Terms of Use.

Welcome and thank you for your interest in ZALA. These Terms of Use (this "Agreement" or these "Terms") describe the terms and conditions applicable to your use of https://zala.ai/ and https://www.lifeonzala.com/ (the "Site"), the ZALA mobile application (the "Mobile App"), the AIIO Companion (defined below), the Superuser Marketplace, and any services, content, communications, software, and product features relating to the foregoing (collectively with the Site and Mobile App, the "Services"). The Site, Mobile App, and Services are owned and operated by In Creates Out, LLC, and its affiliates and subsidiaries (collectively the "Company," "we," "us," or "ZALA").

These Terms form a binding agreement between you ("you" or "your") and us and shall be the equivalent of a written paper agreement. The effective date of this Agreement is when you accept or are deemed to accept this Agreement as discussed below. By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, you must immediately stop using the Services.

We reserve the right to modify these Terms at any time. We will post material changes on this page with a revised effective date and, where required, give you reasonable notice in-app or by email. Continued use of the Services after revisions become effective constitutes acceptance of the revised Terms.

01Platform Services

The Services include, without limitation:

• The AIIO Companion — an AI-assisted intelligence layer that drafts messages, summarizes patterns, supports your Superuser, and helps you frame your day. AIIO is a software character of ZALA and is not a medical professional. See Section 3.
• The Rules Engine — a deterministic, layered decision system that governs safety floors, gates, modulators, and member-state transitions. See Section 4.
• The Superuser Marketplace — a platform where independent health, wellness, performance, and education professionals ("Superusers" or "SUs") publish channels, programs, sessions, and remote coaching to ZALA members.
• The Day-Phase Framework — a centralized, periodized habit plan organized into the day's phases (e.g., Dawn Signal, Rise & Baseline, Morning Show, Refuel, Midday Reset, Spotlight, ZALA Hangouts), with population-specific dose.
• Wearable & health-data integrations — connectors to Apple Health and third-party sources including Whoop (v1) and Oura (v1.5+). See Section 12.
• Member account, intake, and identity — including the opening question "What's your ZALA?", the eight-stage member lifecycle (Inbound → Intake → Eval → POC → Today → Session → Remote → Compound), and ongoing state-vector tracking.
• Payments, subscriptions, and channel billing — for both ZALA-set and Superuser-set pricing.

You acknowledge that we may modify, update, or alter these Services at our discretion. The availability and functionality of third-party integrations (Apple Health, Whoop, Oura, Anthropic, Stripe, the Apple App Store, etc.) are governed by their respective terms.

02Acknowledgements & Health Disclaimers

By using the Services, you acknowledge and agree to the following:

1. The Services are for general health, fitness, wellness, education, and personal-growth information purposes only. They are not a substitute for, and do not replace, medical advice, diagnosis, or treatment. Nothing in the Services is intended to be the practice of medicine, mental-health care, physical therapy, professional counseling, or any other licensed clinical service.
2. The Services — including text, photos, illustrations, audio, video, AIIO-drafted messages, Superuser communications, and any analyses produced by the Rules Engine or any AI component — are not intended to be used in place of (a) the advice of your physician or other licensed medical professional, or (b) a visit, call, or consultation with such a professional.
3. If you have any health-related questions, contact a licensed clinician promptly. You should never disregard medical advice or delay seeking it because of anything presented on the Services.
4. Always consult a clinician before making material changes to your sleep, activity, nutrition, or training based on the Services. If you change these things, you do so fully at your own risk. Be sensitive to your body's responses. If you experience unexpected, repeating, or long-term pain, fatigue, or discomfort, stop and consult a clinician.
5. Your Superuser is an independent provider, not an employee of ZALA. The Superuser-member relationship is between you and your Superuser. ZALA does not provide healthcare, coaching, programming, or supervision; we provide the platform, the AIIO Companion, the Rules Engine, and the marketplace.

