate upon the earliest of the following (the "Termination Date"): (a) such date as set forth on the Website during the registration process; (b) such date as Gozango provides notice to Customer of such termination, for any or no reason, including its cessation of providing the Subscription Services on a commercial basis; (c) immediately upon notice from Gozango in the event of any breach by Customer or its Authorized Users of these Terms of Service; or (d) such date as Customer provides notice to Gozango of such termination, for any or no reason, including through the Website or by failing to timely pay the Fees. Customer may cancel the Subscription Services via the Website; any such cancellation will be effective at the end of the then-current billing period for which Customer has already paid. No refunds or credits will be provided for any unused portion of the Subscription Term or any prepaid fees. Upon termination or cancellation, all unused prepaid wallet balances will be forfeited with no cash refund, and unused prepaid advertising budgets will be handled in accordance with Section 4.3.

8.3 Effect of Termination; Survival

Customer's and its Authorized Users' right to access and use the Subscription Services shall terminate immediately upon the expiration or termination of the Subscription Term. Gozango may retain or delete Customer Content in its sole discretion following termination, except where retention is required by Applicable Law or necessary to resolve disputes. Gozango reserves the right to maintain Analytics within and on the Subscription Services after the Termination Date. Following termination, Gozango may close any Platform accounts or sub-accounts that Gozango opened on Customer's behalf. Gozango makes no commitment to store Customer's data, account history, leads, call recordings, or any other information associated with Customer's Account beyond the Termination Date. Customer shall remain liable for any Fees or other costs incurred prior to such expiration or termination. Any provisions of these Terms of Service that by their nature should continue after the Subscription Term will continue to apply even after the Termination Date, including Sections 1.6 (Proprietary Rights; No Implied Licenses), 1.7 (Analytics), 1.11 (Third Party Services), 1.12 (Customer-Authorized Integrations), 2.2 (Representations), 3 (Content), 4.2 (Prepaid Wallet), 4.3 (Advertising Budget and Credits), 5 (Disclaimer), 6 (Indemnification), 7 (Limitation of Liability), 8.2 (Termination), 8.3 (Effect of Termination; Survival), and 9 (General).

9. GENERAL

9.1 Marketing

Gozango may request that Customer (i) participate in a case study regarding its experience using the Subscription Services, and (ii) allow Gozango to identify Customer as a Gozango customer, including on the Website and in sales presentations, and to use Customer's logo, trademarks, trade names, and similar identifying materials for such purposes. Customer may grant or withhold consent to any such request in its sole discretion.

9.2 Governing Law

These Terms of Service shall be governed and construed in accordance with the laws of the United States and the State of Delaware, without giving effect to conflicts-of-law principles thereof. With respect to any disputes or claims not subject to arbitration, Customer agrees to submit to the personal jurisdiction of the state and federal courts located in the State of Delaware with respect to any legal proceedings that may arise in connection with the Subscription Services or from a dispute as to the interpretation or breach of these Terms of Service. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms of Service.

9.3 Arbitration and CLASS ACTION WAIVER

Customer and Gozango agree that any dispute, claim, controversy, or demand that relates to or arises from these Terms of Service or the Subscription Services, other than any dispute, claim, controversy, or demand that relates to the Intellectual Property Rights of Gozango or arising under Section 6, will be determined by mandatory binding individual (not class) arbitration. Customer and Gozango further agree that the arbitrator shall have the exclusive power to rule on its own jurisdiction, including any objections with respect to the existence, scope, or validity of any provision of these Terms of Service or to the arbitrability of any claim or counterclaim. Notwithstanding the above, Customer and Gozango both agree that neither party waives or limits its rights to (a) bring an individual action in a U.S. small claims court or (b) bring an individual action seeking only temporary or preliminary individualized injunctive relief in a court of law, pending a final ruling from the arbitrator. EXCEPT FOR DISPUTES THAT QUALIFY FOR SMALL CLAIMS COURT, ALL DISPUTES, CLAIMS, CONTROVERSIES, OR DEMANDS THAT RELATE TO THESE TERMS OF SERVICE OR THE SUBSCRIPTION SERVICES, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY, WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY, AND CUSTOMER AGREES THAT GOZANGO AND CUSTOMER ARE EACH WAIVING THE RIGHT TO SUE IN COURT AND TO HAVE A TRIAL BY A JURY. CUSTOMER AGREES THAT ANY ARBITRATION WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED, AND CUSTOMER MAY NOT PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION, AS A PLAINTIFF OR CLASS MEMBER IN ANY SUCH ACTION. Unless both Customer and Gozango agree, no arbitrator or judge may consolidate more than one person's claims or otherwise preside over any form of a representative or class proceeding. The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. If a court decides that Applicable Law precludes enforcement of any of this Section 9.3's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court. Either Customer or Gozango may start arbitration proceedings. Any arbitration between Customer and Gozango will take place under the Commercial Arbitration Rules of the American Arbitration Association then in force, as modified by these Terms of Service. Customer and Gozango agree that the Federal Arbitration Act applies and governs the interpretation and enforcement of this provision (despite the choice of law provision above). Any arbitration hearings will take place in Delaware. A party who intends to seek arbitration must first send a written notice of the dispute to the other by certified mail, Federal Express, UPS, or Express Mail (signature required), or by email ("Notice"). Any such Notice to be sent to Gozango shall be delivered to support@gozango.com. The Notice must (1) describe the nature and basis of the claim or dispute and (2) set forth the specific relief sought. Customer and Gozango agree to use good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within thirty (30) days after the Notice is received, Customer or Gozango may commence an arbitration proceeding. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator's decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by Applicable Law.

