Legal
Terms of Use.
The terms that govern your access to and use of this website and our services.
These Terms of Use (“Terms”) explain the contractual relationship between you and Z Squared, Inc., formerly known as Coeptis Therapeutics Holdings, Inc., and its subsidiaries (collectively, “Company,” “us,” “our” or “we”), regarding your use of, and access to, our website located at www.zsquaredinc.com (the “Website”) and the products, services and offerings made available to you through the Website, including without limitation all features and functionality thereof and updates thereto and all Content made available through the Website (together with the Website, the “Services”). These Terms include our Privacy Policy and together with the Privacy Policy govern your access to and use of the Services.
YOU ACKNOWLEDGE AND AGREE THAT BY ACCESSING OR USING THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, INCLUDING ANY MODIFICATIONS TO THESE TERMS, YOU ARE NOT AUTHORIZED TO USE THE SERVICES.
IMPORTANT: THESE TERMS CONTAIN PROVISIONS THAT GOVERN THE RESOLUTION OF CLAIMS BETWEEN YOU AND THE COMPANY, INCLUDING THE REQUIREMENT THAT YOU RESOLVE ANY DISPUTES YOU HAVE WITH US THROUGH FINAL AND BINDING ARBITRATION. PLEASE SEE THE DISPUTES CLAUSE IN SECTION 15 BELOW FOR MORE INFORMATION.
1. Digital Asset Infrastructure Information
The Services may contain general information relating to digital asset infrastructure, including cryptocurrency mining, data center development, power generation infrastructure, high-performance compute (“HPC”) hosting, blockchain technology, and related operations. Such information is provided for informational purposes only and does not constitute investment advice, financial advice, trading advice, or any other sort of advice. You should not treat any of the Website’s content as such. The Company does not recommend that any cryptocurrency or digital asset should be bought, sold, or held by you. You should conduct your own due diligence and consult your financial advisor before making any investment decisions. Nothing on the Website constitutes an offer to sell or a solicitation of an offer to buy any securities of the Company.
2. Forward-Looking Statements
The Services contain forward-looking statements about our financial and operating performance, business plans and prospects, and products and services in development that involve substantial risks and uncertainties. Actual results could differ materially from the expectations and projections set forth in those statements. Such risks and uncertainties include, among other things, the volatility of cryptocurrency markets and digital asset valuations; changes in the regulatory environment affecting digital assets, blockchain technology, and cryptocurrency mining; the cost, availability, and reliability of electrical power; the ability to successfully develop, finance, and scale data center, power generation, and high-performance compute (HPC) hosting operations; competition in the data center and digital infrastructure markets; permitting and regulatory approvals for infrastructure development; cybersecurity risks; hardware and equipment supply chain disruptions; changes in the market for HPC and artificial intelligence compute capacity; and general economic conditions. A further list and description of these and other risks, uncertainties and other matters can be found in our most recent Annual Report on Form 10-K and subsequent Reports on Forms 10-Q and 8-K, all of which are available at www.sec.gov as well as on our Website. We assume no obligation to update any forward-looking statements as a result of new information or future events or developments.
3. User Obligations
To use the Services, you must be at least 18 years of age. In using the Services, you agree that you will not:
- Impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with a person or entity, or provide inaccurate information
- Act in a deceptive or fraudulent manner
- Violate or attempt to violate the security of the Services
- Violate any applicable international, federal, state or local laws, regulations, rules, ordinances, statutes, requirements, codes or orders of any governmental or judicial authorities
- Include anything in content provided by you that is threatening, deceptive, misleading, unlawful, harassing, discriminatory, libelous, defamatory, obscene, or otherwise offensive; in violation of anyone’s right of privacy, publicity or other rights; in violation of any contractual or fiduciary obligations; or infringing on any intellectual property rights of any person
- Reverse engineer, decompile or disassemble any portion of the Services, or take any information of any other person from the Services
- Link to or mirror any portion of the Services
- Cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise mining any portion of the Services
- Unduly burden or interfere with the functionality of the Services
- Remove, circumvent, disable, damage or otherwise interfere with security features of the Services
4. User Content
The Services may allow you to submit text and other material (“User Content”). You are responsible for your User Content, including its accuracy, legality, reliability, and appropriateness.
