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TERMS AND CONDITIONS
April 26, 2021
AGREEMENT TO TERMS


These Terms and Conditions constitute a legally binding agreement made between you, whether
personally or on behalf of an entity (“you”) and Saylo Innovations, LLC, a Utah limited liability
company (“we,” “us” or “our”), concerning your access to and use of
www.sayloinnovations.com and any other media form, media channel, mobile website, or mobile
application related, linked, or otherwise connected thereto (collectively, the “Site”).


You agree that by accessing the Site, you have read, understood, and agree to be bound by all of
these Terms and Conditions. If you do not agree with all of these Terms and Conditions, then you
are expressly prohibited from using the Site and you must discontinue use immediately.


Supplemental terms and conditions or documents that may be posted on the Site from time to
time are hereby expressly incorporated herein by reference. We reserve the right, in our sole
discretion, to make changes or modifications to these Terms and Conditions at any time and for
any reason.


We will alert you about any changes by updating the “Last updated” date of these Terms and
Conditions, and you waive any right to receive specific notice of each such change.


It is your responsibility to periodically review these Terms and Conditions to stay informed of
updates. You will be subject to, and will be deemed to have been made aware of and to have
accepted, the changes in any revised Terms and Conditions by your continued use of the Site
after the date such revised Terms and Conditions are posted.


The information provided on the Site is not intended for distribution to or use by any person or
entity in any jurisdiction or country where such distribution or use would be contrary to law or
regulation or which would subject us to any registration requirement within such jurisdiction or
country.


Accordingly, those persons who choose to access the Site from other locations do so on their
own initiative and are solely responsible for compliance with local laws, if and to the extent local
laws are applicable.


The Site is intended for users who are at least 13 years of age. All users who are minors in the
jurisdiction in which they reside (generally under the age of 18) must have the permission of, and
be directly supervised by, their parent or guardian to use the Site. If you are a minor, you must
have your parent or guardian read and agree to these Terms and Conditions prior to you using the
Site.


INTELLECTUAL PROPERTY RIGHTS


Unless otherwise indicated, the Site is our proprietary property and all source code, databases,
functionality, software, website designs, audio, video, text, photographs, and graphics on the Site
(collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the
“Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and
trademark laws and various other intellectual property rights and unfair competition laws of the
United States, foreign jurisdictions, and international conventions.


The Content and the Marks are provided on the Site “AS IS” for your information and personal
use only. Except as expressly provided in these Terms and Conditions, no part of the Site and no
Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted,
publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise
exploited for any commercial purpose whatsoever, without our express prior written permission.
Provided that you are eligible to use the Site, you are granted a limited license to access and use
the Site and to download or print a copy of any portion of the Content to which you have
properly gained access solely for your personal, non-commercial use.

We reserve all rights not expressly granted to you in and to the Site, the Content and the Marks.
USER REPRESENTATIONS


By using the Site, you represent and warrant that:
(1) all registration information you submit will be true, accurate, current, and complete;
(2) you will maintain the accuracy of all registration information and promptly update such
registration information as necessary;
(3) you have the legal capacity and you agree to comply with these Terms and Conditions;
(4) you are not under the age of 13;
(5) you are not a minor in the jurisdiction in which you reside, or if a minor, you have received
parental permission to use the Site;
(6) you will not access the Site through automated or non-human means, whether through a bot,
script, or otherwise;
(7) you will not use the Site for any illegal or unauthorized purpose;
(8) your use of the Site will not violate any applicable law or regulation and, in the event you
post anything to the Site, you have all of the rights necessary to do so.
Additionally, it is understood that certain on-Site purchases may be for venues that serve alcohol
and that may or may not allow the use of tobacco products. In the event that you purchase a
ticket to a venue that serves alcohol, you represent and warrant that you are of the minimum age
required to consume alcohol.


If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the
right to suspend or terminate your account and refuse any and all current or future use of the Site
(or any portion thereof).


USER REGISTRATION


You may be required to register with the Site. You agree to keep your password confidential and
will be responsible for all use of your account and password. We reserve the right to remove,
reclaim, or change a username you select if we determine, in our sole discretion, that such
username is inappropriate, obscene, or otherwise objectionable.


