VIVZ
Terms and Conditions

Effective Date: 11.1.22

Agreement between User and Dynamic Medical Technologies, INC DBA VIVZ

(www.vivz.com).

Welcome to www.vivz.com. The www.vivz.com website (the "Site") is comprised of various web pages operated by Dynamic Medical Technologies, INC. Our website, www.vivz.com, is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the "Terms"). Your use of www.vivz.com constitutes your agreement to all such Terms. These Terms and Conditions govern your use of the Services, whether or not you have created a tiptopmd.com Account. Please read these terms carefully, and keep a copy of them for your reference.

If your use of the Services is terminated for any reason, then: (a) this Agreement will continue to apply and be binding upon you with regard to your prior use of the Services (as well as any subsequent and unauthorized use of the Services), including your indemnification obligations as described herein; and (b) any rights or licenses granted to us under this Agreement will survive such termination.

VIVZ offers direct to consumer products to improve general health.

IMPORTANT: PLEASE REVIEW THE ARBITRATION NOTICE AND CLASS ACTION WAIVER IN SECTION 20 BELOW CAREFULLY, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES BETWEEN YOU AND VIVZ BY BINDING, INDIVIDUAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU AND VIVZ ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOU WAIVE YOUR RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING AGAINST VIVZ. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD, AND AGREE TO BE BOUND BY, ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

For your ease of navigation of this Agreement, you can click the requisite sections below in the Table of Contents. However, please be sure to read the Agreement carefully and in its entirety.

Table of Contents: [Make these clickable links to the requisite sections below]

1. Privacy

2. Electronic Communications

3. Users and Your Account

4. Children Under Thirteen

5. Payment Terms, Trials, and Renewal

6. Cancellation and Termination of Services; Refunds

7. Links to Third Party Sites/Third Party Services

8. No Unlawful or Prohibited Use/Intellectual Property

9. Use of Communication Services

10. Materials Provided to www.VIVZ.com or Posted on VIVZ Web Page

11. International Users

12. We Do Not Provide Medical Advice

13. No Doctor-patient Relationship

14. Authorization and Acknowledgement; Important Information About Healthcare

20. MANDATORY ARBITRATION AND CLASS ACTION WAIVER

21. Waiver of Jury Trial

22. Exclusive Venue

23. Force Majeure

24. Severability

25. Class Action Waiver

26. Liability Disclaimer

27. Termination/Access Restriction

28. Limitation of Claims

29. Severability

30. Governing Law; Language

31. Entire Agreement; Waiver

32. Headings

33. Assignment

34. Eligibility

35. Changes to Terms

36. Contact Us

1. Privacy

Your use of www.vivz.com is subject to VIVZ Privacy Policy. Please review our Privacy Policy, which also governs the Site and informs users of our data collection practices.

2. Electronic Communications

By visiting www.VIVZ.com or sending emails or other online communications to VIVZ constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures, and other communications that we provide to you electronically, via email, and on the Site, satisfy any legal requirement that such communications be in writing.

3. Users and Your Account

If you use this site, or use this site with a registered account, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that VIVZ is not responsible for third-party access to your account that results from theft or misappropriation of your account. VIVZ and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content at our sole discretion.

4. Children Under Thirteen

VIVZ does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under 18, you may use www.vivz.com only with the permission of a parent or guardian.

5. Payment Terms

You must pay all fees for the Services you purchase.

Products. These payment terms apply to any of VIVZ’s products you purchase through our website (the “Products”).

Payment for Products. For products, you must provide us with a valid credit card or another form of electronic payment we accept. We will automatically charge you based on your chosen plan (monthly or yearly). We will share your account information with financial institutions and payment processing companies, including your submitted payment information, to process your purchase.