03The AIIO Companion & AI Disclosures

"AIIO" is ZALA's named AI companion. AIIO drafts member-facing messages, summarizes patterns from your activity and wearable data, supports Superuser decisioning, and helps you frame your day. AIIO is software. AIIO is not a clinician, therapist, coach, or licensed professional, and AIIO does not provide medical, mental-health, legal, or financial advice.

1. Model providers. AIIO is currently powered by Anthropic's Claude models (including, without limitation, Claude Sonnet 4.6 and Claude Opus 4.6 premium). Model providers, model versions, and routing may change without notice. Your inputs may be transmitted to these providers' APIs for processing. See the Privacy Policy.
2. AI does not classify safety. Large language models, including those powering AIIO, are forbidden from making safety classifications. Safety floors, hard stops, intervention triggers, and population/pathway routing are decided by the deterministic Rules Engine described in Section 4. AIIO may surface patterns to your Superuser but does not gate, modulate, or override Rules Engine outputs.
3. Hallucination & error. AI systems can produce inaccurate, incomplete, or misleading outputs. Do not rely on AIIO for clinical, legal, or financial decisions. Verify health-related guidance with a licensed professional. ZALA disclaims liability for AI outputs to the maximum extent permitted by law.
4. No automated final decisions. Material actions affecting you (suspension, pairing changes, safety escalation, refunds, capacity-cap allocation) are subject to human or rules-based review. Where applicable law gives you the right to opt out of solely automated decision-making, you may exercise that right by contacting us as described in Section 35.
5. Cost-cap operations. ZALA operates AIIO within published cost-cap targets (default and hard caps per Superuser per day). Caps may be increased or decreased to protect service quality.

04The Rules Engine & Safety Floor

The Rules Engine is a deterministic, doctrine-level system. It is not "optimization" — it is the layer that protects you and orders the platform. By using the Services you accept that the Rules Engine may pause, modulate, escalate, or block actions on your behalf or visible to you.

1. Safety floor & hard stops. The Rules Engine may pause communications, dose, or session activity if a safety signal fires. This protection exists for you; you cannot waive it.
2. Population & phase tuning. Your member-state (population: Pro / Youth / Lifestyle; phase: e.g., Refuel; affect & direction) tunes which prompts and which dose are surfaced. Population tunes dose; the underlying habit plan is centralized and periodized.
3. Two-bar economics. The platform operates under a published cost split. We reserve the right to apply rate limits, dose modulation, or feature gating in order to keep the system financially sustainable.
4. No reverse-engineering. You agree not to probe, derive, replicate, or weaponize Rules Engine outputs, the precedence ladder, the safety signals, the state-vector encoding, or the cost-cap routing.

05General

Subject to these Terms, you are responsible for your use of the Services and for any information, content, reports, data, databases, graphics, web pages, text, files, software, product names, company names, trademarks, logos, and trade names (collectively, "Content") you post to the Services, any Content you access from the Services, and for any consequences thereof.

06Privacy

By accessing or using the Services, you intend to and expressly agree to be bound by these Terms and our Privacy Policy (the "Privacy Policy"), which is incorporated herein by reference. We are committed to safeguarding your data and to data-management practices that reflect high ethical standards. You retain meaningful control over your personal data, including the ability to access, correct, or delete information, subject to lawful retention. ZALA adheres to data-minimization principles and uses aggregated, anonymized data for analytics where practicable.

If you do not agree to the Privacy Policy, you may not use the Services. Through your use of the Services you consent to the collection and use of your information as set forth in the Privacy Policy.

07Accounts

Some Services require you to create an account. If you create an account, you agree that all information you provide will be true and accurate and that you have authority to create the account. You are responsible for keeping your account credentials secure and for all activity under your account. You agree to inform us immediately if you suspect your account has been compromised. If you provide an email address, we may use it for account, transactional, safety, and (with your consent or as legally permitted) promotional communications.