By posting User Content on or through the Services, you represent and warrant that: you own the User Content and have the right to use it and to grant us the rights and license as provided in these Terms; the submission of User Content does not violate the privacy rights, publicity rights, contract rights, intellectual property rights or any other rights of any person; the User Content is not defamatory, does not constitute trade libel or product disparagement, and is not unlawfully threatening, harassing, or obscene; the User Content does not contain any false, inaccurate, or misleading statements or information; and the User Content does not contain any computer programming routines such as viruses, Trojan horses, time bombs, or other malicious code.
You understand and agree that we do not verify or vouch for any User Content and if we determine in our sole discretion that any User Content is inaccurate, was submitted without authorization, or otherwise does or may violate these Terms or applicable laws, we reserve the right, at any time, without prior notice and without limiting any and all other rights we may have, to (a) modify, refuse, or remove the User Content; (b) revoke the applicable user’s right to use the Services; and/or (c) use any technological, legal, operational, or other means available to us to enforce these Terms.
By submitting User Content using the Services, you grant us the irrevocable, perpetual, non-exclusive, transferable, fully-paid, worldwide right and license to use, copy, publicly perform, modify, reformat, translate, excerpt, display, reproduce, transmit and distribute User Content for any purpose on and in connection with the Services.
5. Intellectual Property Rights / Ownership
Subject to your compliance with these Terms, you may access and use the Services on a computer, tablet device or mobile phone that you own or lawfully control. All materials contained on, in, or available through the Services, including all text, designs, trademarks, logos, audio clips, photographs, images, videos, graphics, data, information, source code, software compilations, and other materials, including the selection and arrangement thereof (“Content”) are protected by copyright, trademark, trade dress, patent and other intellectual property laws and may not be copied or imitated in whole or in part by you, unless as explicitly stated under these Terms. All copyrights, trademarks, service marks, trade dress, patent and other intellectual property rights, and all derivative works thereof inherent in or appurtenant to the Content, whether registered or not, are our sole property or the property of our third-party contributors. Unless expressly granted herein, all rights in and to the Content are reserved to us and our third-party contributors. Claims of copyright infringement relating to Content on the Website are governed by our Digital Millennium Copyright Act Policy (“DMCA Policy”), which is incorporated herein by reference.
6. Disclaimer Regarding Content
WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF ANY CONTENT AVAILABLE THROUGH THE SERVICES AND WE MAKE NO COMMITMENT TO UPDATE SUCH CONTENT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON SUCH CONTENT. YOU ARE SOLELY RESPONSIBLE FOR ENSURING ANY INFORMATION YOU RECORD IN THE SERVICES IS ACCURATE AND COMPLETE.
7. Limitations
You may not create, develop, license, install, use, or deploy any third-party software or services to circumvent, enable, modify or provide access, permissions or rights to work around any technical limitations in the Services. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, or modify, or create derivative works of the Services, or any updates, or part thereof. Any attempt to do so is a violation of our rights. You may not use the Services in any manner not specifically authorized hereunder or in any way that is against any applicable laws or regulations.
8. Comments, Feedback and Suggestions
You acknowledge that any comments, feedback, suggestions, ideas, pictures, video etc. (collectively, “Feedback”) disclosed, submitted or offered to the Company, shall remain the exclusive property of the Company and may be used by the Company in any medium and for any purpose without obtaining your specific consent. The Company is not under any obligation to maintain your name or Feedback in confidence or to pay to you any compensation for any Feedback submitted, or to respond to any of your Feedback.
9. Changes; Service Updates and Limitations
The Services change frequently, and their form and functionality may change without prior written notice to you. We may provide updates (including automatic updates) for certain Services at our discretion. We have no obligation to provide updates or to continue to provide or enable any particular features or functionality of any portion of the Services. We reserve the right to impose limits on certain Services or restrict your access to all or part of the Services without notice or liability.
10. Suspension; Termination
We may terminate your access to the Services, without notice, for conduct we believe violates these Terms, our policies, or is harmful to our business interests. We also reserve the right to suspend or cease providing the Services, with or without notice, and we shall have no liability or responsibility to you if we do so.
11. Third-Party Content
These Services may contain links to other websites and/or other third-party content. These links are provided solely for your convenience; we do not undertake any obligation to review or monitor any third-party websites linked from or to the Services and do not make any representations or warranties with respect to such third-party websites. If you decide to access a linked third-party website, you do so at your own risk.