ON SITE PURCHASES


We sell tickets and merchandise on behalf of venues, promoters, artists, and others (“Sellers”).
We act only as agent for these Sellers, and are not responsible for any claims or representations
made by a Seller. Sellers reserve all rights to add, withdraw, reschedule or substitute artists
and/or events, prices, venues, seating arrangements and audience capacity. We are not
responsible for any Seller actions or for any damage you have suffered directly from the Seller or
at any venue, including. We cannot guarantee the availability of adequate restrooms, water
fountains, or the compliance of any venue with any building or fire codes.


Tickets and merchandise purchased through us are subject to a non-refundable per-ticket or
per-item service charge. Purchases are also subject to a non-refundable per-order handling
charge. In the case of an event cancellation, we will use reasonable efforts to ensure you receive
a prompt refund of the remaining value of your purchase. In the case of an event cancellation,
please contact us for information regarding receiving your refund. If an event is modified, moved
or rescheduled, the Seller reserves the right to set refund limitations. When a refund is available,
it will be processed back to the card used to purchase the tickets only.


Tickets sold on the Site are also generally available through many distribution points, including
venue box offices.


We are not responsible for any tickets purchased through outside ticketing agencies.


We are not responsible for, and we will not replace, any ticket that is lost, damaged or destroyed.


The right to enter a venue or event is subject to the Seller and/or Venue's terms of admission.


You understand that there may be minimum age requirements, surcharges for minors, and other
similar restrictions. Late arrival may result in non-admittance until a suitable break in the
performance. Please refer to the event page or venue page for specific information. Entry may be
refused if tickets are damaged or defaced in any way, or are not purchased through authorized
points of sale. Entry may also be refused if tickets are lost or stolen. The rights are reserved to
broadcast or telecast any event. The use of cameras, audio and video recorders may be
prohibited. Please refer to the event or venue page for more information.


Before finalizing your purchase, please carefully review your event and seating selection.
Policies set forth by our Sellers, including venues, teams and promoters, may prohibit us from
issuing exchanges or refunds after a ticket has been purchased, or for lost, stolen, damaged or
destroyed tickets.


Additional purchase and refund policies may be included on the Site, which are expressly
incorporated herein.


PROHIBITED ACTIVITIES


You may not access or use the Site for any purpose other than that for which we make the Site
available. The Site may not be used in connection with any commercial endeavors except those
that are specifically endorsed or approved by us.


As a user of the Site, you agree not to:


1. systematically retrieve data or other content from the Site to create or compile, directly or
indirectly, a collection, compilation, database, or directory without written permission from
us.
2. make any unauthorized use of the Site, including collecting usernames and/or email
addresses of users by electronic or other means for the purpose of sending unsolicited
email, or creating user accounts by automated means or under false pretenses;
3. post anything to the Site that is copyrighted, trademarked, or otherwise protected by law
and to which you do not own the rights;
4. post any obscene material, post any hate speech, post anything illegal, or post any other
objectionable material onto the Site;
5. use a buying agent or purchasing agent to make purchases on the Site;
6. use the Site to advertise or offer to sell goods and services;
7. circumvent, disable, or otherwise interfere with security-related features of the Site,
including features that prevent or restrict the use or copying of any Content or enforce
limitations on the use of the Site and/or the Content contained therein;
8. engage in unauthorized framing of or linking to the Site;
9. trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive
account information such as user passwords;
10. make improper use of our support services or submit false reports of abuse or misconduct;
11. engage in any automated use of the system, such as using scripts to send comments or
messages, or using any data mining, robots, or similar data gathering and extraction tools;
12. interfere with, disrupt, or create an undue burden on the Site or the networks or services
connected to the Site;
13. attempt to impersonate another user or person or use the username of another user;
14. sell or otherwise transfer your profile;
15. use any information obtained from the Site in order to harass, abuse, or harm another
person;
16. use the Site as part of any effort to compete with us or otherwise use the Site and/or the
Content for any revenue-generating endeavor or commercial enterprise;
17. decipher, decompile, disassemble, or reverse engineer any of the software comprising or in
any way making up a part of the Site;
18. attempt to bypass any measures of the Site designed to prevent or restrict access to the Site,
or any portion of the Site;
19. harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing
any portion of the Site to you;
20. delete the copyright or other proprietary rights notice from any Content;
21. copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML,
JavaScript, or other code;
22. upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other
material, including excessive use of capital letters and spamming (continuous posting of
repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site
or modifies, impairs, disrupts, alters, or interferes with the use, features, functions,
operation, or maintenance of the Site;
23. upload or transmit (or attempt to upload or to transmit) any material that acts as a passive
or active information collection or transmission mechanism, including without limitation,
clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar
devices (sometimes referred to as “spyware” or “passive collection mechanisms” or
“pcms”);
24. except as may be the result of standard search engine or Internet browser usage, use,
launch, develop, or distribute any automated system, including without limitation, any
spider, robot, cheat utility, scraper, or offline reader that accesses the Site, or using or
launching any unauthorized script or other software;
25. disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site; and
26. use the Site in a manner inconsistent with any applicable laws or regulations.


