AGB

TERMS AND CONDITIONS OF USE

May 2021

Last changed: March 17, 2022

1. GENERAL OVERVIEW

ZSG INTERNATIONAL LLC, is the operator and provider of https://zsg-international.com and associated applications for mobile devices (collectively, “zsg-international.com” or the “Company”). The Company offers web-content, mobile applications, and crowdfunded investment services (collectively, the “Services”). The Services provided by the Company are made available to you, the Customer, subject to these terms and conditions. By using, downloading, purchasing, or otherwise accessing any of the Services, you agree to follow and be bound by these Terms and Conditions of Use (the “Terms”). The Terms may be updated by The Company at any time without notice to you. The Company, in conjunction with its third party providers, may make changes to the Services or any applicable prices at any time without notice. The Terms may be altered or superseded by designated legal notices described on certain website pages. The Company retains the right to modify or eliminate, for any length of time, the Services or any portion thereof, at any time and without notice. By using, downloading, purchasing, or otherwise accessing the Services you agree that The Company shall not be liable to you or any third party as a result of any modification or elimination of the Services By accessing, purchasing, downloading, or otherwise using the Services, you are agreeing to be bound by the Terms and any and all future modifications thereof. If you do not agree to be bound by the Terms, you must cease all use of the Services. Your use of the Services and the Company network indicates that you represent and warrant that: You are eighteen (18) years of age or older and can legally enter into and form contracts; and By using or otherwise accessing the Services, you expressly agree that: The Company has offered the Services in reliance upon the warranty disclaimers, releases, and limitations of liability contained herein; These warranty disclaimers, releases, and limitations of liability reasonably and fairly allocate risk between you and the Company; and These warranty disclaimers, releases, and limitations of liability form an essential basis of the bargain between you and the Company, and that without such warranty disclaimers, releases, and limitations of liability the Company would be unable to provide the Services to you.

2. PRIVACY POLICY The Privacy policy (the “Policy”) of the Company is hereby incorporated into the Terms by reference. Review the Policy for information relating to the Company’s security measures and its collection, processing, and use of your personal, geographic, and financial information.

3. ADDITIONAL CONDITIONS In order to use certain features, participate in promotions, or receive/use some Services, The Company may require you to agree to additional rules, policies, or other conditions (collectively, “Conditions”). In such an event, you may be required to consent to additional terms set forth in certain applicable Conditions by clicking on a button or checking a box to indicate your consent. In the event that the terms of such “click-through” agreements differ from the Terms, the terms of the click-through agreement will alter the Terms with respect solely to matters governed by the click-through agreement.

4. MODIFICATION OF THE TERMS The Company retains the right to alter, add, or eliminate portions of the Terms or any applicable Conditions at any time and in its absolute and sole discretion. In the event of such a modification of the Terms, the Company will notify you via your registered email address. It is your responsibility to occasionally review the Terms, Policy, and any Conditions for changes. Your continued use of the Services after any modifications to the Terms or Conditions are posted constitutes your acceptance of such changes.

5. PROPRIETARY RIGHTS The Company owns and operates the Services. The Services, any software used in connection with the Services, and any zsg-international.com Content (as defined below) are licensed, not sold. By using the Services, you agree that the Services, any software or algorithms used in connection with the Services, and any Paulson-CA Content contain proprietary and confidential information that is protected by intellectual property and other applicable laws. You may not modify, rent, lease, loan, license, sell, distribute, or create derivative works based on the Services, software, or Content offered, unless such use is expressly permitted by applicable law or authorized by The Company or the relevant third party service provider. The Company grants you a personal, non-transferable and non-exclusive license to access and use the Services. However, such license is in effect only so long as you do not, and do not allow any third party to, copy, alter, create a derivative work from, reverse engineer or otherwise try to discover any source code, sell, assign, grant a security interest in, or otherwise transfer any right in the Services. You may only access and use the Services through the interface that is provided by the Company, and you agree not to access the Services through any other means. The names “zsg-international.com”, along with the associated logos, marks, designs, and names of the specific Services are the exclusive trademarks of the Company, and you shall not use or display such trademarks in any manner without the Company’s prior written consent. All rights not expressly granted hereunder are expressly reserved by the Company. Any third party trade or service marks displayed through the Services are the property of their respective owners.