08Eligibility

You may permit certain users within your organization to access the Services as authorized by us or by your subscription level (each, an "Authorized User"). You are solely responsible for Authorized Users' activities. You agree to ensure all Authorized Users comply with these Terms, the Privacy Policy, and any other rules applicable to the Services.

By using the Services, you represent and warrant that you and each Authorized User:

• Are at least 18 years old, or are accessing a Youth pathway (e.g., ZALA Academy) only under verified parental/guardian consent and supervision as required by applicable law;
• Are legally qualified to enter a binding contract with us;
• Are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country;
• Are not on any list of individuals prohibited from doing business with the United States;
• Are not prohibited by law from using the Services;
• Do not have more than one account; and
• Have not previously been removed by us, unless you have our written permission to create a new account.

If at any time you cease to meet these requirements, we may delete your account, revoke credentials, and delete Content you uploaded. We have sole discretion to interpret and enforce these requirements.

09Member Pathways & Tiers

ZALA organizes members into three pathways:

• Lifestyle — for individuals pursuing daily habits, health, and personal growth.
• Youth — surfaced as ZALA Academy, the youth-channel name for members under or at the legal age of majority. Access requires verified parental/guardian consent and is subject to additional protections under our Privacy Policy.
• Pro — for high-performance practitioners and athletes. The top concierge tier within Pro is referred to as ZALA Blue.

Pathway determines dose, defaults, and which surfaces are visible to you. ZALA may, at its discretion and based on intake responses and Rules Engine outputs, route you to the appropriate pathway. You agree that ZALA may change your pathway with notice where doing so improves the fit of the Service to you.

10Pioneer Cohort & Capacity

ZALA may offer founding-member access through capped enrollment programs ("Pioneer Cohort," or any similar program we may launch). Pioneer Cohort seats are limited, allocated on a capacity-monitored basis, and may auto-pause when capacity thresholds are reached. By applying you acknowledge:

• A waitlist application does not guarantee a seat;
• ZALA may modify Pioneer benefits, pricing, or features at any time with reasonable notice;
• ZALA may close the Pioneer Cohort, lower or raise capacity limits, or end any founding-member benefit at its discretion;
• Pioneer pricing is offered as part of a launch program and is not guaranteed to renew at the same price; we will give you reasonable notice of renewal pricing before any change.

11Superusers & the Marketplace

Superusers ("SUs") are independent providers — clinicians, coaches, trainers, educators, and operators — who publish channels on the Superuser Marketplace. Superusers are not employees, agents, partners, joint venturers, or representatives of ZALA, and the Services do not create such a relationship.

1. Pricing. Superusers set their own per-channel pricing for the services they offer through ZALA. ZALA does not dictate Superuser pricing; ZALA may charge a platform fee, a subscription fee for member access, payment processing fees, or both, as disclosed at point of purchase.
2. Member–SU relationship. The professional services you receive (sessions, programs, coaching, evaluations, plans) are provided by your Superuser, not by ZALA. Your Superuser is responsible for their professional advice, licensing, scope of practice, insurance, and compliance with applicable law in their jurisdiction.
3. Pairing. ZALA's Business Routing classifier may propose Superuser-member matches based on intake responses, population, geography, and capacity. Pairings are subject to confirmation by ZALA operations.
4. Data sharing with your SU. By using the Services, you authorize ZALA to share with your paired Superuser the relevant intake, wearable, habit-compliance, communication, and state-vector data needed for them to serve you. The scope is described in the Privacy Policy.
5. Disputes with SUs. Disputes between members and Superusers are primarily a matter between those parties. ZALA may, at its discretion, support mediation, suspend a channel pending review, or terminate access for either party for material breach.
6. Roster, Lab, Eagle Eye, Jarvis. Your Superuser may use views referred to as "Lab," "Roster," "Eagle Eye," "Jarvis," or "Superuser View" to deliver services. These are software conveniences operated by ZALA and do not change the independent nature of the Superuser-member relationship.

