HOZHO Cybersecurity, LLC

ID: HZC-0104

Effective Date: March 16, 2026

Last Updated: March 16, 2026

1. Purpose

This Acceptable Use Policy ("AUP") establishes the rules governing the use of the HOZHO Cyber Hub, including the Cyber Learning Hub, online training resources, educational materials, and community features made available through the HOZHO Cybersecurity website.

The purpose of this policy is to ensure that the Cyber Hub remains a safe, respectful, and constructive environment for cybersecurity learning and community engagement.

2. Scope

This policy applies to all individuals who access or interact with the HOZHO Cyber Hub, including:

·      Community contributors

·      Free learning hub participants

·      Paid membership subscribers

·      Registered members

·      Training participants

·      Webinar attendees

·      Website users accessing learning materials

This policy applies regardless of whether the user is accessing the platform through:

·      Community discussion areas

·      Shared learning environments

·      The HOZHO website

·      Training portals

·      Webinars or virtual classrooms

3. Relationship to Other Policies

Use of the Cyber Hub is also governed by the following HOZHO policies and agreements:

·      Any applicable Master Services Agreement or training contract

·      Any applicable Membership Terms

·      Cookie Policy (HZC-0103)

·      Cyber Risk Assessment Authorization (where applicable)

·      Privacy Policy

·      Terms and Conditions

If a conflict exists between this policy and a signed agreement governing paid services, the signed agreement will control.

4. Permitted Use

The HOZHO Cyber Hub is intended for legitimate educational and professional purposes related to cybersecurity awareness and learning.

Permitted activities include:

·      Accessing educational resources

·      Participating in community learning initiatives

·      Participating in cybersecurity training programs

·      Participating in cybersecurity webinars or workshops

·      Participating in discussions related to cybersecurity topics

·      Sharing cybersecurity awareness resources

Users are expected to engage respectfully and contribute to a constructive learning environment.

5. Prohibited Activities

Users may not use the Cyber Hub to engage in activities that are illegal, harmful, disruptive, or inconsistent with the educational purpose of the platform.

Prohibited activities include, but are not limited to:

·      Cybersecurity abuse

·      Distributing malicious software or exploit tools for unlawful use

Illegal activities

·      Promoting or assisting illegal activity

·      Violating any applicable laws or regulations

The Cyber Hub may not be used to:

·      Attempt unauthorized access to systems or networks

·      Coordinate unauthorized hacking activities

·      Distribute malware, ransomware, or exploit code

·      Plan or conduct cyberattacks

·      Share stolen data or credentials

Educational discussion of cybersecurity threats is permitted when conducted responsibly and in good faith.

Harassment or Abuse

Users may not engage in:

·      Discriminatory behavior

·      Harassment or intimidation

·      Hate speech

·      Personal attacks against other users

·      Threats or abusive language

Misrepresentation

Users may not:

·      Falsely claim professional credentials

·      Impersonate another individual or organization

·      Misrepresent affiliation with hozho cybersecurity

·      Provide misleading or deceptive information

Disruption of Platform Operations

Users may not:

·      Attempt to bypass platform security controls

·      Attempt to disrupt platform functionality

·      Introduce malicious code or scripts

·      Overload systems with automated traffic

Commercial Abuse

Unless explicitly authorized by HOZHO, users may not:

·      Collect user information for marketing purposes

·      Distribute spam or promotional messages

·      Promote unrelated commercial products

·      Use the Cyber Hub for unsolicited advertising

6. Responsible Cybersecurity Discussion

Because the Cyber Hub includes cybersecurity education and discussion, certain technical topics may involve security vulnerabilities, threats, or defensive techniques.

Users must ensure that discussions:

·      Do not expose sensitive or confidential information

·      Do not promote illegal hacking activities

·      Do not provide operational instructions for exploitation

·      Focus on defensive cybersecurity practices

HOZHO may remove content that creates unnecessary security risk.

7. Intellectual Property

All content made available through the Cyber Hub-including training materials, videos, documents, frameworks, templates, and learning resources-is the intellectual property of HOZHO Cybersecurity unless otherwise indicated.