6. CUSTOMER ACCOUNT INFORMATION The Services require a Company Customer Account to use. In creating your Customer Account, you agree to: Provide true, current, accurate, and complete information as prompted by the Customer Account registration form (“Customer Data”); and Maintain and punctually update the Customer Data, as it may be required, to keep the data accurate and current. The Company uses the Customer Data to provide the Services, and any inaccurate or dated Customer Data will hinder the Company’’s ability to provide the Services. As a result, if the Company has reasonable grounds to suspect that the Customer Data is inaccurate or dated, the Company has the right to suspend or terminate your Customer Account. The Company also has the right to refuse any future use of the Services by you. As consideration for using the Services, you represent and warrant that you are able to form a legally binding contract and are not otherwise barred from receiving the Services under the laws of any jurisdiction.

Password

As part of the registration process, you will be asked to provide a password for your Customer Account. You should keep your password confidential at all times, as you are responsible for all activities that initiate from your Customer Account and you can only access your Customer Account upon inputting your password. Do not share your password with anyone else for any reason. While the Company uses reasonable security protocols to protect the confidentiality of your password, the Company cannot guarantee absolute security of your password, Customer Account, Customer Content, or the personal, and financial information that you provide. The Company cannot guarantee that the security measures in place will prevent third-party hackers from illegally accessing the Services or its contents. By using the Services and creating a Customer Account, you agree to accept all risks of unauthorized access to the Customer Data and other information you provide to the Company. In the event of an unauthorized use of your Account, you shall notify the Company of the unauthorized access, or any other security breach, at once. By using the Services and creating a Customer Account, you agree to accept all risks of unauthorized access to the Customer Data and other information you provide to the Company. The Company retains the right to suspend your Customer Account or require you to change your password if the Company believes for any reason that your password is no longer secure.

7. THIRD PARTY PROMOTIONS The Company maintains a commercial relationship with certain third parties and advertisers (“Third Parties”). These Third Parties may market or sell their own promotions and services on, or through, the Services. You are not required to participate in these promotions or transact business with any of these Third Parties. You may be required to make a payment in order to obtain some of these services or participate in some of these promotions. Your payments to participate in these Third Party offerings are made to the relevant Third Party. The Company is not responsible for the administration or application of any payments required by the Third Parties for their independent services or promotions. Further, the Company is not responsible for the performance or nonperformance of any of the Third Parties. The Company shall not be liable for any loss or damages suffered or incurred by you as the result of your dealings with the Third Parties.

8. RULES FOR SERVICES USE

Prohibited Conduct

By using the Services, you understand and agree that you may not, and you warrant that you will not: Use the Services, the Company network, or any personal information displayed on or within the Company network or Services to stalk, harass, abuse, defame, threaten, defraud other Customers, or collect or store or personal information about other Customers; Use the Services if you are under the age of 18 years old; Post offensive, lewd, or pornographic materials in your Customer Account and on your personal profile; Use the Services for any non-private or commercial use; Use the Services for any illegal purpose or in violation of any applicable law, including laws governing intellectual property, data protection, financial market regulation, and privacy; Fail to pay the Company for the use of the Services; Send other Customers of the Company unsolicited offers, advertisements, proposals, or spam. Such activities include, but are not limited to, bulk mailing of commercial advertisements, chain mail, petitions, and charity requests; Fraudulently impersonate any person or entity or falsely claim an affiliation with any person or entity, including but not limited to a representative of the Company; Misrepresent the source, content, or identity of information sent through the Services; Access the Customer Accounts of any other Customer; Share your password, or other means of access to a mobile device while any Service is running, with any third party or encourage any other Customer to do the same. Such sharing includes selling or otherwise transferring your Customer Account to a third party; Circumvent, disable, damage, or otherwise interfere with any of the security features of the Company, including those features designed to prevent or limit the use or copying of content accessible through the Services; Disable, damage, or otherwise interfere with those features of the Services that restrict the use by Customers of the Services; Upload or otherwise distribute any viruses, worms, or other malicious code into the Services or the Company network in order to intentionally interfere with or damage the operation of the network or the Services; Send, transmit, and otherwise make available to other Customers any material which could be deemed to be objectionable by a reasonable person. Such objectionable material includes, but is not limited to material that is: libelous, offensive, indecent, lewd, pornographic, harassing, embarrassing, distressing, threatening, hateful, vulgar, racially/ethnically/sexually offensive, or homophobic. It does not matter if the dissemination of the material would otherwise be lawful; Post, upload, transmit, or make available any content that you do not have a right to use under any law or contractual/fiduciary relationship; Post, upload, or make available any content that infringes any copyright, trademark, trade secret, patent, or other proprietary right of any third party; Hack, mine passwords, or use any other means in order to attempt to gain unauthorized access to the Services, other Customer Accounts, computer systems, or the Company network; Interfere with, or attempt to interfere with, the proper working of the Company or any of its Services through hacking, password mining, or any other available means; Use any spider, robot, or other automated means to access the Services or the Company network for any purpose. This includes bypassing the robot exclusion headers or other security measures used by the Company to prevent access to the Services by robots; Modify the Services or the the Company network in any manner or form, or use a modified version of the Services. Such modifications include those designed to provide you with unauthorized access to the Services; Harm minors through the Services in any way. The Company reserves the right to suspend or terminate your Customer Account and your access to and use of the Services if it reasonably believes that you have engaged in any of the prohibited conduct while using the Services or accessing the Company network.