12Wearables & Health Data Integrations

The Services may, with your consent, integrate with Apple Health and third-party wearable providers including Whoop (v1) and Oura (v1.5+). You acknowledge:

• Connection to a wearable provider is governed by that provider's terms and privacy policy in addition to these Terms and our Privacy Policy;
• You authorize ZALA to ingest and process the data fields you grant access to (e.g., heart rate, HRV, sleep stages, recovery, strain, activity, cycle data);
• Wearable data may be missing, delayed, or inaccurate, and ZALA is not responsible for upstream provider availability or accuracy;
• You may revoke wearable access at any time via the provider's settings or via your ZALA account.

13Member Content

The Services may enable you, or your Authorized Users, to provide feedback, text, photos, voice, video, "LIVED." quotes, and other content (collectively, "Member Content"). By providing Member Content, you grant ZALA a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sub-licensable, and transferable license to copy, modify, prepare derivative works of, distribute, and otherwise exploit that Member Content, without limitation, subject to the Privacy Policy where personal information is involved.

If a Superuser collects a member-spotlight quote and submits it to a "LIVED." or similar pipeline, the quote moves through an approval flow before publication. You may withdraw consent for use of your quote in member-facing publications at any time by contacting us.

You represent and warrant that Member Content:

• Is not created solely for advertising or commercial promotion;
• Does not contain spam, doxxing, or unwanted contact;
• Does not endorse illegal or harmful activity, and is not sexually explicit, violent, graphic, threatening, or harassing;
• Does not impersonate another person, account, Superuser, or AIIO;
• Does not violate another person's intellectual-property, privacy, or publicity rights;
• Does not include another person's private or confidential information.

14Interactions with Other Users

15Compliance with Laws

You agree to use the Services only for lawful purposes and to conduct any transaction in accordance with all applicable laws, including those relating to taxes, banking, anti-money laundering, securities, sanctions, and counter-terrorism. You will not use the Services for fraudulent or illegal activity.

16Fees, Pricing & Subscriptions

ZALA earns revenue from (a) member access fees, (b) Superuser platform fees and payment processing, and (c) certain à-la-carte features. By using the Services you agree to pay all fees that apply. Subject to applicable law and our agreement with you, we reserve the right to adjust pricing at any time on reasonable notice.

Subscriptions may be offered on a recurring basis. Features and content may differ by country, language, store, version, or device.

Automatic renewal. Unless cancelled, paid subscriptions automatically renew until cancelled in accordance with the terms disclosed at purchase. If you cancel, you will continue to have access through the end of your current billing period.

If you are a California resident, this section serves as a clear and conspicuous notice under California's Automatic Renewal Law (Cal. Bus. & Prof. §17600 et seq.) regarding renewal terms, cancellation, and how to cancel.

If you are a New York resident and you establish an automatic renewal for one year or longer, we will provide you with renewal notice between 15 and 45 days prior to the cancellation deadline, including instructions on how to cancel.

Superuser-set channel pricing is determined by the individual Superuser and may vary across channels and over time. ZALA may display, collect, and remit such fees on the Superuser's behalf.

17External Service Purchases (Apple, etc.)

You may purchase subscriptions through the Apple App Store or other external services authorized by ZALA (each an "External Service" and each purchase an "External Service Purchase"). If your External Service Purchase includes an automatically renewing subscription, your External Service Account will continue to be charged until you cancel through that External Service.

For Apple subscriptions, cancellation is handled by Apple. Go to Settings → [Your Name] → Subscriptions, find your ZALA subscription, and follow the instructions to cancel. You may also request assistance at getsupport.apple.com. If you initiate a chargeback or reverse a payment, ZALA may terminate or downgrade your account immediately at its discretion.

18Your License to the Services

Subject to your payment of applicable fees and your continued compliance with this Agreement and any separate agreements we may have with you, we grant you a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to access the Services as authorized in these Terms. Except for the limited license to access the Services, nothing in these Terms shall be construed as granting or conferring on you any right, title, or interest in any intellectual property of ZALA, our service providers, or any other third party, including any inventions, patents, copyrighted works, trademarks, service marks, logos, trade secrets, or any other tangible or intangible proprietary rights.

