This Lasso Partner Terms of Service ("Agreement") forms a binding contract between you or the entity you represent ("Partner", “you” or “your”) and Lasso Technologies Inc. (“Lasso”, “we”, “our”, or “us”).

PLEASE READ THE FOLLOWING TERMS CAREFULLY BEFORE ACCESSING LASSO PLATFORM.

This Agreement governs your access and use of the Platform and any other products or services provided by Lasso through the Platform. Subject to your access or use of the Platform in any way, you represent and agree that you: (i) have read and understand this Agreement; (ii) have the authority to bind yourself and any entity you represent; and (iii) agree to the terms of this Agreement. If you do not agree to the terms of this Agreement, you may not access or use the Platform for any purpose.

This Agreement contains sections entitled “Disclaimer” and “Limitations of Liability.” Please read them carefully, as they limit Lasso’s liability.

1. Changes to this Agreement and the Platform

Lasso may revise this Agreement terms from time to time and will post the revised Agreement with a “last updated” date on the Lasso website and your continued use of the Platform after any change to these terms constitutes your agreement to those new or amended terms.

Lasso may also update and change any information, material, or content on the Platform (including, without limitation, any details, features, functionality, content and appearance of the Platform) at any time, without notice.

In the event of a conflict, an exhibit signed by Lasso’s representative, attachment, or addendum prevails over these Agreement terms to the extent of such conflict.

2. Code of Conduct and Account Registration

1. By using this service, you agree not to:
   1. use the Service for any illegal purpose or in violation of any local, state, national, or international law;
   2. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
   3. interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
   4. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
   5. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission;
   6.  sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials; or
   7. attempt to do any of the acts described in this or assist or permit any person in engaging in any of the acts described in this section.
   8. “frame”, “mirror” or otherwise incorporate the Platform or any part thereof on any commercial or non-commercial website;
   9. access, monitor or copy any part of the Platform using any robot, spider, scraper or other automated means or any manual process;
   10. violate the restrictions in any robot exclusion headers on the Platform or bypass or circumvent other measures employed to prevent or limit access to the Platform;
   11. take any action that imposes, or may impose, an unreasonable or disproportionately large load on the Platform;
   12. deep-link to any portion of the Platform for any purpose;
   13. remove any watermarks, labels or other legal or proprietary notices within the Platform;
   14. modify or attempt to modify the Platform, including any modification for the purpose of disguising or changing any indications of the ownership or source of the Platform;
   15. use the Platform as part of any service for sharing, lending or multi-person use;
   16. attempt to, assist, authorize or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Platform;
   17. copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Platform;
   18. create adaptations, translations, or derivative works based on the Platform, in whole or in part, or decompile, disassemble, reverse engineer or other exploit any part of the Platform;
   19. use of access the Platform in a manner that violates the rights (including, but not limited to intellectual property rights) of any third party;
   20. send unsolicited messages, spam, or phishing attempts to users or third parties;
   21. engage in any activity or conduct of fraudulent nature that violates applicable local, state, federal, laws, regulations or conventions;
   22. engage in harassment, bullying, stalking, or abusive behavior towards other users or individuals;
   23. engage in any activity or conduct of a fraudulent or deceitful nature; or
   24. upload to or transmit through the Platform any information, images, text, data, media or other content that is, in the sole judgment of Lasso, offensive, hateful, obscene, defamatory or that violates any laws.

2.2 Upon acceptance of the terms of this Agreement, and in order to access the Platform, you must create an account with a unique username and password for use by yourself and if applicable, any personnel acting and authorized to act on your behalf to access and use the Lasso Platform (“Permitted Users”) as login credentials (each, a “User ID”).  You must keep Your User ID confidential and secure. Do not disclose or share your User ID. You are responsible for all acts, omissions and content carried out under your User ID and Lasso will consider all acts, omissions and content on the Platform under your User ID as authorized by you.  If you have any reason to believe that your User ID has been compromised, please contact Lasso immediately.

