DRAFT — Pending legal review. This document is a working template prepared by Vyzora. It has not been reviewed by a securities or contracts attorney. Do not rely on it as final terms until reviewed and signed off by counsel.
Vyzora

Terms of Service

Effective date: [TBD on counsel sign-off] · Version: 1.0-draft
Plain-language summary

1. Acceptance of these Terms

By creating an account, subscribing to, or otherwise accessing Vyzora and the Vyzora Lens product (the "Service"), you ("you" or "Subscriber") agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. If you do not agree, do not use the Service.

2. About Vyzora and the Service

Vyzora ("Vyzora," "we," "us") publishes general-circulation editorial research about publicly traded securities and the artificial intelligence ecosystem under the brand "Vyzora Lens." The Service is delivered as a paid subscription to a digital publication, including dashboards, written analyses, sector frameworks, and conviction-graded editorial coverage.

The Service is informational and educational only. It is not a recommendation to buy, hold, or sell any security; not a solicitation; and not personalized investment advice.

Vyzora is not a registered investment advisor, broker-dealer, financial planner, or licensed securities professional with the U.S. Securities and Exchange Commission ("SEC"), the Financial Industry Regulatory Authority ("FINRA"), or any state securities authority. The Service is offered in reliance on the publisher's exemption under §202(a)(11)(D) of the Investment Advisers Act of 1940 and analogous state-law exemptions.

3. Eligibility

You must be at least 18 years old, a resident of the United States or another jurisdiction in which the Service is lawfully available, and able to form a binding contract. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

4. Subscription, Billing, and Cancellation

Vyzora Lens is sold by recurring subscription. Pricing for each tier is shown on the pricing page and at checkout. Subscription processing is handled by Stripe, Inc. By subscribing, you authorize Vyzora to charge your payment method, on the cadence selected, until you cancel.

You may cancel at any time through the Stripe Customer Portal accessible inside the Service. Cancellation stops future billing at the end of your then-current billing period; we do not provide pro-rated refunds for partial periods. We may change pricing or tier features with at least thirty (30) days' notice; price changes apply at your next renewal.

5. Editorial content; no advisory relationship

All content provided through the Service is editorial in nature and intended for general circulation to all subscribers without personalization. Specifically, you acknowledge and agree that:

6. Acceptable use

You agree not to:

7. Intellectual property

All content, software, design, branding, and data compilations within the Service are the property of Vyzora or its licensors and are protected by U.S. and international intellectual property laws. We grant you a limited, revocable, non-transferable, non-exclusive license to access and use the Service for your personal, non-commercial use, subject to these Terms.

8. Conflicts of interest disclosure

Authors and affiliates of Vyzora may from time to time hold long or short positions in securities discussed in the Service. We do not consider this to be a personalized recommendation when published, but you should assume any security covered may be held by a Vyzora author at the time of publication. We do not accept payment from any company or third party in exchange for coverage of specific securities.

9. No warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VYZORA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. VYZORA DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL VYZORA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUES, DATA, OR INVESTMENT VALUE, ARISING OUT OF OR RELATED TO YOUR USE OF, OR INABILITY TO USE, THE SERVICE — EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

VYZORA'S AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID VYZORA IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

11. Indemnification

You will indemnify and hold harmless Vyzora and its affiliates, officers, directors, employees, and agents from any third-party claim, loss, liability, or expense (including reasonable attorneys' fees) arising out of (a) your breach of these Terms, (b) your investment or trading activity, or (c) your violation of any law or third-party right.

12. Governing law; venue

These Terms are governed by the laws of the State of Delaware, without regard to its conflicts-of-law principles. Subject to Section 13, you consent to the exclusive jurisdiction of the state and federal courts located in Wilmington, Delaware for any action not subject to arbitration.

13. Mandatory binding individual arbitration; class-action waiver

Please read this Section carefully — it affects your legal rights.

Arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Service ("Dispute") will be resolved by final and binding individual arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, conducted by a single arbitrator in Wilmington, Delaware (or by remote/written submission at the arbitrator's discretion). Judgment on the award may be entered in any court of competent jurisdiction.

Class-action waiver. Disputes will be resolved on an individual basis only. You waive any right to participate in a class, collective, or representative action. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

Opt-out. You may opt out of this arbitration provision by sending written notice to legal@vyzora.ai within thirty (30) days of first accepting these Terms.

14. Changes to these Terms

We may update these Terms from time to time. Material changes will be notified by email to your account address and/or by prominent notice in the Service. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms.

15. Termination

We may suspend or terminate your access to the Service at any time, with or without cause, including for breach of these Terms. Upon termination, your right to access the Service ceases immediately. Sections 5–13 and 15–17 survive termination.

16. Miscellaneous

These Terms, together with the Privacy Policy and any order documents at checkout, constitute the entire agreement between you and Vyzora concerning the Service. If any provision is held unenforceable, the remaining provisions remain in effect. Failure by Vyzora to enforce any right is not a waiver. You may not assign these Terms; we may assign without notice. Notices to Vyzora must be sent to legal@vyzora.ai.

17. Contact

Questions about these Terms: legal@vyzora.ai
General support: support@vyzora.ai