Terms; Prices; Payment Methods. Subscription to our plans are not on a fixed term, and the associated fees payable for products are non-refundable. Prices for products are subject to change on 30 days’ notice, provided that no price change will apply during your then-current subscription term (monthly or annual as applicable). Depending on where you live, foreign exchange fees or differences in prices may apply, including because of exchange rates. We do not support all payment methods, currencies, or locations for payment. If the payment method you use is no longer valid (such as a credit card that has expired) and you do not edit your payment information or cancel or downgrade your account to a plan that is free of charge, you authorize us to keep billing you for our products and you remain responsible for uncollected amounts.

Unpaid Fees. If you owe us any unpaid fees, we may suspend your access to our products without prior notice until you pay us in full. Your obligation to pay fees continues through to the end of the period (monthly or annual as applicable) in which you cancel or downgrade your plan.

Auto-Renewal of Services. Services plans will renew automatically at the end of the term (which may be monthly or annually, depending on the plan you choose when you purchased our Services), and we will automatically bill you on renewal unless you cancel or downgrade our Services under Section 6 below.

Taxes. You are responsible for paying all taxes on all fees that you pay to us. Local taxes may differ based on your payment method.

6. Cancellation and Termination of Services; Refunds

You may cancel or downgrade your Services plan at any time. You must cancel your subscription within 3 days of its renewal date. If you cancel a subscription, you must continue to pay for the rest of your plan term and you are not entitled to a refund.

We may refuse to provide products to anyone for any reason at any time. We may also immediately suspend or terminate your access to our products for any reason, at any time, without notifying you in advance. If we terminate this Agreement because you violated the Acceptable Use Rules or any other part of this Agreement, you will not receive a refund. If we terminate your access to the Services under this section for no reason, we will refund you for the Services you have not yet received.

Due to the medical nature of our products we do not accept returns for refunds, however we do have a great warranty including replacements for many of our products.

Warranties Light Products

30 day warranty from purchase date. The purchaser will receive a part replacement (cords,etc), full replacement or refurbishment. This is limited to manufacturing defects within one year. This does NOT include replacement for misuse (standing on units, folding, wrapping cord around the unit, etc).

Supplements

Replacement only for broken seal bottles within 3 days of delivery with no supplements used. No refunds are given for “over orders” or bottles that have been shipped from our teams.

Need help?
Contact us for questions related to warranties or replacements.

7. Links to Third Party Sites/Third Party Services

VIVZ may contain links to other websites ("Linked Sites"). The Linked Sites are not under the control of VIVZ and VIVZ is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. VIVZ is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by VIVZ of the site or any association with its operators.

Certain services made available via www.vivz.com are delivered by third-party sites and organizations. By using any product, service, or functionality originating from the www.vivz.com domain, you hereby acknowledge and consent that VIVZ may share such information and data with any third party with whom VIVZ has a contractual relationship to provide the requested product, service, or functionality on behalf of www.vivz.com users and customers.

8. No Unlawful or Prohibited Use/Intellectual Property

All rights, title, and interest in and to the VIVZ Services including all related Intellectual Property Rights, will remain with and belong exclusively to VIVZ or the applicable Third-Party Developer.

You are granted a non-exclusive, non-transferable, revocable license to access and use VIVZ strictly in accordance with these terms of use. As a condition of your use of the Site and Services, you warrant to VIVZ that you will not use the Site or Services for any purpose that is unlawful or prohibited by these Terms. You may not use the Site or Services in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site and Services. You may not obtain or attempt to obtain any

materials or information through any means not intentionally made available or provided for through the Site.

All content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof, and any software, software code, used on the Site, is the property of VIVZ or its developers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends, or other restrictions contained in any such content and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. VIVZ content is not for resale. Your use of the Site and Services does not entitle you to make any unauthorized use of any protected content, and in particular, you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use and will make no other use of the content without the express written permission of VIVZ and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of VIVZ or our licensors except as expressly authorized by these Terms.

9. Use of Communication Services

The Site may contain reviews and/or other message or communication functions designed to enable you to communicate with representatives of VIVZ (collectively, "Communication Services"). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file

posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.