3. Your Use of the Platform

Lasso provides the Platform to:

(i) allow Partners to search, view, learn and participate in Partner Programs; and

(ii) facilitate communications between Clients or Advertisers and Partners about Partner Programs (collectively the “Permitted Use”).

Your use of the Platform must be consistent with the Permitted Use and Code of Conduct.

You also grant to Lasso the right to access, collect, store, disclose, process, transmit and use your data, information, records and files that you provide to or through the Platform or that is provided by others who use the Platform for the sole purpose of providing and improving the Platform. Lasso has the right (but not the obligation) to remove any material that you provide to or through the Platform in its sole discretion.

Partner Warranties

In addition to abiding by the Code of Conduct, you represent and warrant that it you will use the Platform only in accordance with applicable laws, rules and regulations, including but not limited to applicable privacy and data protection laws and refrain from (i) misrepresentation of any information or source of information uploaded or provided, (ii) impersonation of another individual or entity, (iii) engaging in fraudulent behaviour or misconduct.

You agree to collaborate with each Client or Advertiser using only those methods approved or prescribed by the said Client or Advertiser in the relevant Channel Program Agreement or similar agreement for this purpose. Notwithstanding the foregoing, your engagement with Clients and Advertisers must be in accordance with the terms of this Agreement (including the DPA (where applicable)), and the Code of Conduct and you will not use Client or Advertiser data in a manner that infringes any third party’s intellectual property rights or violates applicable law, rule or regulation; as applicable.

You additionally represent and warrant that:

(i) you have full power and authority to execute, deliver and perform your obligations under this Agreement,

(ii) in performance of this Agreement and its use of the Platform, you will comply with all applicable laws, and you have the right to transmit your data through or onto the Platform.

In no event will we be held responsible or liable for (i) defects, problems, or failures of products and/or software not provided by us or our agents; (ii) glitches, defects, problems associated with or caused by a failure of the internet; or (iii) losses, expenses (disputed or otherwise) incurred from collaboration with any third party that you partner with (including but not limited to Clients or Advertisers).

4. Partner Programs

The Platform enables Partners to identify and participate in Partner Programs offered by Clients, the Platform may also display information about Partner Programs offered by Clients or Advertisers which may include a description of the program, payment terms, commission schedules, and other terms and conditions. Partners who wish to participate in a Partner Program will communicate directly with the Client or Advertiser offering the program through the Platform and may be required to enter into a separate agreement for such Partner Program (the “Partner Program Agreement”) or by any such title or description as may be agreed with the Client or Advertiser.

Through these Partner Programs, you may earn commissions (“Commissions”) from such Clients or Advertisers.

Lasso, is not a party to any Channel Program Agreement or related agreement and shall have no liability, responsibility, or obligation relating to any such agreement. You agree that your use of the Platform is on a non-exclusive and revocable basis for the above purposes.

5. Term, Suspension and Termination

1. General This Agreement shall commence on the date you accept the terms of this Agreement (“Effective Date”) and shall remain in force unless modified, superseded or terminated. Either party may terminate this Agreement at any time upon thirty (30) days’ written notice to the other party.
2. Effect of Termination. When the Agreement is terminated as of the termination effective date, you must stop using the Platform, and must also return any material provided by Lasso (if applicable), and both parties must destroy any confidential information shared with them by the other subject however subject to applicable law.
3. If you violate this Agreement or the Code of Conduct, Lasso may temporarily or permanently suspend your access to the Platform without notice in Lasso’s sole discretion.  You may also terminate your account by providing Lasso thirty (30) days written notice.  Any termination will immediately remove your ability to access the Platform and Lasso may delete any information contained within your account.  Termination of your account will not limit any of Lasso’s other rights or remedies under this Agreement or otherwise.
4. Termination of Channel Program Agreement - You must note that a Client or Advertiser reserves the right to terminate a relationship with you for any reason by serving notice of termination in writing (email as well) to you in accordance with the Client or Advertiser’s Channel Program Agreement or terms and conditions previously agreed with you.
5. Lasso has no obligation to confirm or acknowledge any notice of termination between Client or Advertiser and Partner and therefore shall not be liable for any outstanding payments or other obligation which remain unfulfilled by a Client or Advertiser.