Prohibition Against Mixed-Use

The Company, its network, and the Services are made available solely for your personal, non-commercial use. You may not access or otherwise use the Company or its Services for any commercial or advertising uses. Such commercial or advertising uses include, but are not limited to, selling a product; increasing traffic to your own website or a third party’’s website for commercial reasons; copying the results of a the Company’s search and reformatting and displaying them on your own or a third party’s website; mirroring any of the Services on your own or another’s website; or performing a meta-search of the Company or the Services. The Company reserves the right to suspend or terminate your Customer Account and your access to and use of the Services if it reasonably believes that you have used the Company or its Services for any commercial or advertising uses. Any commercial or advertising use of the Company or its Services must be approved in writing by the Company prior to their occurrence. If you wish to make a commercial or advertising use of the Company or its Services, you must enter into an agreement with the Company to do so in advance. You may contact the Company through its website for more information regarding such arrangements.

9. CUSTOMER CONTENT Any and all information, other than that governed by the Policy (e.g. personal information), including but not limited to data, text, financial information, software, sound, photographs, video, graphics, messages, and all other materials that you transmit, upload, or supply to the Company is Customer Content. The Company is not responsible for Customer Content. You are responsible for all of the Customer Content that you upload, post, transmit, or otherwise make available, whether privately or publicly, through the Services and the Company network. Customer Content is not controlled or monitored by the Company, and thus, the Company does not guarantee the accuracy, quality, or integrity of any Customer Content. By using the Services, you may be exposed to Customer Content that you find offensive, indecent, or otherwise objectionable. The Company will not be liable in any way for any Customer Content under any circumstances. Such circumstances include, but are not limited to, any mistakes or omissions in Customer Content; or any loss or damage of any kind suffered as a result of the use of any available Customer Content. Notwithstanding the above, the Company reserves the right, but has no obligation or duty, to monitor any and all Customer Accounts, or web or mobile activities, related to the Services. The Company reserves the right, but has no obligation or duty, to monitor any Customer’’s use of or access to the geographic and personal information of other Customers. The Company may access, preserve, and release your Customer Content, Payment Method, and Customer Data if required to do so by law or in a good faith belief that such action is reasonably necessary to: Satisfy any applicable law, regulation, judicial process, or government request; Enforce the Terms and investigate potential violations of the same; Investigate and defend against any third party allegations; Respond to claims that any Customer Content violates the rights of third parties; Respond to your requests for customer service; Prevent fraud; Secure the integrity of the Services and network; Repair any technical issues; or Protect the rights, property, or personal safety of The Company its customers and employees, or the public as permitted or required by law. The Company will at all times use reasonable efforts to maintain the confidentiality of your Customer Data and Payment Method information.

Customer Content Warranties

By uploading, posting, transmitting, or otherwise providing Customer Content through the Services, you expressly warrant that: You alone are responsible for transmission, accuracy, and publication of the Customer Content, and that, as such, The Company bears no liability, in any capacity, for the Customer Content; You own and/or control all of the rights to that Customer Content; and The uploaded, posted, or otherwise transmitted Customer Content does not infringe on or otherwise violate the rights of any third party, including any intellectual property rights of the third party.