Although VIVZ has no obligation to monitor the Communication Services, VIVZ reserves the right to review materials and reviews posted to a Communication Service and to remove any materials at its sole discretion. VIVZ reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.

VIVZ reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post, or to remove any information or materials, in whole or in part, in VIVZ's sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. VIVZ does not control or endorse the content, messages, or information found in any Communication Service and, therefore, VIVZ specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service.

Information uploaded to a Communication Service may be subject to posted limitations on usage, reproduction, and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.

10. Materials Provided to www.vivz.com or Posted on Any VIVZ Web Page

VIVZ does not claim ownership of the information you provide to VIVZ (including feedback and suggestions) or post, upload, input or submit to any VIVZ Site or our associated services (collectively "Submissions"). However, by posting, emailing, uploading, inputting, providing, or submitting your Submission you are granting VIVZ, our affiliated companies, and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.

No compensation will be paid with respect to the use of your Submission, as provided herein. VIVZ is under no obligation to post or use any Submission you may provide and may remove any Submission at any time at VIVZ's sole discretion.

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

11. International Users

We control and operate the Services from our facilities in the United States of America and, unless otherwise specified, the materials displayed on the Services are presented solely for the purpose of promoting products and services available in the United States, its territories, possessions, and protectorates. We do not represent that materials on the Services are appropriate or available for use in other locations. If you choose to access the Services from other locations, you are responsible for compliance with local laws, if and to the extent that local laws are applicable. You agree that you will not use the VIVZ Content accessed through www.vivz.com in any country or in any manner prohibited by any applicable laws, restrictions, or regulations.

12. We Do Not Provide Medical Advice

VIVZ is not a healthcare provider nor does VIVZ provide medical advice. The Content that you obtain, view or receive from VIVZ, other users, its employees, contractors, partners, sponsors, advertisers, licensors, or otherwise through the Services, is for informational, scheduling, and payment purposes only. All medical-related information is for informational and communicative purposes only.

WHILE WE ARE HOPEFUL THE CONTENT IS HELPFUL IN YOUR HEALTHCARE RESEARCH, IT IS NOT INTENDED AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. DO NOT USE THE SERVICES FOR EMERGENCY MEDICAL NEEDS. IF YOU EXPERIENCE OR ARE EXPERIENCING A MEDICAL OR MENTAL HEALTH EMERGENCY, ARE THINKING ABOUT SUICIDE, OR TAKING ACTIONS THAT MAY CAUSE HARM TO YOU OR TO OTHERS, IMMEDIATELY CALL A HEALTHCARE PROFESSIONAL AND/OR 911. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK. NOTHING STATED, POSTED, OR AVAILABLE THROUGH ANY OF OUR SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE, DENTISTRY, NURSING, PHARMACY, OR OTHER PROFESSIONAL HEALTHCARE ADVICE, OR THE PROVISION OF MEDICAL CARE.

VIVZ is not a referral service and does not refer, recommend or endorse any particular Practitioner, test, procedure, opinion, or other information that may appear through the Services. If you rely on any Content, you do so solely at your own risk. We encourage you to independently confirm any Content relevant to you with other sources, including the Practitioner’s office, medical associations relevant to the applicable specialty, your state medical boards, and the appropriate licensing or certification authorities to verify listed credentials and education.

14. Authorization and Acknowledgement; Important Information About Healthcare Practitioner Relationships and Healthcare Practitioner Lists

In connection with using our products, you understand that:

YOU ARE RESPONSIBLE FOR CHOOSING YOUR OWN HEALTHCARE PRACTITIONER, INCLUDING WITHOUT LIMITATION, DETERMINING WHETHER THE APPLICABLE HEALTHCARE PRACTITIONER IS SUITABLE FOR YOUR HEALTHCARE NEEDS BASED ON SPECIALTY, EXPERIENCE, QUALIFICATION, LICENSES, AND OTHER IMPORTANT FACTS AND CIRCUMSTANCES THAT COULD IMPACT YOUR CARE.

