1. Description of our Services and the Wrap Fee Program

Zoe Financial Inc. (“Zoe”, “we”, “us” or “our”) is a Delaware corporation, formed on June 1, 2016 and headquartered in New York, NY. Zoe is an investment adviser registered with the U.S. Securities and Exchange Commission (“SEC”). Registration with the SEC does not imply a certain level of skill or training.

Our goal is to connect you with independent financial advisors who can help you pursue your financial goals. Zoe operates the website located at www.zoefinancial.com (the “Website”) and one or more mobile or web applications (each, an “App”, and together with the Website, the “Dashboard”).

The services available through the Dashboard (collectively, the “Services”) include, among other things, an advisor-matching service where Zoe suggests financial advisors based on information you provide and, if you choose to proceed, facilitates complimentary meetings with those advisors. Certain support related to the Services may be provided outside the Dashboard by our personnel.

In addition:

• Investment advisory services are provided by Zoe Financial, Inc., an SEC-registered investment adviser.

• Brokerage services and certain securities transactions may be provided by Zoe Securities LLC and Apex Clearing Corporation, each a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and the Securities Investor Protection Corporation (“SIPC”).
  
  

Zoe is also the sponsor and portfolio manager of the Zoe Financial, Inc. Wrap Program (the “Program”), under which Zoe provides reporting, administrative, and other services for accounts managed by third-party financial advisors (“Advisors”) for their end clients (“End-Clients”). Advisors engage Zoe to provide these services; End-Clients in the Program are advisory clients of their Advisor, not advisory clients of Zoe solely by virtue of participating in the Program.

End-Clients participate in the Program by entering into:

• A separate advisory agreement with the Advisor describing services, authority over transactions, fees, and Program terms; and

• A custodial account agreement with Apex Clearing Corp. (“Apex”), the sole approved custodian for the Program, which holds client assets. Zoe is not affiliated with Apex.
  
  
  

For more detail about Zoe’s advisory services and the Program, please review our Relationship Summary (Form CRS) and Disclosure Brochure (Form ADV Part 2A), which are incorporated by reference into this Agreement.

The Dashboard and Services are intended for use primarily by individuals located in the United States and may not be available in all jurisdictions.


2. Agreement and Acceptance of Terms 
This Terms of Use Agreement (together with any exhibits, disclosures, addenda, or amendments, as amended from time to time, the “Agreement”) is a binding agreement between you and Zoe. It governs your access to and use of the Dashboard and any Services made available to you through the Dashboard or through our licensed professionals.

In this Agreement, people who use our Services are referred to collectively as “Users.”

Your use of the Dashboard and Services is also subject to our Privacy Policy, which explains how we collect, use, disclose, and manage your personal information. Terms used but not defined in this Agreement have the meanings given to them in the Privacy Policy.

Please read this Agreement and the Privacy Policy carefully. By accessing or using the Dashboard or any Service, you acknowledge that you:

• Have read and understand this Agreement and the Privacy Policy;

• Agree to be legally bound by their terms as they may be amended from time to time; and

• Are able to enter into legally binding contracts.
  
  
  

If you do not agree to this Agreement, you may not use the Services.

ARBITRATION NOTICE: THIS AGREEMENT REQUIRES MOST DISPUTES TO BE RESOLVED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS AND NOT BY A JURY TRIAL OR CLASS ACTION, AS DESCRIBED IN SECTION 18.

You also agree that:

1. You are capable of entering into legally binding contracts, and this Agreement has the same force and effect as a signed, written contract. You may not access or use the Dashboard or any Service if you are unwilling to be bound by this Agreement.

2. Zoe is not responsible for third-party financial products or services, or for the accuracy of data obtained from third-party websites or providers that may appear on, or be reported through, the Dashboard or Services. You should consult a professional financial advisor before making investment decisions or materially changing your financial strategy.

3. We may change this Agreement or our Privacy Policy, or modify or discontinue any portion of the Services or Dashboard functionality, from time to time. Changes will be posted on the Dashboard and/or Website and are effective when posted or as otherwise stated in the notice.

4. We may modify or temporarily suspend your access to all or part of the Dashboard or Services, with or without notice, and will not be liable to you or any third party for such modifications or suspensions.

5. The Dashboard and Services are intended only for individuals who have reached the legal age of majority in the jurisdiction where they are located (typically 18 years or older). You may not use the Dashboard or Services if you have not reached the age of majority in your jurisdiction.
   