9.4 Opt-Out

Customer may opt out of this arbitration agreement by sending written notice of Customer's decision to opt out to support@gozango.com within thirty (30) days after first accepting these Terms of Service. The notice must include Customer's name, mailing address, email address, and a clear statement that Customer does not wish to resolve disputes with Gozango through arbitration. If Customer opts out of this arbitration agreement, all other parts of these Terms of Service will continue to apply, and Gozango will not retaliate against Customer for opting out. If Customer does not opt out within the thirty (30) day period, Customer will be bound by this arbitration agreement.

9.5 Severability

If any provision of these Terms of Service is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms of Service will remain enforceable, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by Applicable Law.

9.6 Waiver; Remedies

Any waiver or failure to enforce these Terms of Service on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

9.7 Notices

Except as set forth in Section 9.3 above, all notices by Gozango to Customer under these Terms of Service shall be made by email to the email address provided by Customer during the registration process when accepting these Terms of Service, and all notices to Gozango by Customer under these Terms of Service shall be made by email to support@gozango.com. All notices shall be effective upon receipt by the party to which notice is given. Customer may change its address for receipt of notice by updating its account contact information on the Website.

9.8 Entire Agreement

To the maximum extent permitted by Applicable Law, these Terms of Service and the information provided by Customer during registration constitute the entire agreement between the parties as to the subject matter hereof, and supersede all previous and contemporaneous agreements, proposals, or representations, written or oral, concerning the subject matter of these Terms of Service. No representation, undertaking, or promise shall be taken to have been given or be implied from anything said or written in negotiations between the parties prior to Customer's acceptance of these Terms of Service. Customer acknowledges and agrees that its agreement hereunder is not contingent upon the delivery of any future functionality or features not specified herein or dependent upon any oral or written, public or private comments made by Gozango with respect to future functionality or features for the Subscription Services. No terms or conditions stated in any other Customer order documentation, including for the avoidance of doubt any terms or documentation Gozango is required to execute or agree to, shall be incorporated into or form any part of these Terms of Service, and all such terms or conditions shall be null and void.

9.9 Amendment

Gozango may, in its sole discretion, amend or modify these Terms of Service from time to time, and continued use of the Subscription Services shall be evidence of Customer's consent to any such amended or modified Terms of Service.

9.10 Subcontractors

Gozango may engage subcontractors to act on Gozango's behalf in connection with its provision of Subscription Services, including processing Customer Content, provided that Gozango is responsible for such subcontractors' acts and omissions in relation to its obligations under these Terms of Service. Gozango will require any subcontractor that processes Customer Personal Information on Gozango's behalf to be bound by confidentiality and data protection obligations no less protective than those set forth in these Terms of Service.

9.11 No Assignment

Customer may not assign, delegate, or otherwise transfer these Terms of Service, or such party's rights and obligations herein or therein, without obtaining the prior written consent of Gozango, and any attempted assignment, delegation, or transfer in violation of the foregoing will be void ab initio. These Terms of Service will be binding upon the parties and their respective successors and permitted assigns.

9.12 Force Majeure

Any delay in the performance of any duties or obligations of either party (except the payment of money owed) will not be considered a breach of these Terms of Service if such delay is caused by a labor dispute, shortage of materials, fire, earthquake, flood, pandemic, epidemic, Internet or telecommunications outages, third-party platform service interruptions or API revocations, or any other event beyond the control of such party, provided that such party uses reasonable efforts, under the circumstances, to notify the other party of the cause of such delay and to resume performance as soon as possible.

9.13 Independent Contractors

Gozango's relationship to Customer is that of an independent contractor, and neither party is an agent or partner of the other. Neither party will have, and will not represent to any third party that it has, any authority to act on behalf of the other.