20. MANDATORY ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS,

INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND US OR ANY OF OUR OFFICERS, DIRECTORS OR EMPLOYEES ACTING IN THEIR CAPACITY AS SUCH (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH US, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS OF SERVICE, YOUR USE OF THE SERVICES, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU AND WE HEREBY EXPRESSLY WAIVE TRIAL BY JURY. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND WE ARE EACH WAIVING OUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

Application. You and we agree that these Terms affect interstate commerce and that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. This section entitled “Mandatory Arbitration and Class Action Waiver” is intended to be interpreted broadly and governs any and all disputes between you and us. Any and all disputes may include, but are not limited to (i) claims arising out of or relating to any aspect of

the relationship between you and us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; (ii) claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to advertising); and (iii) claims that may arise after the termination of these Terms. The only disputes excluded from the broad prohibition in this subsection entitled “Application” are the litigation of certain intellectual property and small court claims, as provided in the subsection entitled “Exception” below.

Initial Dispute Resolution. Most disputes can be resolved without resorting to arbitration. If you have any dispute with us, you agree that you will try to resolve your dispute with us before taking any formal action by contacting us at VIVZ, 17748 Sky Park Circle, #240, Irvine, CA 92614 or info@tiptopmd.com. When you contact us, you must provide a brief, written description of the dispute and your contact information. If you have an account with us, you must include the email address associated with your account. Except for intellectual property and small claims court claims (see the subsection entitled “Exception” below), you and we agree to use good faith efforts to resolve any dispute, claim, question, or disagreement directly through consultation with each other. You and we agree to engage in good faith discussions before initiating a lawsuit or arbitration and understand those good faith discussions are a precondition of initiating a lawsuit or arbitration.

Binding Arbitration. If we do not reach an agreed-upon solution within a period of sixty (60) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either party may initiate binding arbitration as the sole means to resolve claims (except as provided in the subsection entitled “Exception” below), as long as the party agrees with the terms set forth below.

The Process. Any arbitration between you and us will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms of Service. The AAA Rules and filing forms are available online at www.adr.org.

A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Our current address for Notice is: VIVZ, c/o Legal Department, 17748 Sky Park Circle, #240, Irvine, CA 92614. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). We agree to work with you and make a good faith effort to resolve the claim directly, but if we aren’t successful within 60 days after the Notice of Arbitration is received, you or we may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by either of us must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award if any.

Fees. If you commence arbitration in accordance with these Terms of Service, we will reimburse you for your payment of the filing fee unless your claim is for more than $5,000 in which case

the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at an agreed upon location in Los Angeles, California, but if the claim is for $5,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a telephone hearing or (c) by an in-person hearing as established by the AAA Rules in the county of your billing address. If the arbitration finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in the Federal Rule of Civil procedure 11(b), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse us for all monies previously disbursed by us that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

No Class Actions. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS TO THE FULLEST EXTENT LEGALLY PERMISSIBLE AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

Modifications to this Arbitration Provision. If we make any future change to this arbitration provision, other than a change to our address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to our address for Notice of Arbitration, in which case your account with us will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.

Enforceability. If this Disputes section is found to be unenforceable, then the entirety of this Disputes section will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in the General Provisions section below will govern any action arising out of or related to these Terms of Service.

Confidentiality. We each agree to keep the arbitration proceedings, all information exchanged between us, and any settlement offers confidential unless otherwise required by law or requested by law enforcement or any court or governmental body. However, we may each disclose these matters, in confidence, to our respective accountants, auditors, and insurance providers.

You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise.

For individuals residing outside the United States, arbitration shall be initiated in California, United States, and you and we agree to submit to the personal jurisdiction of any federal or

state court in California in order to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

Exception: Litigation of Intellectual Property and Small Claims Court Claims. Notwithstanding the foregoing, nothing in these Terms of Service will be deemed to waive, preclude, or otherwise limit the right of either of us to (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) file suit in a court of law to address an intellectual property infringement claim. “Intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets—but does not include privacy or publicity rights. Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

30-Day Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt-out to at VIVZ, 17748 Sky Park Circle, #240, Irvine, CA 92614 or info@tiptopmd.com. Your written notice must have the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of (i) the Effective Date of these Terms; or (ii) your first date that you used the Services that contained any versions of the Terms that included this version of the Mandatory Arbitration and Class Action Waiver, whichever is later.