   Non-waiver of securities law protections.Nothing in this Agreement, including the limitations of liability, indemnification, or arbitration provisions, is intended to limit or waive any non-waivable rights or remedies you may have under U.S. federal or state securities laws, including the Investment Advisers Act of 1940 (the “Advisers Act”). Likewise, nothing in this Agreement is intended to limit any fiduciary duty we may owe to you where applicable law imposes such a duty.
   
   3. Dashboard and Services – Disclaimers

Investment outcomes are inherently uncertain. By using the Services, you understand and agree that:

• Investment results based on information or insights provided by Zoe cannot be guaranteed.

• All investments involve risk, including the possible loss of principal.

• While financial insights available through the Dashboard may assist you in managing your finances, you should consult with a professional investment adviser before making important investment decisions or materially changing your financial strategy.
  
  

At Zoe’s discretion, and only for certain Users, financial planning, investment management, wealth management, and other advisory services may be offered or solicited through Advisors in our network. All Advisors in our network are registered investment advisers with the SEC and/or with applicable state securities regulators. Your decision to become a client of an Advisor is subject to a separate agreement with that Advisor (and its associated fee schedule), and such advisory services are separate from the Services covered by this Agreement. 

4. Your Registration Information

To use the Dashboard or any Services, you must create a Zoe user account (an “Account”) through the Dashboard or opt in via a participating marketing partner. When you establish an Account, you will be asked to provide certain personal information (as described in our Privacy Policy) through a secure onboarding process.

You agree to provide accurate, current, and complete information and to maintain and promptly update it as necessary.

5. Your Electronic Disclosure Consent

By providing your email address and enrolling to use the Services, you consent to receive all notices, disclosures, and other communications regarding the Services and other offerings electronically. These communications may be posted on the Dashboard or sent to the email address associated with your Account.

Electronic communications will be treated as “in writing” and deemed received no later than five (5) business days after posting or sending, whether or not you have actually received or accessed them. Your consent remains effective until your relationship with Zoe ends as described in Section 16.

You are responsible for:

• Providing accurate and complete contact information;

• Updating that information promptly when it changes; and

• Retaining copies of electronic communications for your records.
  
  

We reserve the right to change the terms on which we provide electronic communications and will notify you as required by law.

6. Cost of the Services

Your use of the Dashboard and core Services is currently offered free of charge. We may, however, offer additional or premium services—such as advisory services provided by Zoe or by Advisors in our network—for a fee.

Zoe reserves the right, in its sole discretion, to change its pricing policies for current or future Services. We may receive compensation from Advisors or other third parties in connection with referrals or marketing arrangements; details about these compensation practices are provided in our Important Solicitation Disclosures, Form ADV, and related regulatory documents, consistent with the SEC’s Marketing Rule and applicable guidance on testimonials, endorsements, and third-party ratings.

7. Zoe Financial, Inc Satisfaction Guarantee

This offer is valid to individuals that hire a financial advisor directly through Zoe and maintain comprehensive financial advisory services for a minimum of three months. Offer is not valid for one-time financial planning arrangements (i.e. 1 time or hourly planning services). Max of one billing period of advisory fees (quarterly or monthly, based on the terms of the Advisor’s fee schedule) are refundable and are credited to the individual directly from Zoe (12 months of advisory fees for Users who hired a financial advisor directly through Zoe prior to May 17, 2024). Requests for refunds must be made to Zoe within a 24-month window between hire and terminate date. Credit is paid upon your provision of proof of paid advisory fees to Zoe.

8. Data and Integrity

Zoe strives to present accurate and timely information so you can view a holistic picture of your finances. However:

• We rely on information from third-party technology providers, financial institutions, and research/market data providers.

• We cannot guarantee the accuracy, completeness, or timeliness of account information or market data retrieved from those third parties.

• Technical or other issues may interfere with data retrieval, personalization settings, or other aspects of the Services.
  
  

Zoe is not responsible for delays, data loss, failures to store data, or other issues arising from such technical difficulties. You should periodically verify account balances, positions, and execution prices through independent sources such as your adviser, broker-dealer, or other financial institution.

9. Other Obligations While You Use the Services

Confidentiality of Access Credentials.
You are responsible for safeguarding your Account credentials (including usernames, passwords, and other login information). You should maintain appropriate antivirus and anti-malware protections. If you suspect that someone has fraudulently accessed your Account, you must contact us immediately at support@zoefin.com. 

Accurate and Current Information.
Our ability to provide the Services depends on your providing accurate and complete information, both now and in the future. Our security commitments are conditioned on your providing correct contact and Account information and not misrepresenting your identity, Account registration information, or authority to use any third-party websites or accounts.