USER GENERATED CONTRIBUTIONS


The Site may invite you to chat, contribute to, or participate in blogs, message boards, online
forums, and other functionality, and may provide you with the opportunity to create, submit,
post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on
the Site, including but not limited to text, writings, video, audio, photographs, graphics,
comments, suggestions, or personal information or other material (collectively, "Contributions").
Contributions may be viewable by other users of the Site and through third-party websites. As
such, any Contributions you transmit may be treated as non-confidential and non-proprietary.


When you create or make available any Contributions, you thereby represent and warrant that:


1. the creation, distribution, transmission, public display, or performance, and the accessing,
downloading, or copying of your Contributions do not and will not infringe the proprietary
rights, including but not limited to the copyright, patent, trademark, trade secret, or moral
rights of any third party;
2. you are the creator and owner of or have the necessary licenses, rights, consents, releases,
and permissions to use and to authorize us, the Site, and other users of the Site to use your
Contributions in any manner contemplated by the Site and these Terms and Conditions;
3. you have the written consent, release, and/or permission of each and every identifiable
individual person in your Contributions to use the name or likeness of each and every such
identifiable individual person to enable inclusion and use of your Contributions in any
manner contemplated by the Site and these Terms and Conditions;
4. your Contributions are not false, inaccurate, or misleading;
5. your Contributions are not unsolicited or unauthorized advertising, promotional materials,
pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation;
6. your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous,
slanderous, or otherwise objectionable (as determined by us or by law);
7. your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone;
8. your Contributions do not advocate the violent overthrow of any government or incite,
encourage, or threaten physical harm against another;
9. your Contributions do not violate any applicable law, regulation, or rule;
10. your Contributions do not violate the privacy or publicity rights of any third party;
11. your Contributions do not contain any material that solicits personal information from
anyone under the age of 18 or exploits people under the age of 18 in a sexual or violent
manner;
12. your Contributions do not violate any federal or state law concerning child pornography, or
otherwise intended to protect the health or well-being of minors;
13. your Contributions do not include any offensive comments that are connected to race,
color, national origin, religion, creed, age, gender, sexual preference, or disability;
14. your Contributions do not otherwise violate, or link to material that violates, any provision
of these Terms and Conditions, or any applicable law or regulation.
Any use of the Site in violation of the foregoing violates these Terms and Conditions and may
result in, among other things, termination or suspension of your rights to use the Site and entitle
us to the rights of indemnification listed in these Terms and Conditions.


CONTRIBUTION LICENSE


By posting your Contributions to any part of the Site or making Contributions accessible to the
Site by linking your account from the Site to any of your social networking accounts, you
automatically grant, and you represent and warrant that you have the right to grant, to us an
unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free,
fully-paid, worldwide right, and license to host, use, copy, reproduce, disclose, sell, resell,
publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat,
translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including,
without limitation, your image and voice) for any purpose, commercial, advertising, or
otherwise, and to prepare derivative works of, or incorporate into other works, such
Contributions, and grant and authorize sublicenses of the foregoing. The use and distribution
may occur in any media formats and through any media channels.


This license will apply to any form, media, or technology now known or hereafter developed,
and includes our use of your name, company name, and franchise name, as applicable, and any
of the trademarks, service marks, trade names, logos, and personal and commercial images you
provide. You waive all moral rights in your Contributions, and you warrant that moral rights
have not otherwise been asserted in your Contributions.


We do not assert any ownership over your Contributions. You retain full ownership of all of your
Contributions and any intellectual property rights or other proprietary rights associated with your
Contributions. We are not liable for any statements or representations in your Contributions
provided by you in any area on the Site.