Otherwise, you shall be bound to arbitrate disputes in accordance with this section entitled “Mandatory Arbitration and Class Action Waiver.” If you opt-out of these arbitration provisions, we also will not be bound by them.

Changes to This Section. We will provide thirty (30) days' notice of any material changes to this section by posting a notice on the Services or informing you via email, and complying with any other applicable legal notice or consent requirements. Amendments will become effective thirty (30) days after they are posted on the Services or sent to you by email. Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day.

If a court or arbitrator decides that this subsection (“Changes to this Section”) is not enforceable or valid, then this subsection will be deemed to be severed from the section entitled “Mandatory Arbitration and Class Action Waiver.” If this happens, the court or arbitrator shall apply the first Mandatory Arbitration and Class Action Waiver section or similar section in existence after you began using the Services.

Survival. This Mandatory Arbitration and Class Action Waiver section shall survive any termination of your use of the Services.

21. Waiver of Jury Trial

YOU AND VIVZ WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and VIVZ are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and VIVZ over whether to vacate or enforce an arbitration award, YOU WAIVE ALL RIGHTS TO A JURY TRIAL and elect instead to have the dispute be resolved by a judge.

22. Exclusive Venue

If you send the Arbitration opt-out notice in and/or in any circumstances where the foregoing arbitration agreement permits either you or VIVZ to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party, and both you and VIVZ agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in, respectively, Orange County, California, or the federal district in which that county falls.

23. Force Majeure

We will not be liable to you or any third party for any failure to perform our obligations under this Agreement if that failure results from any cause beyond our control, such as the elements; fire; flood; severe weather; earthquake; vandalism; accidents; sabotage; power failure; denial of service attacks or similar attacks or other acts of hackers; Internet or network failures or interruptions; acts of God and the public enemy; acts of war; acts of terrorism; riots; civil or public disturbances; strikes, lockouts or labor disruptions; any laws, orders, rules, regulations, acts or restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts; or if another person changes their services or terms or no longer offers their services to you or VIVZ on terms we believe are reasonable.

24. Severability

If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This arbitration agreement will survive the termination of your relationship with VIVZ.

25. Class Action Waiver

Any arbitration under these Terms and Conditions will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. THE PARTIES AGREE

THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/ OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER. Further, unless both you and VIVZ agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.

26. Liability Disclaimer

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

VIVZ MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, VIDEOS, SOFTWARE, PRODUCTS, SERVICES, AND LISTINGS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, VIDEOS, SOFTWARE, PRODUCTS, SERVICES, AND LISTINGS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. VIVZ AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, VIDEOS, SOFTWARE, PRODUCTS, SERVICES, AND LISTINGS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VIVZ BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, VIDEOS, SOFTWARE, PRODUCTS, SERVICES, AND LISTINGS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF VIVZ HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

27. Termination/Access Restriction

VIVZ reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of California and you hereby consent to the exclusive jurisdiction and venue of courts in California in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and VIVZ as a result of this agreement or use of the Site. VIVZ's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of VIVZ's right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by VIVZ with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and VIVZ with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the user and VIVZ with respect to the Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish of the parties that this agreement and all related documents be written in English.

28. Limitation of Claims

No action arising under or in connection with this Agreement, regardless of the form, may be brought by you more than one (1) year after the cause of action arose; actions brought thereafter are forever barred.