19Restrictions on Use

You agree that you will not:

1. Distribute the Services for any purpose, including compiling internal databases, redistributing, or reproducing the Services through any commercial network or media;
2. Create derivative works of, reverse engineer, decompile, disassemble, adapt, translate, modify, copy, bundle, sell, sublicense, export, transfer, share, outsource, host, publish, or make available the Services in whole or in part;
3. Infringe or otherwise prejudice the proprietary rights of ZALA, its licensors, or any third party;
4. Probe, scan, or test the vulnerability of the Services or any underlying system or network;
5. Breach or circumvent any security or authentication measure;
6. Access, tamper with, or use non-public areas of the Services or shared areas to which you have not been invited;
7. Access, search, or create accounts other than through publicly supported interfaces;
8. Promote or advertise products or services other than your own without appropriate authorization;
9. Circumvent storage, usage, or transaction limits, including attempting to circumvent our fees;
10. Publish materials that are unlawful, indecent, or that depict extreme violence or terrorist activity;
11. Advocate bigotry or hatred against any person or group based on race, religion, ethnicity, sex, gender identity, sexual orientation, disability, or impairment;
12. Harass or abuse our personnel, Superusers, members, or any agents performing services for ZALA;
13. Store, publish, or share material that is fraudulent, defamatory, or misleading;
14. Impersonate AIIO, a Superuser, ZALA staff, or any other identity, including by training a derivative model on AIIO outputs to do so;
15. Extract, scrape, or reverse-engineer Rules Engine outputs, the precedence ladder, the safety-signal thresholds, the state-vector encoding, the day-phase schedule, or pairing logic, or use these for training third-party models;
16. Otherwise violate the law.

20License Grant to Your Content

Except for your non-public personal information, you hereby grant ZALA a perpetual, unlimited, royalty-free, worldwide, non-exclusive, irrevocable, transferable license to use, display, reproduce, and store any Content or information you provide on or through the Services or that is sent to ZALA by email or other correspondence. ZALA shall not be obligated to provide compensation for such license and is not subject to any obligation of confidentiality regarding such Content unless agreed in writing or required by law. You represent and warrant that you have the right to grant the license set out above.

21Suspension of Transactions & Services

Without limiting our right to terminate this Agreement or our right to change, modify, suspend, or discontinue the Services at any time, we also reserve the right to cancel or suspend transactions and/or Services due to fraud, safety-signal events, capacity-cap events, or compliance-related concerns.

22Third-Party Links & Services

The Services may contain links to other sites or integrate with third-party services. ZALA does not assume responsibility for the accuracy, appropriateness, or availability of information at such sites or in such services. Linking does not constitute endorsement. You access such sites at your own risk. ZALA will not be responsible for damages arising from transmission, storage, or receipt of any information that you authorize ZALA to transmit, store, or receive.

23Feedback

If you send us communications or materials suggesting changes to the Services ("Feedback"), we are free to use such Feedback and any ideas, know-how, concepts, techniques, or other intellectual-property rights contained in it for any purpose, without attribution or compensation, although we are not required to use any Feedback.

24Beta Services

You may choose to use Services or features identified as alpha, beta, preview, early access, or evaluation ("Beta Services"). If you choose to use Beta Services, you acknowledge that: (a) they may not be supported and may change at any time; (b) they may not be as reliable or available as the Services; (c) they have not been subjected to the same security measures and audits; and (d) we will have no liability arising out of or in connection with Beta Services — use at your own risk. Beta Services are confidential until officially launched; you agree to take reasonable measures to keep information about them confidential, comparable to how you protect your own confidential information of similar nature.