9.14 Construction

The titles of the sections of these Terms of Service are for convenience of reference only and are not to be considered in construing these Terms of Service. Unless the context of these Terms of Service clearly requires otherwise: (a) references to the plural include the singular, the singular the plural, and the part the whole; (b) "or" has the inclusive meaning frequently identified with the phrase "and/or"; (c) "including" has the inclusive meaning frequently identified with the phrase "including but not limited to" or "including without limitation"; and (d) references to "hereunder," "herein," or "hereof" relate to these Terms of Service as a whole. Any reference in these Terms of Service to any statute, rule, regulation, or agreement, including these Terms of Service, shall be deemed to include such statute, rule, regulation, or agreement as it may be modified, varied, amended, or supplemented from time to time. The parties agree that these Terms of Service shall be fairly interpreted in accordance with their terms without any strict construction in favor of or against either party, and that ambiguities shall not be interpreted against the drafting party.

9.15 Confidentiality

Non-public business, financial, personnel, marketing, pricing, and strategy information shared between Customer and Gozango will be treated as confidential ("Confidential Information"). All pricing terms and amounts paid by Customer to Gozango are the Confidential Information of Gozango. Neither party will disclose or use Confidential Information of the other party except as necessary to perform its obligations under these Terms of Service or as permitted by these Terms of Service. Permitted disclosure includes disclosure to employees or contractors who have a need to know such information in connection with the Subscription Services, provided such employees and contractors are bound by confidentiality obligations no less protective than those set forth herein. Confidential Information does not include information that: (a) is or becomes part of the public domain through no fault of the receiving party; (b) was already known to the receiving party before its disclosure by the other party; (c) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information; or (d) is received from a third party that has no obligation of confidentiality to the disclosing party. Gozango may disclose Confidential Information to applicable authorities in response to government or law enforcement requests or requirements; in such event, Gozango will use reasonable efforts to provide Customer with notice so that Customer may seek a protective order or equivalent.

9.16 Third-Party Debugging and Diagnostic Tools

To improve platform reliability, security, and diagnostics, Gozango uses third-party tools (such as Sentry or similar services) for debugging and error-tracking purposes. These tools may collect certain technical information, including IP addresses, user headers, and other metadata, solely to the extent necessary for technical troubleshooting.

9.17 No Third-Party Beneficiaries

Gozango is a service provider to Customer. These Terms of Service are for the sole benefit of the parties hereto and their respective successors and permitted assigns, and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms of Service. Gozango will not have any obligation to any of Customer's customers, end users, or other individuals or business entities.

9.18 Beta Features

Gozango may from time to time make available certain features, functionality, or services that are designated as "beta," "preview," "early access," or similar designations ("Beta Features"). Beta Features are provided for evaluation purposes only and may be changed, suspended, or discontinued at any time without notice. BETA FEATURES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, AND GOZANGO'S LIABILITY FOR ANY BETA FEATURE SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100). Customer's use of any Beta Feature is at Customer's sole risk, and Customer agrees that Gozango will have no liability arising out of or related to any Beta Feature. Gozango may terminate Customer's access to any Beta Feature at any time for any reason.

10. SMS / TEXT MESSAGING PROGRAM TERMS

10.1 Program Description

By providing a mobile phone number to Gozango through any form on the Website, during account signup, or during onboarding, Customer expressly consents to receive recurring text (SMS/MMS) messages from Gozango. Message frequency varies. Messages may include account and onboarding updates, appointment and demo reminders, lead notifications, billing alerts, customer support replies, product announcements, and marketing or promotional offers related to the Subscription Services.

10.2 Message Frequency

Message frequency varies based on Customer's interactions with Gozango and Customer's account activity.

10.3 Message and Data Rates

Message and data rates may apply. Please consult your mobile carrier's pricing plan to determine the charges for sending and receiving text messages. Gozango is not responsible for any carrier charges incurred.

10.4 Opt-Out Instructions

Customer may opt out of marketing and promotional SMS messages at any time by replying STOP to any message received from Gozango. After Customer sends STOP, Gozango will send a message confirming that Customer has been unsubscribed from marketing messages. Gozango may continue to send transactional messages related to Customer's account, such as billing alerts and security notifications. To rejoin the marketing messaging program, Customer may sign up as Customer did initially.

10.5 Help

For help or questions about the messaging program, reply HELP to any message or email support@gozango.com.

10.6 Supported Carriers

Carriers including AT&T, T-Mobile, Verizon Wireless, U.S. Cellular, and most other major U.S. carriers are supported. Carriers are not liable for delayed or undelivered messages.

10.7 Sample Messages

Examples of messages Customer may receive include: "Gozango: Thanks for joining! Your demo with our team is confirmed for Tue 10:00 AM ET. Reply STOP to opt out."; "Gozango: You have a new lead from your campaign. Sign in to your dashboard to follow up. Reply STOP to opt out."

10.8 Privacy

No mobile information will be shared with third parties or affiliates for marketing or promotional purposes.

10.9 Consent

Consent to receive marketing text messages is not a condition of purchasing any goods or services from Gozango.

Effective August 19, 2026