You are solely responsible for your Contributions to the Site and you expressly agree to
exonerate us from any and all responsibility and to refrain from any legal action against us
regarding your Contributions.


We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any
Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations
on the Site; and (3) to pre-screen or delete any Contributions at any time and for any reason,
without notice. We have no obligation to monitor your Contributions or the Contributions of
others.


GUIDELINES FOR REVIEWS


We may provide you areas on the Site to leave reviews or ratings. When posting a review, you
must comply with the following criteria:


(1) you should have firsthand experience with the person/entity being reviewed;
(2) your reviews should not contain offensive profanity, or abusive, racist, offensive, or hate
language;
(3) your reviews should not contain discriminatory references based on religion, race, gender,
national origin, age, marital status, sexual orientation, or disability;
(4) your reviews should not contain references to illegal activity;
(5) you should not be affiliated with competitors if posting negative reviews;
(6) you should not make any conclusions as to the legality of conduct;
(7) you may not post any false or misleading statements or any libelous or slanderous statements;
(8) you may not organize a campaign encouraging others to post reviews, whether positive or
negative.


We may accept, reject, or remove reviews in our sole discretion. We have absolutely no
obligation to screen reviews or to delete reviews, even if anyone considers reviews objectionable
or inaccurate. Reviews are not endorsed by us, and do not necessarily represent our opinions or
the views of any of our affiliates.


We do not assume liability for any review or for any claims, liabilities, or losses resulting from
any review. By posting a review, you hereby grant to us a perpetual, non-exclusive, worldwide,
royalty-free, fully-paid, assignable, and sublicensable right and license to reproduce, modify,
translate, transmit by any means, display, perform, and/or distribute all content relating to
reviews.


MOBILE APPLICATION LICENSE


Use License


If you access the Site via a mobile application, then we grant you a revocable, non-exclusive,
non-transferable, limited right to install and use the mobile application on wireless electronic
devices owned or controlled by you, and to access and use the mobile application on such
devices strictly in accordance with the terms and conditions of this mobile application license
contained in these Terms and Conditions.


You shall not:


(1) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the
application;
(2) make any modification, adaptation, improvement, enhancement, translation, or derivative
work from the application;
(3) violate any applicable laws, rules, or regulations in connection with your access or use of the
application;
(4) remove, alter, or obscure any proprietary notice (including any notice of copyright or
trademark) posted by us or the licensors of the application;
(5) use the application for any revenue generating endeavor, commercial enterprise, or other
purpose for which it is not designed or intended unless otherwise expressly agreed to by us in
writing;
(6) make the application available over a network or other environment permitting access or use
by multiple devices or users at the same time;
(7) use the application for creating a product, service, or software that is, directly or indirectly,
competitive with or in any way a substitute for the application;
(8) use the application to send automated queries to any website or to send any unsolicited
commercial e-mail;
(9) use any proprietary information or any of our interfaces or our other intellectual property in
the design, development, manufacture, licensing, or distribution of any applications, accessories,
or devices for use with the application.


Any use of the Site via a mobile application shall be subject to all of the Terms and Conditions
listed herein.


Apple and Android Devices


The following terms apply when you use a mobile application obtained from either the Apple
Store or Google Play (each an “App Distributor”) to access the Site:


(1) the license granted to you for our mobile application is limited to a non-transferable license to
use the application on a device that utilizes the Apple iOS or Android operating systems, as
applicable, and in accordance with the usage rules set forth in the applicable App Distributor’s
terms of service;
(2) we are responsible for providing any maintenance and support services with respect to the
mobile application as specified in the terms and conditions of this mobile application license
contained in these Terms and Conditions or as otherwise required under applicable law, and you
acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance
and support services with respect to the mobile application;
(3) in the event of any failure of the mobile application to conform to any applicable warranty,
you may notify the applicable App Distributor, and the App Distributor, in accordance with its
terms and policies, may refund the purchase price, if any, paid for the mobile application, and to
the maximum extent permitted by applicable law, the App Distributor will have no other
warranty obligation whatsoever with respect to the mobile application;
(4) you represent and warrant that (i) you are not located in a country that is subject to a U.S.
government embargo, or that has been designated by the U.S. government as a “terrorist
supporting” country and (ii) you are not listed on any U.S. government list of prohibited or
restricted parties;
(5) you must comply with applicable third-party terms of agreement when using the mobile
application, e.g., if you have a VoIP application, then you must not be in violation of their
wireless data service agreement when using the mobile application;
6) you acknowledge and agree that the App Distributors are third-party beneficiaries of the terms
and conditions in this mobile application license contained in these Terms and Conditions, and
that each App Distributor will have the right (and will be deemed to have accepted the right) to
enforce the terms and conditions in this mobile application license contained in these Terms and
Conditions against you as a third-party beneficiary thereof.