Prohibited Activities.
You agree that you will not:

• Put your personal information at unnecessary risk (for example, by sharing or publishing your login credentials);

• Use the Dashboard, Services, or any account for unlawful purposes or to transmit anything that is unlawful, libelous, harassing, or otherwise violates another person’s rights;

• Resell, sublicense, or otherwise use the Dashboard or Services for commercial purposes as a service bureau or similar arrangement;

• Reverse engineer, decompile, or otherwise attempt to derive source code from any software associated with the Dashboard or Services;

• Use robots, spiders, web crawlers, scrapers, or similar automated tools to access or monitor the Dashboard or Services without our prior written consent;

• Upload or transmit any files or emails containing viruses, worms, Trojan horses, or other harmful code;

• Create or register Accounts, or aggregate financial institutions with the Services, through unauthorized automated means; or

• Transfer, resell, or otherwise assign your Account or the Services except as expressly permitted by us.
  
  
  

Consent to Recording and Recordkeeping.You consent to the recording and retention of electronic and written communications and telephone conversations between you and Zoe or any of our affiliates in connection with this Agreement or the Services. Recordings and audit trails may be maintained to satisfy regulatory and supervisory obligations and may be used as evidence in legal or regulatory proceedings.

10. Confidentiality and Feedback

We welcome your feedback, comments, complaints, and suggestions (collectively, “Feedback”), which help us improve the Services. All Feedback you provide to us becomes our confidential information (“Confidential Information”). In addition, our trade secrets, software, product specifications, and non-public technical, financial, or business information that we share with you are also Confidential Information.

You agree not to disclose or share our Confidential Information with any third party, including members of the press or colleagues, without our prior written consent. Feedback may be submitted to support@zoefin.com or other contact points we specify from time to time.

11. Third Party Software and Service Providers

We use software, tools, and services from third-party providers to operate the Dashboard and Services. From time to time, we may update this Agreement or require you to agree to additional pass-through terms to reflect changes requested by those providers.

If use of third-party services causes you to leave the Dashboard and visit a third-party site, your use of that site will be governed by the third party’s own terms of use and privacy policy, not this Agreement.

Similarly, when you access sites operated by your financial institutions or other service providers, your use of their services is subject to their online terms and policies.

Zoe may offer experiences on social media platforms (such as Facebook®, X/Twitter®, and LinkedIn®) that allow sharing among registered users of those platforms. Any content you post on those platforms is subject to the applicable platform’s terms of use and privacy policy.

12. Financial Services and Third-Party Offers
Some parts of the Services may now or in the future be supported by advertising, sponsorship, or marketing partnerships. When a particular offer is sponsored, or when Zoe receives compensation from a third party in connection with an offer, we will clearly disclose this fact to you, consistent with applicable SEC and FINRA rules on communications with the public and marketing.

13. Ownership, Copyright, and Trademark 
The technology and content used to provide the Services—including the Dashboard, any browser plug-ins, mobile or tablet applications, and related software—are owned by Zoe or used under license from third-party licensors.

This content includes, without limitation, the design and “look and feel” of the Dashboard, our promotional materials, and all text, graphics, photographs, images, videos, tutorials, notices, software, and other material. These materials are protected by U.S. and international copyright, trademark, patent, and other intellectual property laws.

During the term of this Agreement, Zoe grants you a limited, non-exclusive, revocable, non-transferable, royalty-free license to use the Dashboard content solely for your personal, non-commercial use in connection with the Services. “Zoe” and associated logos are trademarks or service marks of Zoe. Other product names and company logos are the property of their respective owners.

Except as expressly permitted by this Agreement or otherwise authorized in writing, you may not copy, reproduce, publicly perform, create derivative works from, republish, upload, post, transmit, or distribute any Zoe content.

14. Disclaimer of Representation and Warranty; Disclaimer of Liability 

NOTWITHSTANDING ANYTHING STATED IN THIS AGREEMENT TO THE CONTRARY, ZOE, LICENSORS AND AGENTS REPRESENT THAT THE ZOE SERVICES AND THE SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. ZOE, ITS LICENSORS AND AGENTS ASSUME NO RESPONSIBILITY FOR ERRORS OR OMISSIONS MADE BY YOU, OR ERRORS OR OMISSIONS IN THE CONTENT, INFORMATION OR OTHER DATA AND DOCUMENTS WHICH ARE REFERENCED BY, LINKED TO OR PROVIDED BY OR THROUGH THE SERVICES AND/OR THE WEBSITE. ZOE, ITS LICENSORS AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND REGARDING THE SERVICES AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT INCLUDED IN OR ACCESSIBLE FROM THE SERVICES, WHETHER EXPRESS OR IMPLIED. WITHOUT LIMITATION, ZOE DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOUR USE OF THE SERVICES AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM OUR SITE IS AT YOUR SOLE RISK. 

