Terms of Service

These Terms of Service ("Terms") form a binding agreement between you ("you", "Client", or "User") and BetterCallZaal Strategies LLC, a Delaware limited liability company ("BetterCallZaal Strategies", "we", "us", or "our"), governing your access to and use of bettercallzaal.com (the "Site") and any related services we provide.

"Services" means, collectively: the Site; consulting, strategic advisory, fractional, and connector or introduction services; community, ecosystem, partnership, and go-to-market work; events, calls, workshops, and meetings; written, audio, video, and other content we publish; sponsorships and brand collaborations; and any payments you make to BetterCallZaal Strategies in connection with the foregoing, including consulting fees, deposits, and retainers paid by card, ACH, or wallet, and any token, cryptocurrency, or other digital-asset purchases, whether we accept them directly (for example, wallet-to-wallet) or through third-party payment processors such as Stripe, Inc. and Coinflow Labs, Inc.

1. Acceptance of Terms

By accessing or using the Services, you agree to be bound by these Terms and by our Privacy Policy. If you do not agree, do not use the Services. If you use the Services on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

2. Eligibility

You must be at least 18 years old and capable of forming a binding contract under applicable law to use the Services. You represent and warrant that:

• You are not located in, ordinarily resident in, or organized under the laws of any country or region subject to comprehensive U.S. sanctions (including, without limitation, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine);
• You are not a person identified on any U.S. Treasury Department Office of Foreign Assets Control ("OFAC") sanctions list or any equivalent list maintained by another government;
• You are not otherwise prohibited from using the Services under applicable U.S. or local law; and
• You will comply with all applicable laws and regulations in your use of the Services.

3. Engagements and Statements of Work

Specific consulting, advisory, or other engagements may be governed by a separate engagement letter, statement of work, master services agreement, or written proposal between you and BetterCallZaal Strategies (each, an "Engagement Agreement"). These Terms apply to all use of the Services, but if there is a direct conflict between these Terms and an Engagement Agreement signed by both parties, the Engagement Agreement controls for that engagement.

3.1 Scope and Deliverables

The scope of any engagement, including objectives, deliverables, milestones, fees, and timing, is as described in the applicable Engagement Agreement, written proposal, or, in the absence of one, the email or message thread documenting what was agreed. Estimates of timing or outcomes are good-faith estimates and not guarantees.

3.2 Independent Contractor

BetterCallZaal Strategies provides the Services as an independent contractor. Nothing in these Terms creates an employment, partnership, joint-venture, or agency relationship between you and us. We are free to provide services to other clients, including clients in similar industries, subject to confidentiality obligations and any specific exclusivity terms in an Engagement Agreement.

3.3 Introductions and Connector Services

Where we make introductions or connect you with third parties (investors, partners, builders, founders, communities, or others), we make no representation or warranty about those third parties or any outcome of those introductions. You are solely responsible for your own due diligence and decisions in any resulting relationship or transaction.

3.4 Conflicts of Interest

We work across overlapping ecosystems and may have prior, current, or future relationships with parties that are or could become competitive with you. Where we believe a material conflict exists with respect to a specific engagement, we will disclose it. Otherwise, you acknowledge our broad ecosystem activity is part of why we are useful and is not a conflict.

4. Fees, Invoices, and Payment

Fees for engagements are set out in the applicable Engagement Agreement, written proposal, or other written agreement. Unless otherwise stated, invoices are due net 15 days from the invoice date. Late payments may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law. We may suspend the Services if invoices are materially overdue.

4.1 Expenses and Taxes

You are responsible for pre-approved out-of-pocket expenses and for any taxes, duties, or similar charges associated with your payments, other than taxes on our net income.

4.2 Payment Methods

Service fees can be paid through several rails. The rail used is set in the applicable Engagement Agreement, invoice, or written agreement:

• Card and ACH (Stripe). Card and ACH payments for consulting fees, deposits, and retainers are processed by Stripe, Inc. By paying through Stripe, you also agree to Stripe's terms and privacy policy, which are incorporated by reference. We are not responsible for actions or decisions made by Stripe.
• Wallet-to-wallet. Some payments are made directly on-chain from your wallet to a wallet address we designate in writing. On-chain transactions are final and irreversible. You are solely responsible for sending the correct amount, to the correct address, on the correct network, and we cannot recover funds sent in error.

Token, cryptocurrency, and other digital-asset purchases are addressed separately in Section 5.