We are not responsible for the acts, failures to act, errors, or omissions of any App Distributor.
In the event that you have a problem caused by any App Distributor, your sole recourse shall be
against such App Distributor.


SOCIAL MEDIA


As part of the functionality of the Site, you may link your account with online accounts you have
with third-party service providers (each such account, a “Third-Party Account”) by either: (1)
providing your Third-Party Account login information through the Site; or (2) allowing us to
access your Third-Party Account.


You represent and warrant that you are entitled to disclose your Third-Party Account login
information to us and/or grant us access to your Third-Party Account, without breach by you of
any of the terms and conditions that govern your use of the applicable Third-Party Account, and
without obligating us to pay any fees or making us subject to any usage limitations imposed by
the third-party service provider of the Third-Party Account.


By granting us access to any Third-Party Accounts, you understand that (1) we may access,
make available, and store (if applicable) any content that you have provided to and stored in your
Third-Party Account (the “Social Network Content”) so that it is available on and through the
Site via your account, including without limitation any friend lists, and (2) we may submit to and
receive from your Third-Party Account additional information when you link your account with
the Third-Party Account.


Depending on the Third-Party Accounts you choose and subject to the privacy settings that you
have set in such Third-Party Accounts, personally identifiable information that you post to your
Third-Party Accounts may be available on and through your account on the Site.


Please note that if a Third-Party Account or associated service becomes unavailable or our access
to such Third-Party Account is terminated by the third-party service provider, then Social
Network Content may no longer be available on and through the Site. You will have the ability to
disable the connection between your account on the Site and your Third-Party Accounts at any
time.


PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE
PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED
SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE
PROVIDERS.


We make no effort to review any Social Network Content for any purpose, including but not
limited to, for accuracy, legality, or non-infringement, and we are not responsible for any Social
Network Content.


You acknowledge and agree that we may access your email address book associated with a
Third-Party Account and your contacts list stored on your mobile device or tablet computer
solely for purposes of identifying and informing you of those contacts who have also registered
to use the Site.


You can deactivate the connection between the Site and your Third-Party Account by contacting
us using the contact information below or through your account settings (if applicable). We will
attempt to delete any information stored on our servers that was obtained through such
Third-Party Account, except the username and profile picture that become associated with your
account.


SUBMISSIONS


You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other
information regarding the Site ("Submissions") provided by you to us are non-confidential and
shall become our sole property. We shall own exclusive rights, including all intellectual property
rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for
any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.
You hereby waive all moral rights to any such Submissions, and you hereby warrant that any
such Submissions are original with you or that you have the right to submit such Submissions.
You agree there shall be no recourse against us for any alleged or actual infringement or
misappropriation of any proprietary right in your Submissions.


THIRD-PARTY WEBSITES AND CONTENT


The Site may contain (or you may be sent via the Site) links to other websites ("Third-Party
Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video,
information, applications, software, and other content or items belonging to or originating from
third parties ("Third-Party Content").


Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked
for accuracy, appropriateness, or completeness by us, and we are not responsible for any
Third-Party Websites accessed through the Site or any Third-Party Content posted on, available
through, or installed from the Site, including the content, accuracy, offensiveness, opinions,
reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the
Third-Party Content.


Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any
Third-Party Content does not imply approval or endorsement thereof by us. If you decide to
leave the Site and access the Third-Party Websites or to use or install any Third-Party Content,
you do so at your own risk.


You should review the applicable terms and policies, including privacy and data gathering
practices, of any website to which you navigate from the Site or relating to any applications you
use or install from the Site. Any purchases you make through Third-Party Websites will be
through other websites and from other companies, and we take no responsibility whatsoever in
relation to such purchases which are exclusively between you and the applicable third party.
You agree that we are not responsible or liable for any purchases, reservations, deposits,
information, or any other transaction or interaction with Third-Party Websites. You agree and
acknowledge that we do not endorse the products or services offered on Third-Party Websites
and you shall hold us harmless from any harm caused by your purchase of such products or
services including our reasonable costs and attorney fees. Additionally, you shall hold us
harmless from any losses sustained by you or harm caused to you relating to or resulting in any
way from any Third-Party Content or any contact with Third-Party Websites including our
reasonable costs and attorney fees.