25Assumption of Risks; Release

1. You understand, acknowledge, and freely assume all risks (physical, psychological, emotional, financial), foreseeable or not, relating to your access or use of the Services.
2. You understand there is no guarantee that personal information and transactions will be maintained confidential and secure. Your access or use of the Services is at your own risk, and, to the maximum extent permitted by law, we assume no liability for the receipt, storage, transmission, or other use of your personal information.
3. By accessing or using the Services, you agree to fully release, indemnify, and hold harmless (including costs and attorneys' fees) ZALA from any claim or liability and for any damage or injury, personal, financial, emotional, psychological, or otherwise, arising at any time out of or in relation to your access or use of the Services.
4. California residents. To the maximum extent permitted by law, if you are a California resident, you expressly agree to waive California Civil Code §1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." California residents may contact the Consumer Information Center at (800) 952-5210 or the Department of Consumer Affairs, Consumer Information Division, 1625 North Market Boulevard, Suite N 112, Sacramento, CA 95834.

26Indemnity

You agree to indemnify, defend, and hold harmless ZALA, its agents, suppliers, licensors, affiliates, and their respective directors, officers, and employees (the "Indemnified Parties") against all losses, liabilities, suits, claims, actions, costs, damages, and expenses (including reasonable attorneys' fees) sustained, incurred, or paid by any Indemnified Party arising out of, relating to, or in connection with: (i) your violation of these Terms by you, any Authorized User, or any other person using your account; (ii) your or any Authorized User's access to or use of the Services; (iii) information used, stored, or transmitted in connection with your account; (iv) breach of any third-party right; or (v) violation of any law, regulation, or legal requirement. This paragraph is intended to be enforceable to the maximum extent allowed by law.

27Binding Arbitration & Class Waiver

If you have a dispute with us, we will first seek to resolve it through our support team. Except for disputes in which either party seeks equitable or other relief for the alleged unlawful use of intellectual property, copyrights, trademarks, trade names, logos, trade secrets, or patents, any dispute, claim, or controversy arising out of or relating to this Agreement, or the breach, termination, enforcement, interpretation, or validity thereof — including the determination of the scope or applicability of this Agreement to arbitrate — will be determined by binding arbitration.

The location of the arbitration will be determined by us to be either (i) the state of your residence, or (ii) the county and state of our chosen legal counsel at the time of the dispute. The arbitration will be administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. Disputes will not be resolved in any other forum. The arbitration will be conducted by a sole arbitrator. Pre-arbitration discovery is limited to the greatest extent provided by AAA rules. The arbitration award will not include factual findings or conclusions of law, and no punitive damages will be awarded. No arbitration proceeding against ZALA will be consolidated with any other without ZALA's written consent. Judgment may be entered upon any award in any court of competent jurisdiction. The arbitrator will allocate the costs of the arbitration, including arbitrator fees and reasonable attorneys' fees of the prevailing party, against the party who did not prevail.

28Limitations on Liability & Disclaimers

1. No Warranties. Except as expressly provided in a separate agreement with you, the Services are provided "AS IS" without any representations, warranties, guarantees, or conditions, express or implied, statutory or otherwise, including warranties as to uninterrupted or error-free operation, availability, accuracy, completeness, reliability, timeliness, legality, suitability, privacy, security, merchantability, quality, title, non-infringement, or fitness for a particular purpose.
2. No Special Damages. In no event will ZALA, its affiliates, agents, licensors, suppliers, or their respective directors, officers, or employees be liable for any special, indirect, incidental, punitive, exemplary, aggravated, economic, or consequential damages, however caused, including damages for loss of use, lost profits, or lost savings, even if advised of the possibility of such damages.
3. Additional Limitation. ZALA and the foregoing parties will not be liable for damages or losses resulting from: viruses, data corruption, failed messages, transmission errors, telecommunications service providers, links to third-party sites, the internet backbone, personal injury, third-party content, your acts or those of your agents or subcontractors, lack of facilities availability, your use of or inability to use the Services, or events beyond the reasonable control of ZALA.
4. Aggregate Liability. In no case will ZALA's and the foregoing parties' cumulative total liability for any cause whatsoever (including breach of contract, tort, negligence, gross negligence, or otherwise) arising under or relating to the Services exceed the fees actually paid to us by you during the six (6) months immediately preceding the date of the claim.

29Term & Termination

1. We may at any time and in our sole discretion, without prior notice and without any liability to you, modify or discontinue any portion of the Services, temporarily or permanently.
2. We may, in our sole discretion, without prior notice and without any liability to you, (i) cancel or deactivate your account; or (ii) temporarily or permanently suspend, restrict, or terminate access to any or all Services for any reason or for no reason, including safety-signal events or capacity-cap events.
3. Upon termination: (i) all fees and amounts payable to us become due; (ii) we may delete your user data without liability, although we may also retain user data for up to seven (7) years following termination; and (iii) we may cancel any open transactions. We may retain aggregated anonymized user data for longer to improve Services, prevent fraud, and produce statistics.
4. The provisions of these Terms relating to indemnification, limitations of liability, disclaimers, your warranties, and any other provisions that by their terms should reasonably survive will survive termination of the Services or this Agreement.

30Separate Agreements

From time to time, we may enter into separate agreements with you (for example, a Superuser Agreement, an Enterprise Agreement, or a Pioneer Cohort agreement). Except as replaced by such separate agreements, these Terms shall govern and control your use of the Services.

31Notices

We may provide you with notices in any of the following methods: (1) via the Services, including by banner or pop-up; (2) by email at the address you provided; or (3) through any other means, including any phone number, SMS, or physical address you provided us. Notices are deemed received and effective upon receipt or twenty-four (24) hours after they are published or sent, unless otherwise indicated. If we notify you through electronic communication, you agree to receive applicable policies, statements, reports, invoices, receipts, disclosures, and legal or regulatory documents via electronic delivery.

32Governing Law

This Agreement shall be governed pursuant to the laws of the State of Delaware, USA, without regard to principles of conflict of laws. You agree that ZALA may initiate a proceeding related to the enforcement or validity of ZALA's intellectual-property rights in any court having jurisdiction. With respect to any proceeding not subject to arbitration under this Agreement or policies incorporated herein, you agree that any proceedings shall be in the federal or state courts located in Delaware. You waive any objection to venue and submit to personal jurisdiction in such courts.

33Entire Agreement, Severability & Survival

Entire agreement. This Agreement, as amended in accordance with these Terms, and all other legal notices and policies on the Site, constitutes the entire agreement between you and ZALA with respect to the Services.

Amendment and waiver. We reserve the right to amend this Agreement at any time. Your continued use after amendments are posted constitutes acceptance. No supplement, modification, or amendment is binding unless executed in writing. No waiver of any provision shall constitute a waiver of any other provision or a continuing waiver.

Severability. Any provision held by a court of competent jurisdiction to be illegal, invalid, or unenforceable shall, as to that jurisdiction, be ineffective to that extent and shall otherwise be enforced to the maximum extent permitted by law, without affecting the remaining provisions.

Interpretation. Section headings are for convenience only and do not affect construction. Words importing the singular include the plural and vice versa.

34Assignment

You shall not assign or transfer any of your rights or obligations under this Agreement without our prior written consent, which we may withhold at our sole and absolute discretion. Any actual or attempted assignment contrary to these Terms shall be null and void. We may, at our discretion, assign some or all of our rights or obligations to a third party without your consent. If we are acquired by, sold to, or merged with a third party, we reserve the right to transfer or assign all of your user data as part of such transaction.

35Support & Contact

For questions, complaints, or issues, please contact ZALA Support via zala.ai/contact. Standard support hours are Monday–Friday, 10:00 AM–6:00 PM (local business time).

Mailing address: In Creates Out, LLC.

In creates out · What's your ZALA? · Life. On. Purpose.