5. Token, Cryptocurrency, and Digital-Asset Purchases

Where the Services include the sale or delivery of tokens, cryptocurrencies, or other digital assets, the following additional terms apply:

5.1 Payment Processing

Fiat-to-crypto and card-based transactions for digital-asset purchases are processed by Coinflow Labs, Inc. ("Coinflow") as our primary payment partner. By initiating such a purchase, you also agree to Coinflow's terms of service and privacy policy, which are incorporated by reference. Coinflow may require you to complete identity verification (KYC) and may decline, suspend, or reverse transactions in its sole discretion in accordance with its policies and applicable law. We may add or substitute other payment processors over time, and any such processor's terms will likewise apply to transactions it handles. Where a digital-asset purchase is settled wallet-to-wallet rather than through a processor, Sections 4.2 and 5.2 govern. We are not responsible for actions or decisions made by any third-party payment processor.

5.2 Wallet Address Accuracy

You are solely responsible for providing the correct destination wallet address and selecting the correct blockchain network. Tokens sent to an incorrect address or wrong network may be permanently lost. We cannot reverse blockchain transactions.

5.3 No Refunds for Digital Assets

Except where required by applicable law or expressly stated in writing by us, all sales of tokens, cryptocurrencies, and other digital assets are final and non-refundable once a transaction has been confirmed on the relevant blockchain. Chargeback or payment-reversal disputes initiated outside this Section may result in suspension of the Services and recovery of associated costs.

5.4 Refund Policy

Our full refund and cancellation rules, including the limited circumstances under which consulting deposits and retainers may be refunded, are set out in our Refund Policy, which is incorporated into these Terms by reference.

6. Cryptocurrency Risk Disclosures

If you purchase tokens, cryptocurrencies, or other digital assets through the Services, you acknowledge and accept the following risks:

• Volatility. Cryptocurrency and token prices can fluctuate significantly and may result in partial or total loss of value.
• Regulatory uncertainty. The legal and regulatory treatment of digital assets varies by jurisdiction and is rapidly evolving. Future laws or regulations may adversely affect the value, transferability, or utility of any token.
• Technology risk. Blockchain protocols, smart contracts, wallets, and bridges may contain bugs, exploits, or other defects that result in loss of funds. Network congestion, forks, and chain reorganizations may delay or prevent transactions.
• Irreversibility. Blockchain transactions are generally irreversible. Lost or stolen private keys cannot be recovered by us.
• No insurance. Digital assets are not deposits and are not protected by FDIC, SIPC, or any similar insurance scheme.
• Liquidity. A token you purchase may not have an active secondary market, and you may not be able to resell it.

7. No Investment, Legal, or Tax Advice

Information provided through the Site, content, calls, and consulting work is for general informational and strategic purposes only and is not investment, financial, legal, tax, or accounting advice. We are not your broker, dealer, investment adviser, attorney, or fiduciary, and no relationship of that kind is created by your use of the Services. You should consult your own qualified professionals before making any decision involving digital assets, securities, fundraising, employment, or other regulated matters.

8. Confidentiality

Each party may receive non-public information from the other in connection with an engagement ("Confidential Information"). Each party agrees to use the other's Confidential Information only to perform under these Terms and any Engagement Agreement, and to protect it with at least the same care it uses for its own confidential information of a similar nature, but no less than reasonable care. Confidential Information does not include information that is publicly available, independently developed, or rightfully received from a third party without confidentiality obligations. A signed non-disclosure agreement, if any, between the parties controls over this Section to the extent of any conflict.

9. Acceptable Use

You agree not to, and not to enable any third party to:

• Use the Services for any unlawful purpose or in violation of any applicable law, including securities, commodities, AML, sanctions, tax, or consumer-protection laws;
• Engage in market manipulation, wash trading, fraud, or money laundering;
• Use the Services on behalf of any person or jurisdiction prohibited under Section 2;
• Attempt to gain unauthorized access to the Services, related systems, or other Users' accounts;
• Interfere with, disrupt, or impose unreasonable load on the Services, including via bots, scrapers, or denial-of-service attacks;
• Reverse engineer, decompile, or attempt to derive the source code of any part of the Services, except as expressly permitted by law;
• Use the Services to violate the intellectual-property, privacy, or other rights of any third party;
• Use our name, marks, logos, or testimonials publicly without our prior written consent; or
• Misrepresent your identity, affiliation, or the source of any payment.

10. Intellectual Property

The Site and our pre-existing methodologies, frameworks, templates, content, code, designs, and know-how (collectively, "BCZ Materials") are owned by BetterCallZaal Strategies or its licensors and are protected by intellectual-property laws.