ADVERTISERS


We allow advertisers and other third parties (“Advertisers”) to display their advertisements and
other information in certain areas of the Site, such as sidebar advertisements or banner
advertisements.


If you are an Advertiser, you shall take full responsibility for any advertisements you place on
the Site and any services provided on the Site or products sold through those advertisements.
Further, as an Advertiser, you warrant and represent that you possess all rights and authority to
place advertisements on the Site, including, but not limited to, intellectual property rights,
publicity rights, and contractual rights.


As an advertiser, you agree that such advertisements are subject to our Digital Millennium
Copyright Act (“DMCA”) Notice and Policy provisions as described below, and you understand
and agree there will be no refund or other compensation for DMCA takedown-related issues.


SITE MANAGEMENT


We reserve the right, but not the obligation, to:


(1) monitor the Site for violations of these Terms and Conditions;
(2) take appropriate legal action against anyone who, in our sole discretion, violates the law or
these Terms and Conditions, including without limitation, reporting such user to law enforcement
authorities;
(3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of,
or disable (to the extent technologically feasible) any of your Contributions or any portion
thereof;
(4) in our sole discretion and without limitation, notice, or liability, to remove from the Site or
otherwise disable all files and content that are excessive in size or are in any way burdensome to
our systems; and
(5) otherwise manage the Site in a manner designed to protect our rights and property and to
facilitate the proper functioning of the Site.


PRIVACY POLICY


Please be advised the Site is hosted in the United States. You consent to our use of cookies and
the retention of other data that we obtain from your use of the Site. To assist with usefulness of
the Site, you authorize us to obtain information on your location.


If you access the Site from the European Union, Asia, or any other region of the world with laws
or other requirements governing personal data collection, use, or disclosure that differ from
applicable laws in the United States, then through your continued use of the Site, you are
transferring your data to the United States, and you expressly consent to have your data
transferred to and processed in the United States.


Further, we do not knowingly accept, request, or solicit information from children or knowingly
market to children. Therefore, in accordance with the U.S. Children’s Online Privacy Protection
Act, if we receive actual knowledge that anyone under the age of 13 has provided personal
information to us without the requisite and verifiable parental consent, we will delete that
information from the Site as quickly as is reasonably practical.


DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA) NOTICE
AND POLICY


Notifications
We respect the intellectual property rights of others. If you believe that any material available on
or through the Site infringes upon any copyright you own or control, please immediately notify
our Designated Copyright Agent using the contact information provided on the Site (a
“Notification”).


A copy of your Notification will be sent to the person who posted or stored the material
addressed in the Notification. Please be advised that pursuant to federal law you may be held
liable for damages if you make material misrepresentations in a Notification. Thus, if you are not
sure that material located on or linked to by the Site infringes your copyright, you should
consider first contacting an attorney.


All Notifications should meet the requirements of DMCA 17 U.S.C. § 512(c)(3) and include the
following information:


(1) A physical or electronic signature of a person authorized to act on behalf of the owner of an
exclusive right that is allegedly infringed;
(2) identification of the copyrighted work claimed to have been infringed, or, if multiple
copyrighted works on the Site are covered by the Notification, a representative list of such works
on the Site;
(3) identification of the material that is claimed to be infringing or to be the subject of infringing
activity and that is to be removed or access to which is to be disabled, and information
reasonably sufficient to permit us to locate the material;
(4) information reasonably sufficient to permit us to contact the complaining party, such as an
address, telephone number, and, if available, an email address at which the complaining party
may be contacted;
(5) a statement that the complaining party has a good faith belief that use of the material in the
manner complained of is not authorized by the copyright owner, its agent, or the law;
(6) a statement that the information in the notification is accurate, and under penalty of perjury,
that the complaining party is authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed upon.


Counter Notification


If you believe your own copyrighted material has been removed from the Site as a result of a
mistake or misidentification, you may submit a written counter notification to us using the
contact information provided below (a “Counter Notification”).