12. Disclaimers of Warranties
THE SERVICES ARE MADE AVAILABLE BY US “AS IS,” WITHOUT ANY REPRESENTATIONS OR WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED. ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, UNINTERRUPTED USE, ACCURACY OR RELIABILITY, ARE SPECIFICALLY EXCLUDED AND EXPRESSLY DISCLAIMED. WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. YOU ASSUME ALL RISK AS TO THE QUALITY, ACCURACY, SUITABILITY, AVAILABILITY AND PERFORMANCE OF THE SERVICES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS SET FORTH IN THESE TERMS MIGHT NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
13. Indemnification
By using the Services, you agree to defend, indemnify and hold us, our affiliates, partners, officers, members, directors and employees harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys’ fees, arising in any way from your use of the Services including without limitation any violation of these Terms by you. We shall control the defense of any indemnified matters through counsel of our choice.
14. Limitation of Liability
IN NO EVENT WILL WE OR OUR AFFILIATES BE LIABLE FOR ANY LOST PROFITS, LOST SAVINGS, LOST DATA, BUSINESS INTERRUPTION, OR OTHER INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR CLAIMS ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE THE WEBSITE OR CONTENT. OUR AGGREGATE LIABILITY TO YOU FOR ANY REASON IS LIMITED TO FIVE HUNDRED DOLLARS ($500). THE FOREGOING LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REGARDLESS OF WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
15. Arbitration
By agreeing to these Terms, you agree that you are required to resolve any claim that you may have against us on an individual basis in arbitration as set forth in this Section 15. This will preclude you from bringing any class, collective, or representative action against us, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against us by someone else.
You and the Company agree that any dispute, claim or controversy arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, will be settled by binding arbitration between you and the Company, and not in a court of law. Such arbitration shall take place in Broward County, State of Florida, unless otherwise agreed.
You acknowledge and agree that you and the Company are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the AAA’s Commercial Arbitration Rules then in effect. The Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern interpretation, enforcement and proceedings. If the FAA and AAA Rules are found not to apply, the laws of the State of Florida shall govern.
16. U.S. Jurisdiction
The Services are controlled and operated by us from the United States and are not intended to subject the Company or its affiliates to the laws or jurisdiction of any state, country or territory other than that of the United States. We do not represent or warrant that the Services or any part thereof are appropriate or available for use in any jurisdiction other than the United States.
17. Governing Law
These Terms shall be governed and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions. You consent to the exclusive jurisdiction and venue of the federal and state courts located in Broward County, Florida for any action arising out of or relating to these Terms.
18. Entire Agreement
These Terms and the Privacy Policy constitute the entire agreement between you and us with respect to the use of the Services, and supersede all discussions, communications, conversations and agreements concerning the subject matter hereof.
19. Assignment
You shall not transfer, assign, sublicense nor pledge in any manner whatsoever, any of your rights or obligations under these Terms. We may transfer, assign, sublicense or pledge in any manner whatsoever, any of our rights and obligations under these Terms to a subsidiary, affiliate, or successor thereof or to any third party whatsoever, without notifying you or receiving your consent.
20. Amendment to Terms
We may update or amend these Terms from time to time. Amendments shall be effective upon posting on the Website. You are responsible for regularly reviewing these Terms. Your continued access and use of the Services following such posting constitutes your consent to be bound by any amended Terms.
21. Actions Indicating Legally Binding Agreement
You acknowledge and agree that by clicking on any button labeled “PURCHASE,” “SUBMIT,” “PLACE MY ORDER,” “I ACCEPT,” “I AGREE,” or such similar links as may be designated by the Company to accept these Terms, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by these Terms.
22. General
Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found to be inoperative or unenforceable, such provision shall be enforced to the maximum extent permitted by law and the invalidity of such provision shall not affect the enforceability and validity of the remaining provisions. No action, regardless of form, arising from or related to these Terms may be commenced by you more than twelve (12) months after such cause of action accrues. All notices must be in writing. You may provide notices to us via email to info@zsquaredinc.com.
Contact Us
If you have any questions regarding these Terms or the Services, please contact us at info@zsquaredinc.com or write to us at Z Squared, Inc., Attn: Legal Department, 500 Andrews Ave, Suite 700, Ft. Lauderdale, FL 33301.