10.1 License to Use the Site

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Site for its intended purposes. Nothing in these Terms transfers ownership of any intellectual-property right to you.

10.2 Deliverables

Subject to full payment of all fees and except as otherwise stated in an Engagement Agreement, we grant you a non-exclusive, perpetual, worldwide license to use deliverables we provide to you in the course of an engagement for your internal business purposes. We retain ownership of all BCZ Materials and any improvements, modifications, or derivatives of them, including those developed during your engagement.

10.3 Feedback and Portfolio Use

You grant us the right to use non-confidential feedback you provide to improve the Services. Unless you tell us otherwise in writing, we may identify you as a client and use your name, logo, and a high-level description of the work in our portfolio, case studies, and marketing.

11. Third-Party Services

The Services may interoperate with or link to third-party platforms, including Stripe, Coinflow, Farcaster, blockchain networks, wallet providers, social platforms, scheduling tools, and analytics tools. We do not control and are not responsible for any third-party service. Your use of any third-party service is subject to that provider's terms and policies.

12. Disclaimers

The Services are provided "as is" and "as available" without warranties of any kind, whether express, implied, or statutory. To the maximum extent permitted by law, we disclaim all warranties, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranties arising from course of dealing or usage of trade.

We do not warrant that the Services will be uninterrupted, error-free, secure, or free of viruses or other harmful components, or that any engagement, introduction, or token will achieve any particular outcome, return, or result.

13. Limitation of Liability

To the maximum extent permitted by law, in no event will BetterCallZaal Strategies, its affiliates, or their respective officers, directors, employees, or agents be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, business opportunity, data, goodwill, or digital assets, arising out of or related to your use of the Services, whether based on warranty, contract, tort (including negligence), statute, or any other legal theory, and whether or not we have been advised of the possibility of such damages.

Our total cumulative liability arising out of or related to these Terms or the Services will not exceed the greater of (a) the fees you paid to us under the engagement giving rise to the claim in the twelve (12) months preceding the event giving rise to the claim, or (b) one thousand U.S. dollars (US$1,000).

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above may not apply to you.

14. Governing Law; Dispute Resolution

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

14.1 Informal Resolution

Before filing any formal claim, you agree to first contact us at zaal@thezao.com and attempt to resolve the dispute informally for at least sixty (60) days.

14.2 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services that is not resolved informally will be resolved by final and binding arbitration administered by JAMS under its Comprehensive Arbitration Rules and Procedures, before a single arbitrator. The seat of arbitration will be Wilmington, Delaware, and the arbitration will be conducted in English. Judgment on the award may be entered in any court of competent jurisdiction.

14.3 Class-Action Waiver

You and BetterCallZaal Strategies agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. Unless we both agree otherwise, the arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

14.4 Exceptions

Either party may seek injunctive or other equitable relief in a court of competent jurisdiction located in Delaware to protect its intellectual-property or confidentiality rights pending arbitration, and may bring an individual action in small-claims court for qualifying disputes.

15. Indemnification

You agree to defend, indemnify, and hold harmless BetterCallZaal Strategies, its affiliates, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services; (b) your breach of these Terms or any Engagement Agreement; (c) your violation of any law or third-party right; or (d) any content, data, or instructions you submit to us.

16. Suspension and Termination

We may suspend, restrict, or terminate your access to the Services at any time, with or without notice, if we reasonably believe you have violated these Terms or applicable law, if fees are materially overdue, or if necessary to protect the Services or other clients. Sections that by their nature should survive termination (including Sections 6, 7, 8, 10, 12, 13, 14, 15, and 17) will survive.

17. Miscellaneous

• Entire agreement. These Terms, the Privacy Policy, and any Engagement Agreement are the entire agreement between you and us regarding the Services.
• Severability. If any provision is found unenforceable, the remaining provisions will remain in full force and effect.
• No waiver. Our failure to enforce any provision is not a waiver of that provision.
• Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Force majeure. Neither party is liable for any failure or delay in performance to the extent caused by events beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, labor disputes, internet outages, blockchain network failures, or government action.
• Notices. Notices to us must be sent to zaal@thezao.com.

18. Contact

BetterCallZaal Strategies LLC
A Delaware limited liability company
c/o Registered Agent
131 Continental Drive, Suite 305
Newark, New Castle County, Delaware 19713
United States
Email: zaal@thezao.com
Website: bettercallzaal.com