6. Ownership of Platform; Proprietary Rights

1. The Service is owned and operated by Lasso Technologies Inc, doing business as Lasso Technologies, Inc.. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by Lasso are protected by intellectual property and other laws. All Materials included in the Service are the property of Lasso or its third party licensors. Except as expressly authorized by Lasso, you may not make use of the Materials. Lasso reserves all rights to the Materials not granted expressly in these Terms.
2. Lasso compiles and derives data from users of the Platform such as indicators and performance metrics, including usage patterns (“Usage Data”). All Usage Data is aggregated and anonymized and cannot be used to identify either Client or any specific user. Usage Data is not Client data and is not Personal Data.  Usage Data cannot be re-identified and will be considered Lasso data. All Usage Data is anonymized and de-identified as those terms are defined in GDPR and CCPA respectively.

7. Privacy

To provide the Platform, we collect, use, store and share certain information as described in the, which is incorporated by reference into this Agreement.  You agree to the terms of our Privacy Policy, which describes our privacy practices with respect to personal information collected by Lasso for purposes determined by us.

In using the Platform, each party agrees that it: (i) will at all times comply with all applicable laws (including, without limitation, all applicable privacy laws); and (ii) have obtained all required rights, authorizations, consents and permissions for all information, material, or content entered into the Platform including any information about identifiable individuals (“Personal Information").

To the extent that we collect, use or process personal information to provide the Lasso Platform to you, the terms of the Data Processing Addendum (“DPA”) will apply and are incorporated into this Agreement which the parties agree to comply with.  In the event of a conflict between the Agreement and the DPA with respect to personal data, privacy and protection matters, the DPA shall govern and control.

If you have collected Personal Information from another site and are sharing it on the Platform, you represent that you have disclosed that fact in a publicly facing and appropriate privacy policy.

8. Third Party Websites

1. Third Party Services. Certain features and functionalities within the Service may allow you and your customers to interface or interact with, access, use, and/or disclose information to compatible third-party services, products, technology and content (collectively, “Third-Party Service”) through the Service. Lasso does not provide any aspect of the Third-Party Service and is not responsible for any compatibility issues, errors or bugs in the Service or Third-Party Service caused in whole or in part by the Third-Party Service or any update or upgrade thereto. You are solely responsible for maintaining the Third-Party Service and obtaining any associated licenses and consents necessary for you to use the Third-Party Service in connection with the Services.
2. Third Party Services and Linked Websites. Lasso may provide tools through the Service that enable you to export information to a Third Party Service. By using one of these tools, you agree that Lasso may transfer that information to the applicable Third Party Service. Third Party Service is not under Lasso's control, and, to the fullest extent permitted by law, Lasso is not responsible for any Third Party Service’s use of your exported information. The Service may also contain links to third party websites. Linked websites are not under Lasso's control, and Lasso is not responsible for their content.
3. Third Party Software. The Service may include or incorporate third party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third Party Components under the applicable third party licenses or to limit your use of Third Party Components under those third party licenses.