Prohibited Customer Content

You may not upload, post, transmit, or otherwise make available Customer Content through the Services or the Company network that: Is patently offensive and/or promotes racism, bigotry, homophobia, hatred or physical harm of any kind against any group or individual; Harasses another person; Advocates for the harassment of another person; Sexually exploits another individual; Violently exploits another individual; Contains nudity, violence, offensive, or lewd subject matter; Provides the telephone number, street address, last name, email address, or any other sensitive personal information of anyone except you; You know, or reasonably should know, is false or misleading; Promotes illegal or criminal activities or conduct that is abusive, threatening, obscene, or defamatory. Such illegal activities include, but are not limited to, providing instructional information about illegal activities, violating someone’’s privacy, or providing or creating computer viruses; Violates any intellectual property or other proprietary right of any third party. This includes Customer Content that promotes or advertises an illegal copy of another individual’’s copyrighted or otherwise protected work; Transmits, or otherwise encourages or facilitates the transmission of, junk mail, chain letters, spam, bulk mass mailing, or phishing; Solicits personal information, such as passwords, from other Customers for commercial or unlawful purposes; Promotes or involves commercial activities without the Company’’s prior written consent. Such commercial activities may include contests, sweepstakes, trades, advertising, and sales of goods; Violates a third party’’s privacy. Such violations include posting a photograph of a third party without his or her consent or posting the picture of a minor without the consent of his or her parent or guardian; or Contains a virus, Trojan horse, or other malicious component. The Company reserves the right to suspend or terminate your Customer Account and your access to and use of the Services if it reasonably believes that you have uploaded, posted, transmitted, or other made available any of the prohibited Customer Content through the Services or the Company network.

Third Party Access to Customer Content

The Company may provide you with the ability to make certain submitted Customer Content “Private” or only available to select Customers of the Services. If you make such an election upon the submission of Customer Content, the Company will use reasonable efforts to maintain the privacy of such Customer Content in accordance with your decision. However, if no such election is made, or if you later elect to allow such Customer Content to be generally available, then the Company cannot and does not warrant the privacy of such Customer Content. The Company uses reasonable efforts to prevent Customer Content from any disclosure to, or access by, any third parties that exceeds your Customer Account settings. However, posting Customer Content poses an intrinsic risk that the content will be unintentionally and accidentally disclosed to and accessed by third parties. As a result, the Company cannot promise that your Customer Account settings will completely protect against some of your Customer Content from being disclosed to or accessed by unintended third parties. The Company shall not be liable for any such accidental and unintended disclosures.

Account Termination and Customer Content Deletion

When you terminate your Customer Account, you may request that the Company wholly erase your Customer Account, including the erasure of any and all previously submitted Customer Content. The Company will undertake the erasure of your Customer Account and Customer Content using commercially reasonable efforts. However, the Company may not be able to wholly purge all of your Customer Content, such as that content posted in forums, community groups, or on the pages of other Customers. Any Customer Content that is posted and unable to be erased will be made anonymous upon the termination of your Customer Account, such that it will not be publicly identified with you.

Ownership of Customer Content

The Company does not own Customer Content. However, you grant the Company a worldwide, perpetual, irrevocable, royalty-free and non-exclusive license, as applicable, to use, copy, distribute, reproduce, modify, adapt, create derivative works from, publicly perform and display, incorporate, and otherwise exploit any Customer Content (excluding Personal Information and Payment Method Information) that you post or make available in connection with The Company or the Services for any purpose, be it commercial, advertising, or otherwise, or in connection with the promotion or operation of the Company or the Services. By uploading, posting, or otherwise making available in connection with the Company or the Services any Customer Content, you waive any moral rights that you may have had in said Customer Content. Notwithstanding the foregoing, if the Company seeks to use certain Customer Data, such as a Customer’’s image, for commercial or advertising purposes, it will make a reasonable effort to secure that Customer’s consent for that specific use.

Review of Customer Content

The Company and its agents shall have the right, but not the obligation or duty, to pre-screen, monitor, refuse, or remove any Customer Content that is available through the Services. By using the Services and consenting to the Terms, you understand and admit that when you access or use the Services you may be exposed to Customer Content from many sources, and that the Company is not liable for the accuracy, safety, usefulness, or legality of any of the Customer Content. Additionally, you may be exposed to Customer Content that you find personally and/or objectively offensive, inaccurate, indecent, or injurious. The Company is not liable for any harm suffered as a result of your exposure to such Customer Content, and you hereby waive any and all legal and equitable rights or remedies you may have against the Company with respect to this Customer Content. You bear any and all risks associated with the use of any Customer Content available through the Services, including your reliance on the accuracy or completeness of such Customer Content. Notwithstanding any of the foregoing, the Company shall have the right to remove any Customer Content that violates the Terms or is otherwise objectionable. The right to remove objectionable Customer Content is exercisable by the Company in its sole and absolute discretion.