To be an effective Counter Notification under the DMCA, your Counter Notification must
include substantially the following:


(1) identification of the material that has been removed or disabled and the location at which the
material appeared before it was removed or disabled;
(2) a statement that you consent to the jurisdiction of the Federal District Court in which your
address is located, or if your address is outside the United States, for any judicial district in
which we are located;
(3) a statement that you will accept service of process from the party that filed the Notification or
the party's agent;
(4) your name, address, and telephone number;
(5) a statement under penalty of perjury that you have a good faith belief that the material in
question was removed or disabled as a result of a mistake or misidentification of the material to
be removed or disabled;
(6) your physical or electronic signature.


If you send us a valid, written Counter Notification meeting the requirements described above,
we will restore your removed or disabled material, unless we first receive notice from the party
filing the Notification informing us that such party has filed a court action to restrain you from
engaging in infringing activity related to the material in question.


Please note that if you materially misrepresent that the disabled or removed content was removed
by mistake or misidentification, you may be liable for damages, including costs and attorney's
fees. Filing a false Counter Notification constitutes perjury.


COPYRIGHT INFRINGEMENTS


We respect the intellectual property rights of others. If you believe that any material available on
or through the Site infringes upon any copyright you own or control, please immediately notify
us using the contact information provided on the Site (a “Notification”). A copy of your
Notification will be sent to the person who posted or stored the material addressed in the
Notification.


Please be advised that pursuant to federal law you may be held liable for damages if you make
material misrepresentations in a Notification. Thus, if you are not sure that material located on or
linked to by the Site infringes your copyright, you should consider first contacting an attorney.
If we are required to remove multiple postings for violating the copyright or intellectual property
of others, your access to the Site will be terminated.


TERM AND TERMINATION


These Terms and Conditions shall remain in full force and effect while you use the Site.


WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS AND CONDITIONS,
WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR
LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING
CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON,
INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION,
WARRANTY, OR COVENANT CONTAINED IN THESE TERMS AND CONDITIONS OR
OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR
PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR
INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR
SOLE DISCRETION.


If we terminate or suspend your account for any reason, you are prohibited from registering and
creating a new account under your name, a fake or borrowed name, or the name of any third
party, even if you may be acting on behalf of the third party.


In addition to terminating or suspending your account, we reserve the right to take appropriate
legal action, including without limitation pursuing civil, criminal, and injunctive redress.


MODIFICATIONS AND INTERRUPTIONS


We reserve the right to change, modify, or remove the contents of the Site at any time or for any
reason at our sole discretion without notice. We have no obligation to update any information on
our Site. We also reserve the right to modify or discontinue all or part of the Site without notice
at any time.


We will not be liable to you or any third party for any modification, price change, suspension, or
discontinuance of the Site.


We cannot guarantee the Site will be available at all times. We may experience hardware,
software, or other problems or need to perform maintenance related to the Site, resulting in
interruptions, delays, or errors. We reserve the right to change, revise, update, suspend,
discontinue, or otherwise modify the Site at any time or for any reason without notice to you.
You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by
your inability to access or use the Site during any downtime or discontinuance of the Site. You
agree that you are using the site at your own risk.


Nothing in these Terms and Conditions will be construed to obligate us to maintain and support
the Site or to supply any corrections, updates, or releases in connection therewith.


GOVERNING LAW


These Terms and Conditions and your use of the Site are governed by and construed in
accordance with the laws of the State of Utah applicable to agreements made and to be entirely
performed within the State of Utah, without regard to its conflict of law principles.


DISPUTE RESOLUTION


To expedite resolution and control the cost of any dispute, controversy, or claim related to these
Terms and Conditions (each a "Dispute" and collectively, the “Disputes”) brought by you against
us (individually, a “Party” and collectively, the “Parties”), the you agree to first attempt to
negotiate any Dispute (except those Disputes expressly provided below) with us. Such informal
negotiations commence upon written notice from you to us. We may elect, and you hereby
agree, to require mediation prior to the filing of any suit.


The Parties agree that the following Disputes are not subject to the above provisions concerning
informal negotiations and mediation: (a) any Disputes seeking to enforce or protect, or
concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute
related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use;
and (c) any claim for injunctive relief.


