Zuman Terms of Use

Last Modified February 1, 2019

Introduction

The following terms are a legal agreement between you, your employees, agents, contractors and any other entity on whose behalf you accept these terms (collectively “You” or “Your”), and Zuman, Inc. (“Zuman”). By accessing, browsing, or using our Zuman public website, (“Website”), You acknowledge that You have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations. The Website shall not include our Zuman platform or our mobile applications which comprise our transaction processing systems used to provide our payroll, benefit, compliance and other related services to our clients and their employees. If You do not agree to these terms, You may not use this Website. This Website may contain a variety of resources including, but not limited to, documentation and other Zuman-provided product information (collectively “Documentation”) other services (collectively “Services”). Your use of any Documentation and Services is subject to, and specifically conditioned upon Your acceptance of the following Terms of Use (“Terms”). Zuman reserves the right to change, update, add provisions to or remove provisions from (collectively, “modifications”) these Terms from time to time by posting them on this Website. If You object to any such modifications, Your sole recourse shall be to cease using this Website. Continued use of this Website following posting of modifications to the Website indicates that You acknowledge and agree to be bound by the modifications. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise.

Additional or different terms, conditions, and notices may apply to specific materials, information, products, software, and services offered through this Website, as set forth in expressly-designated legal notices or terms located on particular pages of this Website. These expressly-designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.

Use of the Website

Subject to the terms and conditions of these Terms, Zuman grants You a limited, personal, non-exclusive and non-transferable license to display on your computer or mobile device the materials and content on this Website, including the Documentation. You have no other rights in this Website or any Documentation, and You may not modify, edit, copy, reproduce, distribute, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of this Website or Documentation in any other manner.

All Documentation and other content contained on or accessed via the Website is the copyrighted work of Zuman and/or its suppliers or licensors. No logo, graphic, image or other content from the Website may be copied or retransmitted unless expressly permitted in writing by Zuman. To the extent copying or retransmission is permitted by Zuman, You must preserve any copyright notice and other proprietary notices in all copies of the Documentation and other Website content.

Hyperlinks

The Website may include links to other websites or content or resources. Zuman has no control over any websites or resources which are provided by companies or persons other than Zuman. THIRD-PARTY SITES ARE NOT UNDER THE CONTROL OF ZUMAN AND ZUMAN IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES. FURTHER, ZUMAN IS NOT RESPONSIBLE FOR ANY CONTENT RECEIVED BY YOU FROM ANY THIRD-PARTY SITE. ZUMAN IS PROVIDING THESE LINKS TO YOU ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ZUMAN’S ENDORSEMENT OF THE SITE.

Unauthorized Activities

Unauthorized use of this Website may result in violation of various United States and international copyright laws. Below are examples of things to avoid. Unless You have written permission from Zuman stating otherwise, You are not authorized to use this Website in any of the following ways (these are examples only and the list below is not a complete list of everything that You are not permitted to do):

For any public or commercial purpose which includes use of this Website on another site or through a networked computer environment;

In a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of this Website;

In a manner that violates any local, state, national, foreign, or international statute, regulation, rule, order, treaty, or other law;

To interfere with or disrupt this Website or servers or networks connected to this Website;

To use any data mining, robots, or similar data gathering or extraction methods in connection with this Website; or

Attempt to gain unauthorized access to any portion of this Website or any other accounts, computer systems, or networks connected to this Website, whether through hacking, password mining, or any other means.

You agree to hire attorneys to defend Zuman if You violate these Terms and that violation results in a problem for Zuman. You also agree to pay any damages that Zuman may end up having to pay as a result of Your violation. You alone are responsible for any violation of these Terms by You. Zuman reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You and, in such case, You agree to cooperate with Zuman’s defense of such claim.

Disclaimer of Warranty

USE OF THIS WEBSITE IS AT YOUR SOLE RISK. ALL CONTENT, DOCUMENTATION, MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, AND SERVICES ARE PROVIDED “AS IS,” WITH NO WARRANTIES OR GUARANTEES WHATSOEVER AS TO THE ACCURACY, COMPLETENESS, USEFULNESS, RELIABILITY OR QUALITY. ZUMAN EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, GUARANTEES, AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITING THE FOREGOING, ZUMAN MAKES NO WARRANTY OR GUARANTEE THAT THIS WEBSITE OR ANY CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOU UNDERSTAND AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, OR SERVICES, YOU DO SO AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO YOUR COMPUTER SYSTEM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

Limitation of Liability

IN NO EVENT WILL ZUMAN, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY TYPE WHATSOEVER RELATED TO OR ARISING FROM THIS WEBSITE OR ANY USE OF THIS WEBSITE, OR OF ANY SITE OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THIS WEBSITE, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES RELATED THERETO, INCLUDING, WITHOUT LIMITATION, ANY LOST REVENUES, LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF PROGRAMS OR OTHER DATA, EVEN IF ZUMAN IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORIES.

Additional Terms

We currently have various service offerings. If you subscribe to any such offerings, we will provide such services under a separate digitally or manually executed agreement. Such agreement will supersede these Terms of Use. These Terms of Use may also be superseded by expressly designated legal notices or terms located on particular pages of the Website.

International Visitors

The Website can be accessed from countries around the world and may contain references to products and services that are not available in your country. These references do not imply that Zuman intends to provide any product or service offerings in your country. We control and operate the Website, the Content, and our offerings from our facilities in the United States of America. Zuman makes no representations that the Website, the Content, and any of our offerings are or will be appropriate or available for use in foreign countries. Those who access or use Website, or the Content from other jurisdictions do so at their own volition and are responsible for compliance with all applicable laws.

Indemnification

You agree to indemnify and hold Zuman, its parents, subsidiaries, affiliates, officers, employees, agents, partners, and licensors (collectively, the “Zuman”) harmless from any losses, costs, liabilities, and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) your Data or (b) your violation of any applicable laws, rules, or regulations. Zuman reserves the right, at its own cost, to assume the exclusive defense and control of any matter requiring indemnification by you, in which event you will fully cooperate with Zuman in asserting any available defenses. You agree that the provisions in this section will survive your access or use of the Website.

General

The Terms constitute the entire agreement between You and Zuman and govern Your use of the Website (but excluding any services which Zuman may provide to You under a separate written agreement), and completely replace any prior or contemporaneous negotiations, discussions or agreements between You and Zuman in relation to the Website. You have read and have agreed to the Zuman Privacy Policy contained on this Website. You agree that Zuman may provide You with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Website. You agree that if Zuman does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Zuman has the benefit of under any applicable law), this will not be taken to be a formal waiver of Zuman’s rights and that those rights or remedies will still be available to Zuman.

If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.

You acknowledge and agree that all Zuman affiliates shall be third party beneficiaries to the Terms and that such Zuman affiliates shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.

The Terms, and Your relationship with Zuman under the Terms, shall be governed by the laws of the State of Arizona without regard to its conflict of laws provisions. You and Zuman agree to submit to the exclusive jurisdiction of the courts located within the county of Alameda, Arizona to resolve any legal matter arising from the Terms. Notwithstanding this, You agree that Zuman shall still be allowed to apply for injunctive remedies in any jurisdiction.

Zuman reserves all rights not expressly granted under these Terms, and no other rights are granted under these Terms by implication or estoppel or otherwise.

If You have any questions about these Terms or otherwise need to contact Zuman for any reason, You can reach Us at:

Zuman, Inc.

Attn: Legal Department

5994 W. Las Positas Blvd., Suite 225
Pleasanton, CA 94588
United States