9. Commissions and Taxes

1. Commissions - Partner Programs may provide for the payment of Commissions from Clients or Advertisers to Partners. Where this is the case, when a Client or Advertiser pays Lasso Commission amounts due under its Partner Program for remittance to you, Lasso will notify you through the Platform that the payment may be deposited via the Payment Provider (as described and defined below). To accept the Commission payment, you must use the Platform to request and authorize the deposit of the Commission into your account with the Payment Providers. You agree and acknowledge that all such Commission amounts will be net of any administrative fee charged by Lasso, if applicable. “Administrative Fees” may include a charge for expedited payments, when available. You also agree that any unclaimed Commission payments within one year (12 months) will be reduced to zero at the end of the one year (12 months) from the date of the payment being issued.
2. You agree and acknowledge that: (a) Lasso has no obligation to pay the Commission, neither shall we be responsible for any Commission amounts until we receive payment from the responsible Client or Advertiser, (b) Commission amounts will only be deposited into the your account with the Payment Providers following a payment request made on the Platform from you; (c) Lasso is not responsible for any late or incorrect commission amounts; (d) with respect to Clients or Advertisers you come into contact through the Platform, all Commission payments to you in relation to their programs shall be processed through Lasso. You agree not to cut out Lasso by receiving payments outside of the Platform with such Clients or Advertisers while their program is active on the Platform. You also agree that should you cut out Lasso, you would pay to Lasso, a 50% fee on Commissions payments earned from such Clients or Advertisers, while their programs were active on the Platform, and (e) any disagreements over Commissions must be resolved directly with the Client or Advertiser without any involvement from Lasso to the extent that Lasso has fulfilled its obligations under this Agreement and remitted all previous payments remitted by the Client or Advertiser to you.
3. Taxes - Each party is responsible for paying their own taxes, including sales, use, value added, or any other national, state, or local taxes on net income, capital, gross receipts or payments, and is responsible for complying with any required tax documentation or obligations. This also applies to customs duties and other similar fees. With respect to Commission payments earned and received by the Partner, the Partner agrees that it is solely responsible for any taxes, levies, customs duties or similar governmental assessments of any nature imposed or in force in the relevant jurisdiction of tax residency or incorporation.
4. Lasso may collect tax-related information including, but not limited to W-9, SSN, EIN, Individual name, tax status, and corporation name from you to comply with United States tax laws.

10. Payment Processing; Transaction Costs

The Platform enables certain payments to be completed between Clients or Advertisers and Partners under Channel Program Agreements. Payment processing services for the Platform are provided by third party payment processors (for example, Wise, Inc., PayPal Holdings, Inc. and Tremendous, Inc.) (collectively, the “Payment Providers”). All payments to Partners will be processed through Payment Providers, which require that you enter a separate agreement with the Payment Provider(s). Lasso is not a party to any such agreement and shall have no liability, responsibility or obligation under such agreement. You will be solely responsible for any fees charged by any Payment Provider (the “Transaction Costs”). It is your responsibility to keep your Payment Provider accounts current within the Platform, and Lasso has no responsibility for incorrect or delayed payments. 

11. CONFIDENTIALITY

For the purposes of this Section, “Confidential Information” means information disclosed by one party to the other under or in connection with this Agreement that: (a) is designated by the disclosing party as proprietary or confidential, or (b) should be reasonably understood to be proprietary or confidential due to its nature and the circumstances of its disclosure.

Both parties agree to: (a) keep each other's Confidential Information confidential and use reasonable efforts to do so; (b) only use the other party’s confidential information as allowed by this Agreement and only share it with their personnel that needs to know such confidential information to carry out the responsibilities under this Agreement.

These confidentiality obligations do not apply to information that the receiving party can demonstrate: (a) is or becomes publicly available through no fault of the receiving party, (b) it knew or possessed prior to receipt under this Agreement without breach of confidentiality obligations, (c) it received from a third party without breach of confidentiality obligations, (d) it independently developed without using the disclosing party’s Confidential Information or (e) that the disclosing party gave its prior written consent for the disclosure of the Confidential Information.  The receiving party may disclose Confidential Information if required by applicable law, subpoena or court order, provided (if permitted by applicable law) it notifies the disclosing party in advance and at the disclosing party’s cost, in any commercially reasonable effort to afford disclosing party the opportunity to seek a protective order. Either party may, in addition to other remedies legally available to it, seek equitable relief in case of a breach of confidentiality.

12. DISCLAIMERS

THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. LASSO DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. LASSO DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND LASSO DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR LASSO ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE LASSO ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. LASSO DOES NOT DISCLAIM ANY WARRANTY OR OTHER RIGHT THAT LASSO IS PROHIBITED FROM DISCLAIMING UNDER APPLICABLE LAW.

13. Exclusions and Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE LASSO ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY LASSO ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE LASSO ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO LASSO FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; OR (B) $100.EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 18 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

14. Indemnification

To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Lasso and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Lasso Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

15. Geographic Limitations of the Platform

Not all features and functionality of the Platform are available in all jurisdictions. Nothing on the Platform constitutes an offer or solicitation to buy or sell any product or service to anyone in any jurisdiction in which such an offer or solicitation is prohibited by applicable law.

16. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Lasso submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Los Angeles, California for the resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in California, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.

17. Dispute Resolution and Arbitration

In the event of any controversy or claim arising out of or relating to these Terms, or any breach thereof, such controversy or claim shall be determined and settled by confidential arbitration, conducted in English, held in Los Angeles Country, California, administered by the American Arbitration Association (“AAA”) before a sole arbitrator in accordance with the then-current AAA Commercial Arbitration Rules. The award rendered by the arbitrator shall be final and binding on the parties thereto, and judgment thereon may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from applying to a court of competent jurisdiction for equitable or injunctive relief.

18. Miscellaneous

1. General Terms. These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Lasso regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to”. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
2. Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Lasso submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Los Angeles, California for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in California, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
3. Privacy Policy. Please read the Lasso Privacy Policy carefully for information relating to our collection, use, storage, disclosure of your personal information. The Lasso Privacy Policy is incorporated by this reference into, and made a part of, these Terms. Additionally, if: (a) you are established in the European Economic Area (EEA); (b) you provide goods or services to customers in the EEA; or (c) you are otherwise subject to the requirements of the EU General Data Protection Regulation, Lasso's collection and use of personal information of any European residents is also subject to our Data Processing Addendum.
4. Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
5. Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
6. Contact Information. The Service is offered by Lasso Technologies Inc., located at 21781 Ventura Blvd, PMB 10065, Woodland Hills CA 91364. You may contact us by sending correspondence to that address or by emailing us at support@heylasso.ai.
7. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
8. No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies. In addition, you are responsible for providing customer service (if any) to your customers. We will not provide any support or services to your customers unless we have a separate agreement with you obligating us to provide support or services.
9. International Use. The Service is hosted from the United States. We make no representation that the Service is appropriate or available for use outside of the United States. Access to the Service from countries or territories or by individuals where such access is illegal is prohibited.
10. Assignment You may not assign this Agreement to any third party without obtaining Lasso’s prior written consent. You may assign this Agreement in the event of a merger, acquisition, corporate reorganization, or sale of all or substantially all of your assets, provided that you provide Lasso with prompt written notice of the assignment and the assignee agrees in writing to assume all of your obligations under this Agreement. This Agreement will inure to the benefit of and be binding upon the parties, their permitted successors and permitted assignees.
11. Relationship of the Parties - In all matters relating to this Agreement, you and Lasso are independent contractors. Nothing in this Agreement creates any association, partnership, joint venture, or relationship of agency or employment between you and Lasso.
12. Publicity - Lasso may include you in any user or subscriber list and use your name, logo and trademarks for marketing and publicity on our website, in our marketing materials and press releases.
13. Excusable Delays - If Lasso experiences any delays in providing the Lasso Platform due to errors, defects, or other problems with the information, materials, or instructions given by you, we won't be responsible for performance of our obligations for the period of the delay. However, you will still be responsible for all applicable Fees incurred during that time.
14. Force Majeure - Other than when it comes to Client's payment responsibilities, neither of us will be held responsible if we can't meet our obligations under this Agreement because of something beyond our control, including fires, power outages, extreme weather, labour disputes or government interventions (a "Force Majeure Event") as long as the party unable to fulfill its obligations notifies the other party promptly and gets back on track as soon as possible. If a Force Majeure Event causes a delay that lasts for 90 days without a solution, either of us may terminate the Agreement without any penalties.
15. Survival - Your payment obligations in respect of any Fees or Commissions owing, and the following sections of this Agreement will still be in effect even after this Agreement terminates, along with any other provisions that need to continue by law or because of their nature: Section 9 (Commissions, Fees and Taxes), Section 5 (Effect of Termination), Section 5 (Representations, Warranties and Covenants), Section 12 (Disclaimer), Section 11 (Confidentiality), Section 6 (Lasso’s Intellectual Property Rights), Section 14 (Indemnities), Section 13 (Liability), Section 17 (Dispute Resolution), and Section 18.2 (Governing Law).

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