Any legal action of whatever nature brought by either you or us (collectively, the “Parties” and
individually, a “Party”) regarding any use of the Site, any dispute under this agreement, or any
other claim between you and us, shall be commenced or prosecuted in the state and federal
courts located in Salt Lake County, Utah, and the Parties hereby consent to, and waive all
defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and
jurisdiction in such state and federal courts. Any dispute that is brought
Application of the United Nations Convention on Contracts for the International Sale of Goods
and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Terms
and Conditions.


In no event shall any Dispute brought by you related in any way to the Site be commenced more
than 1 year after the cause of action arose.


CORRECTIONS


There may be information on the Site that contains typographical errors, inaccuracies, or
omissions that may relate to the Site, including descriptions, pricing, availability, and various
other information. We reserve the right to correct any errors, inaccuracies, or omissions and to
change or update the information on the Site at any time, without prior notice.


DISCLAIMER


THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT
YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE
FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES,
EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF,
INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT
THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT
OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR
RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF
CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF
ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF
THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS
AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL
INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF
TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES,
OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY
THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND
MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A
RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE
MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE,
OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR
OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE,
OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR
OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE
RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY
THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.


AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR
IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE
CAUTION WHERE APPROPRIATE.


LIMITATIONS OF LIABILITY


IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE
TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL,
EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST
PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM
YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES.


NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR
LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE
FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF
ANY, BY YOU TO US DURING THE SIX-MONTH PERIOD PRIOR TO ANY CAUSE OF
ACTION ARISING.


INDEMNIFICATION


You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and
all of our respective officers, agents, partners, and employees, from and against any loss,
damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by
any third party due to or arising out of: (1) your Contributions; (2) your use of the Site; (3) your
breach of these Terms and Conditions; (4) any breach of your representations and warranties set
forth in these Terms and Conditions; (5) your violation of the rights of a third party, including but
not limited to intellectual property rights; or (6) any overt harmful act toward any other user of
the Site with whom you connected via the Site.


Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive
defense and control of any matter for which you are required to indemnify us, and you agree to
cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to
notify you of any such claim, action, or proceeding which is subject to this indemnification upon
becoming aware of it.


USER DATA


We will maintain certain data that you transmit to the Site for the purpose of managing the Site,
as well as data relating to your use of the Site. Although we perform regular routine backups of
data, you are solely responsible for all data that you transmit or that relates to any activity you
have undertaken using the Site.


You agree that we shall have no liability to you for any loss or corruption of any such data, and
you hereby waive any right of action against us arising from any such loss or corruption of such
data.


ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND
SIGNATURES


Visiting the Site, sending us emails, and completing online forms constitute electronic
communications. You consent to receive electronic communications, and you agree that all
agreements, notices, disclosures, and other communications we provide to you electronically, via
email and on the Site, satisfy any legal requirement that such communication be in writing.


YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS,
ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES,
POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US
OR VIA THE SITE.


You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances,
or other laws in any jurisdiction which require an original signature or delivery or retention of
non-electronic records, or to payments or the granting of credits by any means other than
electronic means.


MISCELLANEOUS


These Terms and Conditions and any policies or operating rules posted by us on the Site
constitute the entire agreement and understanding between you and us. Our failure to exercise or
enforce any right or provision of these Terms and Conditions shall not operate as a waiver of
such right or provision. You understand and agree that operating and managing the Site is a
significant burden and that we may not be able to enforce every violation of these Terms and
Conditions.


These Terms and Conditions operate to the fullest extent permissible by law. We may assign any
or all of our rights and obligations to others at any time. We shall not be responsible or liable for
any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control.
If any provision or part of a provision of these Terms and Conditions is determined to be
unlawful, void, or unenforceable, that provision or part of the provision is deemed severable
from these Terms and Conditions and does not affect the validity and enforceability of any
remaining provisions, or, alternatively, the provision will be replaced with a similar permissible
provision, and the remaining provisions will remain in full force and effect.


There is no joint venture, partnership, employment or agency relationship created between you
and us as a result of these Terms and Conditions or use of the Site. You agree that these Terms
and Conditions will not be construed against us by virtue of having drafted them.


You hereby waive any and all defenses you may have based on the electronic form of these
Terms and Conditions and the lack of signing by the parties hereto to execute these Terms and
Conditions.


CONTACT US


In order to resolve a complaint regarding the Site or to receive further information regarding use
of the Site, please contact us at:


Saylo Innovations, LLC
support@sayloinnovations.com

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