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ZOE, ITS LICENSORS AND AGENTS WILL NOT BE LIABLE FOR THE ACCURACY OR RELIABILITY OF ANY DATA, INFORMATION OR CONTENT, FOR ANY SERVICES INTERRUPTIONS, OR FOR ANY FAILURE OR DELAY RESULTING FROM ANY ACTS OF FORCE MAJEURE OR ACTS THAT ARE OTHERWISE OUTSIDE OF ZOE’S OR ITS LICENSORS’ OR AGENTS’ REASONABLE CONTROL, OR ANY INTERNET OR TELECOMMUNICATIONS FAILURE OR YOUR INABILITY TO ACCESS THE SERVICES OR THE WEBSITE. NOR CAN ZOE OR ITS AFFILIATES, LICENSORS OR AGENTS GUARANTEE THE COMPLETE SECURITY OF THE SERVICES OR THE WEBSITE, THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS OR THAT ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED. YOU AGREE THAT ANY DOWNLOADS OF CONTENT OR MATERIALS RELATED TO THE SERVICES OR THE WEBSITE IS DONE AT YOUR OWN RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER/SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF OR ACCESS TO ANY SUCH MATERIALS. IN ADDITION, WE CANNOT ALWAYS ANTICIPATE TECHNICAL OR OTHER DIFFICULTIES WITH THE SERVICES, EITHER PRESENTLY OR AS THEY EVOLVE; THE SERVICES MAY CONTAIN BUGS, ERRORS OR OTHER PROBLEMS, WHICH MAY RESULT IN LOSS OF DATA OR SETTINGS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES; ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. NEITHER ZOE NOR ITS CONTENT PROVIDERS SHALL BE RESPONSIBLE FOR INVESTMENT AND OTHER FINANCIAL DECISIONS, DAMAGES, OR OTHER LOSSES RESULTING FROM USE OF THIS WEBSITE. NEITHER ZOE NOR ITS CONTENT PROVIDERS SHALL BE CONSIDERED AN “EXPERT” UNDER THE SECURITIES ACT OF 1933. NEITHER ZOE NOR ITS CONTENT PROVIDERS WARRANT THAT THIS WEBSITE COMPLIES WITH THE REQUIREMENTS OF THE FINANCIAL INDUSTRY REGULATORY AUTHORITY, THE SECURITIES AND EXCHANGE COMMISSION OR ANY SIMILAR ORGANIZATION OR REGULATOR OR WITH THE SECURITIES LAWS OF ANY JURISDICTION.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LIABILITY OF ZOE, ITS AFFILIATES, LICENSORS AND AGENTS TO YOU SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100). ZOE, ITS LICENSORS AND AGENTS SHALL NOT IN ANY EVENT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR FOR DAMAGES MEASURED BY LOST PROFITS, OR FOR DAMAGES FOR LOST OPPORTUNITY, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA OR OTHER INTANGIBLE OR SPECULATIVE LOSSES, EVEN IF ZOE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM THE USE OR INABILITY TO USE THE SERVICES OR THE WEBSITE; THE COST OF SUBSTITUTE GOODS OR SERVICES; ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SERVICES; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, STATEMENTS OR CONDUCT OF ANYONE RELATED TO THE SERVICES; THE PERFORMANCE OR NON-PERFORMANCE OF ANY THIRD PARTY ACCOUNT PROVIDER SITE, EVEN IF THE PROVIDER HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR ANY PROVIDER OR THIRD PARTY WEBSITE, OR ANY OTHER MATTER RELATING TO THE SERVICES OR THE WEBSITE. SOME JURISDICTIONS DO NOT PERMIT THE LIMITATION OR EXCLUSION OF CERTAIN CATEGORIES OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. THE SERVICES MAY BE AVAILABLE THROUGH A COMPATIBLE MOBILE DEVICE, INTERNET AND/OR NETWORK ACCESS AND MAY REQUIRE SOFTWARE. YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR THESE REQUIREMENTS, INCLUDING ANY APPLICABLE CHANGES, UPDATES AND FEES AS WELL AS THE TERMS OF YOUR AGREEMENT WITH YOUR MOBILE DEVICE AND TELECOMMUNICATIONS PROVIDER. ZOE MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: (i) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; (ii) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (iii) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES. 