29. Severability

In the event any one or more of the provisions of this Agreement shall for any reason be held to be invalid, illegal, or unenforceable, the remaining provisions of this Agreement shall be unimpaired. Further, the invalid, illegal or unenforceable provision shall be replaced by a provision that comes closest to the intention of the parties that underlie the invalid, illegal or unenforceable provision, except to the extent no such provision is valid, legal, and enforceable, in which case such invalid, illegal or unenforceable provision shall be limited or eliminated to the minimum extent necessary so that the other provisions of this Agreement remain in full force and effect and enforceable.

30. Governing Law; Language

This Agreement shall be deemed to have been entered into and shall be construed and enforced in accordance with the Federal Arbitration Act, applicable federal law, and the laws of the State of California as applied to contracts made and to be performed entirely within California, without giving effect to the state’s conflicts of law statute. This Agreement and all documents referenced herein were drafted in the English language and any translations thereof shall not be binding on either party to the extent they conflict with the English versions.

31. Entire Agreement; Waiver

This Agreement and any supplemental terms, policies, rules, and guidelines posted through the Services, each of which is incorporated herein by reference, including the Privacy Policy, constitute the entire agreement between you and us and supersede all previous written or oral agreements. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

32. Headings

The headings of the sections of this Agreement are for convenience only, do not form a part hereof, and in no way limit, define, describe, modify, interpret or construe the meaning, scope, or intent of this Agreement or any terms or conditions therein.

33. Assignment

We may assign this Agreement at any time, including, without limitation, to any parent, subsidiary, or any affiliated company, or as part of the sale to, merger with, or other transfer of our business or any assets to another entity. You may not assign, transfer or sublicense this Agreement to anyone else and any attempt to do so in violation of this section shall be null and void.

34. Eligibility

You must be 18 years of age or over, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, to create a VIVZ Account or use the Services on your own. Those under the age of 13 may not use the Services. If you are between the ages of 13 and 18 or the applicable legal age in your jurisdiction, you can use the Services only under the supervision of your parent or guardian who has agreed to these Terms of Use. By using the Services on behalf of a minor child, you represent and warrant that you are the parent or legal guardian of such child and that all references in these Terms of Use to “you” shall refer to such child or such other individual on whose behalf you have the authorization to enter into these Terms of Use and you in your capacity as the parent or legal guardian of such child or as the authorized party of such individual.

35. Changes to Terms

VIVZ reserves the right, in its sole discretion, to change the Terms under which www.vivz.com is offered. The most current version of the Terms will supersede all previous versions. VIVZ encourages you to periodically review the Terms to stay informed of our updates. We may change this Agreement at any time and without prior notice. If we make a change to this Agreement, it will be effective as soon as we post it and the most current version of this Agreement will always be posted under the "Terms of Use" link available on our website(s) ("Updated Terms"). If we make a material change to the Agreement, we will make reasonable efforts to notify you. You agree that you will review this Agreement periodically. By continuing to access and/or use the Services after we post Updated Terms, you agree to be bound by the Updated Terms, and if you do not agree to the Updated Terms, you must stop using and/or accessing the Services. Any disputes under this Agreement will be governed by the version of the Agreement in effect at the time of the first event which gave rise to the dispute. Except for changes by us as described here, no other amendment or modification of these Terms of Use will be effective unless in writing and signed by both you and us.

We may from time to time add new features to the Services, substitute a new service for one of the existing Services, or discontinue or suspend one or any part of the existing Services. Under no circumstances will VIVZ be liable for any suspension or discontinuation of any of the Services or portion thereof, and any use of new services will be governed by this Agreement.

If you create a VIVZ Account or use the Services on behalf of an individual or entity other than yourself, you represent that you are authorized by such individual or entity to accept this Agreement on such individual’s or entity’s behalf and bind them to this Agreement (in which case, the references to “you” and “your” in this Agreement, except for in this sentence, refer to that individual or entity).

36. Contact Us

VIVZ welcomes your questions or comments regarding the Terms:

Address:
VIVZ, Inc.
1172 Brownell St, Clearwater FL 33756

Email Address: info@vivz.com

Telephone number:

(727) 248-0526