10. THIRD PARTY CONTENT From time to time certain content displayed on, or linked to by, the Services is developed by Third Parties over whom The Company exercises no control. Such Third Party Content may include links to Third Party websites, advertisements, or news headlines. The Company does not endorse any Third Party Content, nor does it endorse the information, materials, products, or services that may be displayed or linked to by the Third Party Content. Any contact, transaction, or business dealings between you and the Third Parties as a result of Third party Content displayed on, or linked to by, the Services exists solely between you and the Third Parties. Such interactions are independent of the Company. The Company shall not be liable for any loss or injury of any sort suffered as a result of any such dealings, or as the result that such Third Party Content was displayed on, or linked to by, the Services.

Links

The Services or certain third parties may provide links to other websites or resources. The Company has no control over such websites or resources, and as a result, the Company is not responsible for the availability of such external websites or resources. The Company does not endorse such external websites and resources, and the Company is not liable for any content, advertising, products, or materials on or available from such websites or resources. The Company is not liable for any loss or injury suffered by you as a result of visiting any external websites or resources linked to through the Services.

Third Party Equipment

Certain Services may require that you purchase third party equipment, software, or materials so that the Service’’s features work properly. Although the Company may recommend the equipment, software, or materials of certain third party suppliers, the Company shall not be liable for your acquisition or use of any third party equipment, or for any loss or injury suffered as a result of your use of such third party equipment. The Company’s recommendation of certain third party suppliers is not a guarantee that their equipment or materials will function properly.

11. THE COMPANY CONTENT The trademarks, trade names, trade dress, service marks, copyrighted material, source code, algorithms, financial market analysis, and other information (collectively, “the Company Content”) contained in the Services and on the Company network are owned by the Company.

Ownership

The Company is the exclusive owner of all the Company Content, including any and all copyrights, trademarks, trade dress, service marks, source code, algorithms, and other intellectual property rights. Except as expressly permitted by certain Services as provided for in the Conditions applicable to those Services, you may not download, copy, or save any Company Content or any portion thereof, for any purpose. You may print individual screens appearing as part of the Services only for personal use or records (e.g. printing a screen grab of a specific financial market analysis), provided, however, that any logos, marks, or other legends that appear on the screens remain and are not erased from the printed copy. Unless expressly permitted under the Terms, applicable Conditions, or with the prior written consent of the Company, you may not modify, copy, publish, display, adapt, transmit, or otherwise exploit the Company Content.

The Company does NOT give Financial or Investment Advice

The Company Content does not constitute FINANCIAL OR INVESTMENT advice. Any FINANCIAL OR INVESTMENT related questions should be promptly directed towards your FINANCIAL OR INVESTMENT ADVISER. You should consult with a FINANCIAL OR INVESTMENT ADVISER prior to your use of The Company and the Services. The Company Content, including but not limited to all financial market analysis and predictions, text, photographs, images, graphics, audio, video, and other materials, along with any and all Customer Content and Third Party Content, is not intended to be, and should not be used in place of: The advice of a financial or investment adviser; or A consultation, call, or visit with a financial or investment adviser. The Company Content should not be used for long-term financial planning. You should not disregard, or delay in seeking, financial advice from a financial or investment adviser as a result of any of the Company’s Content. YOUR TRANSMISSION AND RECEIPT OF THE COMPANY CONTENT, IN WHOLE OR IN PART, OR YOUR COMMUNICATION WITH THE COMPANY AND THE SERVICES THROUGH THE INTERNET, EMAIL, OR ANY OTHER MEANS DOES NOT CONSTITUTE OR CREATE A FIDUCIARY RELATIONSHIP BETWEEN THE COMPANY AND YOU OR ANY OTHER CUSTOMER.

12. APPLICATIONS FOR MOBILE DEVICES The Company Mobile Applications may be accessed or otherwise used only with a mobile device that is compatible with The Company and the Mobile Applications. The Company does not guarantee or represent that your mobile device will be compatible with the Mobile Applications. The normal messaging, data, and other rates and fees of your wireless carrier will still apply when using the Services. Certain wireless carriers may prohibit or restrict your ability to download, install, or use the Mobile Applications, and the Mobile Applications may not be compatible with all wireless carriers or devices. You should check with your wireless carrier prior to using the Services to ensure that the Mobile Applications are compatible with your mobile device and your wireless carrier’’s rules. Your use of the Mobile Applications constitutes an agreement by you that the Company may communicate with your regarding the Company and the Services by SMS, MMS, text message, or other electronic means directed to your mobile device. Furthermore, by using the Mobile Applications you agree that certain information about your usage of the Mobile Applications may be transmitted to the Company. If you replace or deactivate your mobile device or your mobile device telephone number, you must promptly update your Customer Account information to ensure that The Company’’s messages are sent to you.