NOT WITHSTANDING ANYTHING THAT MAY BE TO THE CONTRARY HEREIN, FEDERAL LAWS AND CERTAIN STATE SECURITIES LAWS IMPOSE LIABILITIES UNDER CERTAIN CIRCUMSTANCES ON PERSONS WHO ACT IN GOOD FAITH, AND NOTHING IN THIS AGREEMENT PURPORTS TO WAIVE OR LIMIT ANY RIGHTS THAT YOU MAY HAVE UNDER THE INVESTMENT ADVISERS ACT OF 1940, AS AMENDED (THE “ADVISERS ACT”) AND ANY OTHER APPLICABLE SECURITIES LAWS. NOTHING IN THIS PARAGRAPH SHALL BE CONSTRUED TO WAIVE OR LIMIT THE ZOE’S FIDUCIARY DUTY UNDER OR COMPLIANCE WITH THE ADVISERS ACT, OR YOUR PROTECTIONS THEREUNDER.  YOU ARE ENCOURAGED TO SEEK ADVICE OF COUNSEL IF YOU BELIEVE YOU HAVE SUFFERED DAMAGES AS A RESULT OF RECEIVING SERVICES HEREUNDER.

16. Ending Your Relationship with Zoe

This Agreement remains in effect until terminated by you or by Zoe. You may terminate this Agreement by closing your Account as follows:

• Email support@zoefin.com from the email address associated with your Account; and

• Include “CANCEL” in the subject line of your message.
  
  

After verifying that you are the Account owner, we will remove your Accounts, transactions, and login information from our active systems, subject to our obligation to retain certain information as required by law and regulation.

We may terminate this Agreement, or suspend or terminate your access to all or part of the Services, at any time by email notice if:

• You breach any provision of this Agreement or we reasonably believe you intend to do so;

• We believe we are required to do so by law or regulation;

• We no longer offer any of the Services you use;

• You no longer agree to this Agreement; or

• We elect to do so for any reason or no reason, in our sole discretion.
  
  

Termination will not affect any rights or obligations that arose prior to the effective date of termination.

17. Governing Law and Venue 
Except to the extent superseded by federal law, this Agreement and any Services provided hereunder are governed by the laws of the State of California, without giving effect to its conflict-of-laws rules.

Subject to the arbitration provisions in Section 18, you irrevocably consent to the exclusive jurisdiction and venue of the state courts located in San Mateo County, California or the federal courts for the Northern District of California for any lawsuit or proceeding arising out of or relating to this Agreement or the Services.

18. Arbitration

ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF, OR RELATING TO THE SERVICES, THIS AGREEMENT OR THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION OR VALIDITY THEREOF, INCLUDING THE DETERMINATION OF THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL BE DETERMINED BY BINDING ARBITRATION RATHER THAN A COURT IN SAN JOSE, CALIFORNIA BEFORE A SOLE ARBITRATOR. THE ARBITRATION SHALL BE ADMINISTERED BY JAMS PURSUANT TO STREAMLINED ARBITRATION RULES AND PROCEDURES, AND THE ARBITRATOR SHALL APPLY THE LAWS APPLICABLE IN THE STATE OF CALIFORNIA. JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION AS SPECIFIED ABOVE UNDER “GOVERNING LAW AND VENUE.” THIS CLAUSE SHALL NOT PRECLUDE PARTIES FROM SEEKING INJUNCTIONS OR OTHER FORMS OF EQUITABLE RELIEF OR PROVISIONAL REMEDIES IN AID OF ARBITRATION FROM A COURT OF APPROPRIATE JURISDICTION. YOU AGREE THAT ALL DISPUTES MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. BY ENTERING INTO THIS AGREEMENT AND AGREEING TO ARBITRATION, YOU AGREE THAT YOU ARE WAIVING THE RIGHT TO FILE A LAWSUIT AND THE RIGHT TO A TRIAL BY JURY. IN ADDITION, YOU AGREE TO WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR LITIGATE ON A CLASS-WIDE BASIS. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THESE RIGHTS. IN ANY ARBITRATION, THE ARBITRATOR MAY, IN THE AWARD, ALLOCATE ALL OR PART OF THE COSTS OF THE ARBITRATION, INCLUDING THE FEES OF THE ARBITRATOR AND THE REASONABLE ATTORNEYS’ FEES OF THE PREVAILING PARTY, AND SHALL DETERMINE THE PREVAILING PARTY FOR THIS PURPOSE.

19. Claims of Copyright and Trademark Infringement
If you believe that material on the Website or Dashboard infringes your copyright, please send a notice containing the information required by 17 U.S.C. § 512(c)(3) to Zoe’s Designated Agent: