Please read these Terms of Service (collectively with Podia’s Privacy Policy located at https://www.podia.com/privacy, and, where applicable, Podia’s EU Data Processing Addendum located at https://www.podia.com/dpa, the “Terms of Service”) fully and carefully before using www.podia.com (the “Site”) and the services, features, content or applications offered by Podia Labs, Inc. (“Podia”, “we”, “us” or “our”) (together with the Site, the “Services”). These Terms of Service set forth the legally binding terms and conditions for your use of the Site and the Services.

Private Membership Agreement

FoxPoz International Private Ecclesiastical Society

CONTRACTUAL MEMBER AGREEMENT

This Contractual Member Agreement is made effective as of the date of its signing by and between the FoxPoz International and you, the undersigned below. (Collectively hereinafter referred to as the “Parties” and individually may be hereinafter referred to as a “Party”)

Your Declaration: With the consent to this member agreement, I accept the offer made to become a member of FoxPoz International Private Ecclesiastical Society and agree to pay the Ten United States Dollars ($10.00 USD) annual member fee, to be collected at the discretion of the Board of Trustees. I have read and agree with the Declaration of Purpose from Article 2 of the FoxPoz International Articles of Association and the Covenant of Silence from Section Fourteen of the FoxPoz International Bylaws.

IT IS HEREBY Declared that I/we are exercising our right of “freedom of association”, the right of “free speech”, the right of “religious freedom”, and the “right of association” as bestowed upon us by our Creator. This means that our society's activities are restricted to the private domain only. The [Public Domain] is the regular, default mode that is defined by legal terms as “commerce” or “commercial activity” and its governing agencies and bodies. We are operating outside the [Public] space.

Your Obligations

1.1 By signing this Agreement, all agreeing Parties concur and accept to alter their legal status from that of a public domain person to that of a private individual within private ecclesiastical jurisdiction according to private ecclesiastical law and common law of contracts, with the aim of assisting one another in achieving better body, mind, and spirit balance.

1.2 You must be at least 18 years old to enter into this Agreement.

1.3 When deciding to become a member of FoxPoz International and take part in any and all its platform(s), site(s), and/or project(s), you guarantee that the information given is truthful and correct. Additionally, during the length of this Agreement, you are in charge of informing FoxPoz International if any information alters.

1.4 By signing this Agreement, you consent, confirm, and attest that you concur with the requirement that any and all disagreements against FoxPoz International, and/or all of its components, authorized representatives, and joint ventures, be brought to the notice of and tackled to the Private Ecclesiastic Arbitration Committee of this Private Ecclesiastic Society to obtain resolution to such relevant disagreement(s).

1.5 It cannot be emphasized enough that all parties to this Agreement have entered into a legally-binding Contract Agreement of their own free will, without force or other forms of duress, and have done so by virtue of pacts, covenants, allegiances, agreements, and oaths taken. No Party may violate this Agreement.

Our Obligations

2.1 FoxPoz International solely undertakes business in the Private Ecclesiastic Domain, WE HEREBY DECLARE.

We thus state that no person or entity may violate this private ecclesiastical contract since it depends on private ecclesiastical law, trust law, and common law of contracts.

We hereby state that FoxPoz International will accept any person(s), regardless of race, color, gender, or nationality, who has joined FoxPoz International’s congregation and accomplished involvement with FoxPoz International or any media group organized, developed, or handled by this Private Ecclesiastic Society and is in consensus with these principles and policies, provided that said person has not been penalized, exercised, or otherwise prohibited.

3. Compensation

3.1 All funds obtained by FoxPoz International in connection with ecclesiastical activities and participation shall be regarded as donations, in the form of suggested good-will offerings, and shall not be reimbursed absent a valid and unquestionable reason that will be determined at FoxPoz International’s sole and absolute discretion.

4. Limitation of Liability

4.1 FoxPoz International cannot be held liable for costs or damages incurred by you arising out of this Agreement unless caused directly by the negligence of FoxPoz International.

4.2 FoxPoz International declares that membership in FoxPoz International, or any of its groups and services, may be terminated at any time, should it be concluded that you are interacting with FoxPoz International or any other member of FoxPoz International in a way that is contrary or detrimental to the focus, principles, and betterment of this Private Ecclesiastic Society.

4.3 Any and all provisions of this Membership Contractual Agreement or any portion of such provision shall not be held invalid or unenforceable by a Tribunal of competent jurisdiction. All provisions shall remain in full force and effect, and the Private Ecclesiastic Arbitration Committee shall retain the exclusive privilege to alter or modify any provision(s) or portion(s) thereof affected to the minimum extent necessary if deemed appropriate by the Private Ecclesiastic Arbitration Committee of this Private Ecclesiastic Research project.

4.4 FoxPoz International shall bear no legal liability for any of the business activities, conduct, or operations of FoxPoz International’s members, and any and all conflict, whether internal or external, shall be first and foremost arbitrated by a specially appointed Private Ecclesiastic Arbitration Committee from FoxPoz International, which shall be solely formed for this purpose, before other jurisdictions or arbitration bodies foreign to these entities are involved. Failure to do so will result in Private administrative remedies (fines), complete liability toward the violating Party and compensation for damages accrued as well as expulsion from the organization and participation of the Private Ecclesiastic program(s).

4.5 Resolution of disagreements, lawsuits or disputes between individuals, organizations, Participants and Congregants, must be done solely by the Private Ecclesiastic Arbitration Committee of this Private Ecclesiastic Society and resolved by Private administrative remedy only, done through an impartial and confidential process and shall not include any foreign Arbitration body but only be resolved by the Private Ecclesiastic Arbitration Committee of this Private Ecclesiastic Society in conflict resolutions.

4.6 No consent or waiver, express or implied, by any Party to or of any breach or default by another Party in the performance of any obligation hereunder shall be deemed or construed to be a consent or waiver to or of any other breach or default in the performance of the same or any other obligation hereunder. Failure on the part of any Party to complain of any act or failure to act of the other Party or to declare the other Party in default, irrespective of how long such failure continues, shall not constitute a waiver of such non-defaulting Party of its rights hereunder. No waiver shall be effective unless in writing and signed by the Party granting such waiver.

4.7 Once this Agreement is signed and affirmed by you, said document constitutes a Private Ecclesiastic Contract between FoxPoz International and you and as such, no member of FoxPoz International shall, under any circumstances, nor for any reason, abolish or annul the terms of said binding, absolute, inviolable right. Neither do any other parties, beings, entities, governments, corporations sole, corporations aggregate, nor any legal persons of any kind whatsoever, possess ethical and lawful authority for interfering in the relationship between any member(s) of FoxPoz International and the organization itself or any of the activities inherent to FoxPoz International in accord to this Agreement and the prohibition against impairing the obligation of Contracts.

4.8 The sovereign authority and capacity of FoxPoz International and each of its private members and/or Participants affirming the existence and establishment FoxPoz International as a Private Ecclesiastic Society and the existence and establishment of FoxPoz International as a Private Ecclesiastic Research Project from this Private Ecclesiastic Society, is in full force and effect. Said Private Member is thus inviolable and shall not be annulled or abolished in any manner by anyone, on unilateral action, presumption, consensus and/or decree.

4.9 FoxPoz International and/or its site(s), platform(s), directory(ies) and Private Ecclesiastic Research Protocols, may participate in counseling, coaching, mind, body and spirit health balance tools, spirituality, religious advancement and other mind, body and spirit health balance related subjects and information, such as graphics, images, text, video or other materials and content in FoxPoz International and/or its site(s) and platform(s), and is designed exclusively for non- commercial, reference, Private Ecclesiastic Research, educational, and informational purposes only. You should not rely on this information as a substitute for, nor does it replace fully licensed health professional’s advice. If you have any concerns or questions about your health or the content on the site(s) or platform(s), you should always consult with a fully licensed health-care professional(s). Do not disregard, avoid or delay obtaining health related advice from your health-care professional because of something that you may have read or listened to on this site(s) and/or platform(s). The use of any information through any of FoxPoz International and its site(s) and/or platform(s) is purely and exclusively for educational and Private Ecclesiastic research purposes and must solely be taken at your own risk and shall not hold FoxPoz International liable.

4.10 By signing this Agreement, you consent and agree upon that FoxPoz International and all its individual(s) in leadership and/or managing FoxPoz International and/or its site(s), platform(s) and/or Private Ecclesiastic Research Protocols, shall not be held liable in any way, shape or form regarding any scams that unrelated individual(s) may resort and/or use the site(s) and/or platform(s) for, nor any bots or artificial intelligence that may promote, incite or control scams and/or undesirable interactions or the use and trafficking of personal and Private information, electronic malware or any negative interactions and/or any negative consequences that may arise from any connection(s) obtained through the FoxPoz International and/or its site(s), platform(s) or any of its related site(s) and/or platform(s).

4.11 In the event that any member(s), individual(s), Organization(s) or Artificial Intelligence(s) shall breach the good will conditions of this Agreement, and/or intents to defraud FoxPoz International via a scam operation, malfeasance, malice, deceiving activities, installation of bots or malware, material and links that may be perilous and/or detrimental to FoxPoz International and/or its platform(s) and site(s), and/or its Private Ecclesiastic Research Protocols, site(s), platform(s) or member(s), individual(s) and/or Organization(s) shall be fined, prosecuted and shall be financially liable to Private administrative remedy, with said financially liable amount being not less than Ten Million USD ($10,000,000 USD).

4.12 All Parties acknowledge that each Party has been given the opportunity to review and revise this Agreement and that the rule of construction to the effect that any ambiguities are to be resolved against the drafting Party shall not be employed in the interpretation of this Agreement.

5. Confidentiality

5.1 When a member of FoxPoz International’s congregation requests is granted access to FoxPoz International’s platform(s) and/or site(s), they are voluntarily agreeing to be bound by the non-disclosure, non-competition, and non-solicitation agreement with FoxPoz International as well as the confidentiality clauses in this Agreement.

5.2 By signing this Agreement, you freely acknowledge and approve that any activities within FoxPoz International’s congregation and FoxPoz International’s participation in the private ecclesiastic research project are a private ecclesiastic contractual matter that you decline to disclose with the Local, State, or Federal investigative or enforcement agencies. You completely concur and affirm that I will not take legal action against a fellow congregant, members of the leadership or staff of FoxPoz International, unless they have put me in immediate danger of serious harm and only if the Private Ecclesiastic Arbitration Committee of FoxPoz International recommends it.

5.3 After this Agreement has been executed and accepted, FoxPoz International shall have complete and exclusive ownership (100%) of any sensitive information supplied. It is understood and agreed that FoxPoz International and its joint ventures and projects are the sole owners of all private research data that is based on or utilizes any confidential information of FoxPoz International. As such, it is understood and agreed that this data cannot and will not be disclosed to any party, including third parties, under any circumstances, including those involving duress, coercion, or any "instrument" used to obtain it.

5.4 Additionally, each Party concurs that without the prior written approval of the Private Ecclesiastic Arbitration Committee of FoxPoz International, it will not reveal to any person that there is the Agreement and contract transaction, as well as any terms, conditions, or other facts with regard to any such Agreement and contract transaction, or the status thereof. The Parties further concur that they will refrain from making any statements, public announcements, releases, or disclosures regarding the transaction to trade journals, newspapers, television stations, or other media sources, and will instruct their Representatives to do the same.

5.5 “Representative” shall be defined to be the Party’s representatives and shall include a Party’s present and future congregants, shareholders, managers, officers, directors, contractors, employees, attorneys, accountants, financial advisors, agents, and other representatives.

5.6 All actions taken within the FoxPoz International congregation and/or through FoxPoz International's platform(s) and site(s) shall be considered private ecclesiastical contractual matters and shall not be disclosed or distributed to local, state, or federal investigative or enforcement agencies under compulsion or intimidation.

5.7 This covenant and any business conducted on FoxPoz International and/or FoxPoz International’s platforms and websites are to be maintained confidential, secret, and safeguarded to the extent permitted by relevant Common Law, Private Ecclesiastical law, Trust law, and Common Law of Contract. The Private Ecclesiastic Trust owns the proprietary format, technique, structure, and composition of this text as well as any other connected information. If any Party violates this Agreement's confidentiality clause, that Party will be punished and held financially responsible for a Private administrative remedy in an amount not less than Ten Million Dollars ($10,000,000 USD).

5.8 Each Party shall be responsible for enforcing the confidentiality provisions of this Agreement with any of its Representatives by signing an identical individually, and shall take such legal or other action as may be reasonably necessary or appropriate to prevent any prohibited disclosure of any Party’s confidential information by both Party’s Representatives.

5.9 In addition, each Party agrees that it will not disclose, and it will direct its Representatives not to disclose, to any person the existence of the Agreement and Contract transaction, and any of the terms, conditions or other facts with respect to any such Agreement and Contract transaction or the status thereof without the prior written consent of the Private Ecclesiastic Committee of FoxPoz International entities. Further, the Parties agree that they will not, and will direct their Representatives not to, make any statement or any public announcement or any release or disclosure to trade publications or to any newspaper television station or any other media outlets with respect to such transaction.

6. Warranties and Affirmations

6.1 By signing this Agreement, you certify that you freely entered into this agreement without being under any pressure or force. Under penalty of perjury, you certify that you do not work for any local, state, or federal agency that has the mandate to oversee or authorize goods or services or to carry out any enforcement, entrapment, or investigative missions. You acknowledge that if this declaration is untrue, the Private Ecclesiastic Society’s Private Ecclesiastic Arbitration Committee may pursue a private administrative remedy against me. However, the cost of the aforementioned private administrative remedy should not be less than US$10,000,000.

6.2 By signing this Agreement, you certify that you have read, understood, and received satisfactory answers to all of your inquiries about this Agreement. You are aware that you have the right to leave this Agreement at any moment and stop taking part in this private ecclesiastic society. Nevertheless, despite the termination of your participation, you will continue to be bound by the non-disclosure and non-competition agreement that is stipulated in this Agreement. Additionally, you understand that your participation may be terminated if you act in an abusive, violent, menacing, destructive, or harassing manner toward any other FoxPoz International, Congregant, Member, and/or Participant of FoxPoz International’s platform(s), site(s), or participant.

6.3 By signing this Agreement, you acknowledge and accept that you have, as of the date you joined the platform(s) and site(s) of FoxPoz International, entered into a Private Ecclesiastic Contractual Agreement with FoxPoz International and that you will comply with by the Terms & Conditions and Private Bylaws established by FoxPoz International.

7. Indemnification

7.1 You agree to indemnify and hold us harmless, as well as our directors, officers, affiliates, agents, successors, assigns, and any third party information providers from and against any and all losses, liabilities, deficiencies, costs, damages, and expenses (including, without limitation, reasonable attorney’s fees, charges, and disbursements) incurred by us as a result of any inaccuracy or breach of the representations, warranties, and guarantees.

7.2 Hence, you hereby agree and understand to indemnify, defend, and hold harmless FoxPoz International from and against any and all claims, suits, actions, liabilities, losses, expenses, damages, and costs, including reasonable attorneys' fees, arising out of or resulting from your participation and experience with any of FoxPoz International meetings, events or overall engagement/interaction with FoxPoz International.

8. Force Majeure

8.1 Neither party shall be responsible or liable for or deemed in breach of these Terms and Conditions because of any delay or failure in the performance of these Terms and Conditions due to any event or circumstance, which the occurrence and the effect of which the party affected thereby is unable to prevent and avoid, including, without limitation, acts of God; pandemics, government regulation, curtailment of transportation facilities, strikes, lock-outs or other industrial actions or trade disputes of whatever nature (whether involving employees of a party or a third party), terrorist attacks, haze, sabotage, riots, civil disturbances, insurrections, national emergencies (whether in fact or law), blockades, acts of war (declared or not), etc. (hereinafter referred to as a “Force Majeure Event”). The non-performing party shall give the other party written notice describing the particulars of the Force Majeure Event as soon as possible.

9. Governing Laws

9.1 This Agreement shall be governed by and construed in accordance with the Bylaws of FoxPoz International. All business and affairs of FoxPoz International remain exclusively within the jurisdiction of the laws of Nature and God, Temple Bylaws, and Private, Ecclesiastical Law as defined, interpreted, and adjudicated by the designated committees and Tribunals of FoxPoz International. Venue and jurisdiction are solely within Committees or Tribunals of FoxPoz International, and all hearings, proceedings, and trials must be recorded in the records of the committees/Tribunal of FoxPoz International. All other courts of any jurisdiction foreign to the Committees/Tribunals of FoxPoz International lack personal or subject matter jurisdiction to hear or decide any matter of Law of FoxPoz International. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to this Agreement shall lie only in the Committees or Tribunals of FoxPoz International, and you further agree to and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.

10. Entire Agreement

10.1 This Agreement represents the entire agreement between the Parties with regard to the subject matter of events hosted and associated with FoxPoz International.

11. Severability

11.1 If any Clause, or part of a Clause, of this Agreement, is found by any court or administrative body of competent jurisdiction to be illegal, invalid or unenforceable, the legality, validity or enforceability of the remainder of the Clause or Paragraph which contains the relevant provision shall not be affected, unless otherwise stipulated under applicable law. If the remainder of the provision is not affected, the Parties shall use all reasonable endeavors to agree within a reasonable time upon any lawful and reasonable variations to this Agreement which may be necessary in order to achieve, to the greatest extent possible, the same effect as would have been achieved by the Clause, or the part of the Clause, in question.

12. Amendments

12.1 No amendments shall be valid unless this Agreement is executed in writing and signed again by both Parties.

13. Miscellaneous

13.1 The mission of our Society is to provide members with the highest level of private communication, quality care, as well as all manner of education, be it on-site or remote, awareness, information, services, advice, counsel, and support along with a platform in which to conduct all manner of social activity, all manner of lawful assembly, and all manner of private business with the Society and with other Societies and Society members, keeping all business in the private domain and utilizing the protections under the Common Law of Contracts, Trust Law, Contract Law, and God’s Law.

13.2 The Society's aim and charter are to give aid, render help to the sick and the afflicted. In so doing, we affirm the right of religious freedom which is not just religious or ecclesiastical in nature. We believe that the founding fathers who were responsible for the creation of the Constitution for the United States of America did so under the belief that we are all equal children under God who He himself bestowed us with “unalienable rights”, regardless of religious beliefs, affiliation, and tenants.

13.3 This Society of members hereby declares that we are standing on our rights to maintain and protect the God-given rights, constitutional guarantees, and civil liberties and freedom of every member. We believe that the Constitution for the united States of America exists to limit the rights of the government and protect these God-given, fundamental rights.

13.4 We exercise our right to speak, ask for advice, guidance, and counsel, and are free to choose the information, products, services, therapies and treatments we want: We believe that the Constitution for the united States of America guarantees our members the rights of free speech, petition, assembly, and the right to gather together for the lawful purpose of advising and helping one another by asserting our rights. We proclaim the freedom to choose for ourselves the types of testing, education, treatment, and services that we think best for achieving and maintaining optimal wellness, happiness, and healthiness. We proclaim and reserve the right to include options and information, whether traditional or nontraditional, conventional or nonconventional. We proclaim and reserve the right to decide for ourselves the path of our lives.

13.5 The Society will recognize any person who is in accordance with these principles and policies as a member and will provide a medium through which its individual members may associate for actuating and bringing to fruition the purposes heretofore declared.

13.6 No member (Individual and/or Other Entity) will intentionally cause any other member of the Society harm, be it physical, spiritual, emotional, or financial, including but not limited to not bringing any type and or form of legal proceedings against the Society and/or other Member of the Society.

13.7 We proclaim the freedom to choose and provide for ourselves a free, independent, and secure environment and to enhance this environment for the promotion and advancement of ideas and beliefs in health and wellness.

MEMORANDUM OF UNDERSTANDING

The relationship between members: I understand that the members who provide services and care do so in the capacity of a fellow member and not in the capacity of a [licensed healthcare provider], [licensed attorney], [licensed tax professional]. I further understand that within the society no [doctor-patient relationship], or [attorney-client privilege] exists but only a contract member-member collective relationship. In addition, I have freely chosen to change my legal status as a [public patient, customer, client, or member of the public] to that of a private member of the Society. I further understand that it is entirely my own responsibility to consider the advice and recommendations offered to me by my fellow members and to educate myself as to the efficacy, risks, and desirability of same and the acceptance of the offered or recommended, advice, counsel, therapy, treatment and care is my own carefully considered decision. Any request by me to a fellow member to assist me or provide me with the aforementioned advice, counsel, therapy, treatment, service and/or care is my own free decision in an exercise of my rights and made by me for my benefit, and I agree to hold the Trustees, and other members and the Society harmless from any unintentional liability for the results of such, except for harm that results from instances of a clear and present danger that raises to the level of substantive evil with malicious intent as determined by the Society and as stated and defined by the Supreme Court of the United States of America.

In addition, I understand that, since the Society is protected by God's Law, it is outside the [jurisdiction and authority of Federal and State Agencies and Authorities] concerning any and all complaints or grievances against the Society, Trustee(s), or members. All rights of complaints or grievances shall only be settled by an internal committee established by the Trustees of FoxPoz International. Therefore, for the benefit of the society and its members, I agree not to seek any remedy for relief in the [Public Domain]. I agree that my violation of any part of this member agreement would result in a [no contest legal proceeding] against me, including fines and penalties as determined by FoxPoz International and in accordance with the Bylaws of FoxPoz International. The privacy and security of membership records maintained within the Society, which have been held to be inviolate by the Supreme Court, therefore the undersigned member waives [HIPAA, ADA, FDA, FTC privacy rights and complaint process]. Any [medical, healthcare, or legal records], data, scans, surveys, analyses, tests, results, statements, forms, reports, or samples kept by the society will be strictly protected and only released upon written request of the member, and not to be shared or sold in the [public domain] without express written consent of both the Society and the member. I agree to join the Society, a Private Ecclesiastical Society, and contract under the Common Law of Contracts, with other members that also seek to help each other achieve better health and live longer with good quality of life.

I understand that the professionals, practitioners, and other providers who are fellow members of the Society are offering me advice, services, and benefits that do not necessarily conform to conventional practice, I fully agree not to file a lawsuit [malpractice, civil, or any other suit] against a fellow member of the Society, unless that member has maliciously forced me to a “clear and present danger that rises to the level of substantive evil” of “criminal intent”. I acknowledge that the members of the Society may not carry [malpractice or liability insurance]. No member will intentionally cause any other member of the Society harm be it physical, spiritual, emotional, or financial. If such a danger arises, I will make a grievance report to the Society for an equitable decision against the other member(s).

As a member, I accept the goals of helping my brain and body function better and choosing information and techniques that are both very safe and have a reasonably good chance to succeed, realizing that no technique or treatment is foolproof. If I choose conventional approaches to managing my health and business, such as to forgo drugs, surgery, or radiation that has been recommended to me by others, or conduct one's business affairs privately outside of the public domain, I fully accept the risk that I might suffer serious consequences from that choice. Other aspects of informed consent will take place in my discussions with the providers and my fellow members of the Society. I accept full and complete responsibility for my own life, and my own consequences for my own decisions in my journey for life, liberty, and my personal private pursuit of happiness.

My activities within the Society are a private matter and I lawfully refuse to share with the [Public Domain, State Medical Board], the [FDA], [FTC], [Medicare], [Medicaid] or my own [insurance company] or any other [public corporation, including government agencies] without both my express permission and that of the Society. All records and documents remain as property of the Society, even if I receive a copy of them. Any disclosure on my part of any information provided to me by the Society will constitute a violation of this membership agreement.

I understand that members, teachers, instructors, educators, doctors, lawyers, nurses, and other service providers within FoxPoz International are or may not be licensed educators, teachers, instructors, doctors, lawyers, nurses, or coaches.

I understand that within FoxPoz International a private contractual relationship exists as a contract member to member collective relationship. I have freely chosen to become a private member of FoxPoz International. In joining the Society, I hereby change my legal capacity as that of a public person, customer, or client to a private member of FoxPoz International.

I understand that the Society is outside the jurisdiction and authority of Federal and State Agencies and Authorities concerning any and all complaints or grievances against the Society, any Trustee(s), or member(s). All rights of complaints or grievances will be settled by a designee, committee, or tribunal appointed by the Trustees of the Society. By agreeing to this member agreement I agree that I have sought sufficient education to determine that this is the course of action I want to take for myself and my children.

I agree that violation of this membership contract will result in a no contest legal proceeding against me, including but not limited to liens and fines placed against myself and my property as a result of my violation of this membership contract, and therefore I acknowledge and consent that any breach of this Agreement on my part shall result in a judgment in favor of the Society in the amount of ten million dollars ($10,000,000), which shall be immediately due and payable on demand. Other aspects of informed consent may take place in my discussions with the providers and my fellow members of the Society. As I am voluntarily choosing this method of education and service providers, I will not hold The Association or its members financially liable for any particular outcome.

I agree to join FoxPoz International, a Private Ecclesiastical Society under common law, whose members seek to help each other achieve better health, education, and good quality of life.

My activities within the Society are a private matter that I refuse to share with any public agency without expressed specific permission. All records and documents remain as property of the Society, even if I receive a copy of them. I fully agree not to pursue any course of legal action against a fellow member of the Society, unless that member has exposed me to a clear and present danger of substantive evil, and upon the recommendation and approval of the Society.

I enter into this agreement of my own free will without any pressure or coercion. I affirm that, as a private member I do not represent any Local, State or Federal agency whose purpose is to regulate and approve products, services, or practices, or to carry out any mission of enforcement, entrapment or investigation. I have read and understood this document, and my questions have been answered fully to my satisfaction. I understand that I can withdraw from this agreement and terminate my membership in this association at any time, and that my membership can and will be revoked if I engage in abusive, violent, menacing, problematic, destructive or harassing behavior towards any other member. These pages consist of the entire agreement for my membership in the Association.

Payment of any dues, fees, or program costs, if applicable, and delivery of these signed documents to a representative of the Society is considered sufficient for membership contract. Term begins with the date of submission of this contract.

Member’s free will and agreement: I enter into this agreement of my own free will or on behalf of my dependent without any pressure or promise of a cure, remedy, or solution. I affirm that I do not represent any [State] or [Federal agency or corporation] whose purpose is to [regulate the practice of law, or medicine and/or approve products for the public only]. I have read and understood this document, and my questions have been answered fully to my satisfaction. These pages and Article 13 of the Articles of Association of this Society consist of the entire agreement for my membership in the Society and they supersede any previous agreement.

Terms of agreement and cancellation: I understand that I can withdraw from this agreement and terminate my membership in this Society at any time. Canceling my membership, in no way (a.) waives the adherence to the terms and conditions of this contract, (b.) refunds the annual membership fees, nor (c.) cancels any private contract entered into between myself and other private members. I understand that my membership will auto-renew on the annual anniversary date of my membership and will continue to auto-renew until I decide to cancel, which I can do at any time by emailing infoa@wellnessafterillness.com with the subject line “PMA Renewal Cancelation Request” or in writing to FoxPoz International c/o 505 280th Ave, Granada, MN 56039 at least 14 business days prior to auto-renewal. I understand not renewing my membership will suspend membership status but not cancel membership until I voluntarily request to cancel in writing.

Membership Fee: I understand that the membership fee entitles me to receive those benefits declared by the Trustees and I agree pay the sum of US$10.00 as consideration for my Annual Membership Contract, to be collected at the discretion of the Trustees of FoxPoz International, and do hereby certify, attest, and warrant that I have carefully read the above and foregoing Membership Agreement of FoxPoz International and I fully understand and agree with the same.

By clicking the checkbox, you agree to the terms of service of the private membership and that checkbox serves as your digital signature. 

1) Acceptance of Terms.

1. By registering for and/or using the Services in any manner, including but not limited to visiting or browsing the Site, you agree to these Terms of Service (including, for clarity, the Privacy Policy and, where applicable, the EU Data Processing Addendum) and all other operating rules, policies and procedures that may be published from time to time on the Site by us, each of which is incorporated by reference and each of which may be updated from time to time without notice to you.

2. Certain of the Services may be subject to additional terms and conditions specified by us from time to time; your use of such Services is subject to those additional terms and conditions, which are incorporated into these Terms of Service by this reference.

3. These Terms of Service apply to all users of the Services, including, without limitation, users who are contributors of content, information, and other materials or services, registered or otherwise.

4. ARBITRATION NOTICE AND CLASS ACTION WAIVER: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND PODIA WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

2) Eligibility.

You represent and warrant that you are at least 16 years of age. If you are under age 16, you may not, under any circumstances or for any reason, access or use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Services is revoked where these Terms of Service or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation. Further, the Services are offered only for your use, and not for the use or benefit of any third party. If you are registering with Podia on behalf of an entity or a third party, you represent and warrant that you have full authority to bind that entity to these Terms of Service.

3) Registration.

In order to use the Services, you must register for an account on the Services (an “Account”). You must provide accurate and complete information and keep your Account information updated. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, and for keeping your Account password secure. You may never use another person’s user account or registration information for the Services without permission. You must notify us immediately of any change in your eligibility to use the Services (including any changes to or revocation of any licenses from state authorities), breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates.

4) Processing of Personal Data

Your personal data will be treated in accordance with Podia’s Privacy Policy, available at https://www.podia.com/privacy. To the extent that you are a controller that provides Podia with personal data of third party data subjects, including without limitation other users of the Services, that is subject to European Union Regulation (EU) No. 2016/679 of 27 April 2016, also known as the General Data Protection Regulation, you agree to the terms contained in Podia’s EU Data Processing Addendum, available at https://www.podia.com/dpa.

5) Content.

A. Definition. For purposes of these Terms of Service, the term “Content” includes, without limitation, information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services. For the purposes of this Agreement, “Content” also includes all User Content (as defined below).

B. User Content. Podia shall not be responsible for any Content added, created, uploaded, submitted, distributed, or posted to the Services by users (collectively “User Content”), whether publicly posted or privately transmitted. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate.

C. Notices and Restrictions. The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.

D. Use License. Subject to these Terms of Service, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Services is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.

E. Availability of Content. We do not guarantee that any Content will be made available on the Site or through the Services. We reserve the right to, but do not have any obligation to, (i) remove, edit or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have violated these Terms of Service, or for no reason at all and (ii) to remove or block any Content from the Services.

6) Rules of Conduct.

A. As a condition of use, you promise not to use the Services for any purpose that is prohibited by these Terms of Service. You are responsible for all of your activity, and all activity connected to your Account in connection with the Services (including without limitation your communications and collection of data from other users of the Services).

B. You shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any Content, including without limitation User Content, on or through the Services that:
i. infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity, or violates any law, rule, or regulation (whether domestic, foreign, or international) or contractual duty;
ii. violates these Terms of Service;
iii. you know is false, misleading, untruthful or inaccurate;
iv. is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, or is otherwise inappropriate as determined by us in our sole discretion;
v. constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”);
vi. contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equ ipment or to damage or obtain unauthorized access to any system, data, password or other information of ours or of any third party;
vii. impersonates any person or entity, including any of our employees or representatives; or
viii. includes anyone’s identification documents or sensitive financial information.

C. You shall not: (i) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; (iii) bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Services (or other accounts, computer systems or networks connected to the Services); (iv) run any form of auto-responder or “spam” on the Services; (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site; (vi) harvest or scrape any Content from the Services; or (vii) otherwise take any action in violation of our guidelines and policies.

D. You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Services, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

E. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public.

7) Third Party Services.

The Services may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Services. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website or resource.

8) Payments and Billing.

A. Paid Services. Certain of our Services may be subject to payments now or in the future (the “Paid Services”). Please see https://www.podia.com/pricing for a description of the current Paid Services. Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of this Agreement.

B. Billing. We use a third-party payment processor (the “Payment Processor”) to bill you through a payment account linked to your Account on the Services (your “Billing Account”) for use of the Paid Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms of Service. We are not responsible for error by the Payment Processor. By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.

C. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.

D. Recurring Billing. Some of the Paid Services may consist of an initial period, for which there is no charge or a one-time or initial charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO https://app.podia.com/account/billing.

E. Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT HTTPS://APP.PODIA.COM/SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.

F. Change in Amount Authorized. If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.

G. Auto-Renewal for Subscription-Based Services. Unless you opt out of auto-renewal, which can be done through your Account settings at https://app.podia.com/account/billing, any subscription-based Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Subscription Services at any time, go to https://app.podia.com/account/billing. If you terminate a subscription-based Service, you may use your subscription until the end of your then-current term; your subscription will not be renewed after your then-current term expires. However, you won’t be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period.

H. Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.

I. Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at hello@podia.com.

9) Warranty and Other Disclaimers.

A. We have no special relationship with or fiduciary duty to you. You acknowledge that we have no duty to take any action regarding:
i. which users gain access to the Services;
ii. what Content you access via the Services; or
iii. how you may interpret or use the Content.

B. You release us from all liability for you having acquired or not acquired Content through the Services. We make no representations concerning any Content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, or legality of material or Content contained in or accessed through the Services.

C. THE SERVICES AND CONTENT ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK. SOME STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.

D. WE DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS. IN PARTICULAR, THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES, AND SUCH FAILURES MAY RESULT IN ERRORS OR DATA LOSS. WE DISCLAIM ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING, OR BY THE LOSS OF ANY DATA OR INFORMATION YOU PROVIDE TO PODIA. FURTHERMORE, WE DISCLAIM ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE SERVICES DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.

10) Indemnification.

You shall defend, indemnify, and hold harmless us, our affiliates and each of our and their respective employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to, the Site, the Services, Content, or otherwise from your User Content, your violation of these Terms of Service, or infringement by you, or any third party using your Account or identity in the Services, of any intellectual property or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.

11) ARBITRATION CLAUSE AND CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS:

A. ARBITRATION; CLASS ACTION WAIVER. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND PODIA OR ITS OFFICERS, DIRECTORS OR EMPLOYEES IN THEIR CAPACITY AS SUCH (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH PODIA, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS OF SERVICE, YOUR USE OF THE SERVICES, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION IN ACCORDANCE WITH THE STREAMLINED ARBITRATION RULES AND PROCEDURES OF JAMS, INC. THEN IN EFFECT, AND YOU AND PODIA HEREBY EXPRESSLY WAIVE TRIAL BY JURY; PROVIDED, HOWEVER, THAT TO THE EXTENT THAT YOU HAVE IN ANY MANNER VIOLATED OR THREATENED TO VIOLATE PODIA’S INTELLECTUAL PROPERTY RIGHTS, WE MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE OR FEDERAL COURT IN THE STATE OF NEW YORK. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND PODIA WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. AS AN ALTERNATIVE, YOU MAY BRING YOUR CLAIM IN YOUR LOCAL “SMALL CLAIMS” COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT’S RULES AND IF WITHIN SUCH COURT’S JURISDICTION, UNLESS SUCH ACTION IS TRANSFERRED, REMOVED OR APPEALED TO A DIFFERENT COURT. YOU MAY BRING CLAIMS ONLY ON YOUR OWN BEHALF. NEITHER YOU NOR PODIA WILL PARTICIPATE IN A CLASS ACTION OR CLASS-WIDE ARBITRATION FOR ANY CLAIMS COVERED BY THIS AGREEMENT TO ARBITRATE. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST PODIA INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Podia is a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. In the event JAMS, Inc. is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either Podia or you can elect to have the arbitration administered instead by the American Arbitration Association. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. The arbitration shall be conducted in the English language. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms of Service. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Services or these Terms of Service must be filed within one (1) year after such claim of action arose or be forever banned.

B. 30-Day Opt-Out Period. If you do not wish to be bound by the arbitration and class-action waiver provisions in this Section 15, you must notify Podia in writing within 30 days of the date that you first accept these Terms of Service (unless a longer period is required by applicable law). Your written notification must be mailed to Podia at the following address: 228 Park Ave S, PMB 96490, New York, NY 10003-1502. If you do not notify Podia in accordance with this Section 15(b), you agree to be bound by the arbitration and class-action waiver provisions of these Terms of Service, including such provisions in any Terms of Service revised after the date of your first acceptance. Such notification must include: (i) your name; (ii) your email and mailing addresses and (iii) a statement that you do not wish to resolve disputes with Podia through arbitration. If Podia makes any changes to the Arbitration and Class Action Waiver section of these Terms of Service (other than a change to the address at which we will receive notices of dispute, opt-out notices, or rejections of future changes to the Arbitration and Clause Action Waiver section), you may reject any such change by sending Podia written notice within 30 days of the change to the address set forth in this Section 15(b). This notification affects these Terms of Service only; if you previously entered into other arbitration agreements with Podia or enter into other such agreements in the future, your notification that you are opting out of the arbitration provision in these Terms of Service shall not affect the other arbitration agreements between you and Podia.

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

12) Limitation of Liability.

IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF the greater of (A) fees paid to us for the particular Services during the immediately previous three (3) month period or (B) $500.00.

13) Governing Law and Jurisdiction.

These Terms of Service shall be governed by and construed in accordance with the laws of the State of New York, including its conflicts of law rules, and the United States of America. You agree that any dispute arising from or relating to the subject matter of these Terms of Service shall be governed by the exclusive jurisdiction and venue of the state and Federal courts of New York County, New York.

14) Modification.

We reserve the right, in our sole discretion, to modify or replace any of these Terms of Service, or change, suspend, or discontinue the Services (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Site or by sending you notice through the Services, via e-mail or by another appropriate means of electronic communication. We may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. While we will timely provide notice of modifications, it is also your responsibility to check these Terms of Service periodically for changes. Your continued use of the Services following notification of any changes to these Terms of Service constitutes acceptance of those changes, which will apply to your continued use of the Services going forward. Your use of the Services is subject to the Terms of Service in effect at the time of such use.

15) Miscellaneous.

A. Entire Agreement and Severability. These Terms of Service (including, for clarity, the Privacy Policy and, where applicable, the EU Data Processing Addendum) are the entire agreement between you and us with respect to the Services, including use of the Site, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the Services. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Service will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

B. Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.

C. Assignment. These Terms of Service are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent.

D. Agency. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms of Service and neither party has any authority of any kind to bind the other in any respect.

E. Notices. Unless otherwise specified in these Terms of Service, all notices under these Terms of Service will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to hello@podia.com.

F. No Waiver. Our failure to enforce any part of these Terms of Service shall not constitute a waiver of our right to later enforce that or any other part of these Terms of Service. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future. In order for any waiver of compliance with these Terms of Service to be binding, we must provide you with written notice of such waiver through one of our authorized representatives.

G. Headings. The section and paragraph headings in these Terms of Service are for convenience only and shall not affect their interpretation.

Contact: You may contact us at the following address: 228 Park Ave S, PMB 96490, New York, NY 10003-1502

Effective Date of Terms of Service: Feb 02, 2023