Users may not:

·      Copy or redistribute materials without permission

·      Reproduce educational content outside permitted use

·      Sell or commercially exploit training materials

Limited use for personal learning or internal organizational training may be permitted where authorized.

8. User Accounts

Where user accounts are required to access Cyber Hub features, users are responsible for:

·      Ensuring account activity complies with this policy

·      Maintaining the confidentiality of login credentials

·      Promptly reporting suspected unauthorized account access

Users may not share accounts with unauthorized individuals unless expressly permitted.

9. Monitoring and Enforcement

HOZHO Cybersecurity reserves the right to monitor Cyber Hub activity to ensure compliance with this policy.

If a violation is detected, HOZHO may take appropriate action, including:

·      Referral to law enforcement where appropriate

·      Removal of content

·      Restriction of platform privileges

·      Suspension of user access

·      Termination of membership

HOZHO may take such action at its sole discretion to protect the community and platform integrity.

10. Reporting Violations

Users who become aware of violations of this policy should report them to HOZHO Cybersecurity.

Reports may include concerns related to:

·      Cybersecurity misuse

·      Harassment or abuse

·      Illegal activities

·      Platform security issues

Reports can be submitted through the contact information listed below.

11. Disclaimer of Liability

The Cyber Hub is provided for educational purposes.

HOZHO Cybersecurity does not guarantee that:

·      All educational materials are complete or error-free

·      Community discussions reflect official guidance

·      Cybersecurity guidance will prevent security incidents

Users are responsible for independently evaluating any cybersecurity information before implementing it.

12. Changes to This Policy

HOZHO may update this Acceptable Use Policy periodically.

Updates will be posted on the website and the Last Updated date will be revised.

Continued use of the Cyber Hub after updates constitutes acceptance of the revised policy.

13. Contact Information

For questions regarding this policy, please contact:

HOZHO Cybersecurity, LLC

1628 E. Southern Ave #9-167

Tempe, Arizona 85282

United States

Website:

https: //www.gohozho.com

Copyright and Trademark Notice

Copyright © 2026 HOZHO Cybersecurity, LLC. All Rights Reserved.

HOZHO Cybersecurity™ and HOZHO Cyber Hub™ are trademarks of HOZHO Cybersecurity, LLC.

HOZHO Cybersecurity, LLC
ID: HZC-0103

Effective: March 16, 2026

Updated: March 16, 2026

1. Purpose

This Cookie and Tracking Technology Policy explains how HOZHO Cybersecurity, LLC ("HOZHO, " "Company, " "we, " "us, " or "our") uses cookies and similar technologies when users visit our website or interact with our digital services.

This policy is intended to provide transparency regarding:

·      How cookies support analytics and marketing activities

·      How cookies support website functionality and cybersecurity

·      How users can manage cookie preferences

·      The types of cookies used on our website

This policy should be read together with the following HOZHO policies and agreements:

·      Privacy Policy

·      Terms and Conditions

·      External Domain Risk Assessment Authorization and Disclaimer

·      Master Services Agreement (where applicable)

2. Scope

This policy applies to:

·      Individuals interacting with HOZHO online forms

·      Participants registering for events, consultations, or webinars

·      Users of HOZHO web-based services

·      Visitors engaging with HOZHO marketing content

·      Visitors to the HOZHO Cybersecurity website

This policy applies only to HOZHO Cybersecurity websites and services and does not apply to third-party websites linked from our site.

3. What Are Cookies

Cookies are small data files stored on a user's device when visiting a website.

Cookies help websites:

·      Analyze website usage

·      Improve website performance

·      Maintain secure sessions

·      Measure marketing effectiveness

·      Remember user preferences

Cookies may be stored temporarily during a browsing session or remain stored on a device for a longer period.

4. Types of Cookies We Use

HOZHO may use the following categories of cookies.

4.1 Essential Cookies

Essential cookies are necessary for the basic operation of the website and cannot be disabled without affecting functionality.

These cookies support functions such as:

·      Authentication for protected areas

·      Form submission processing

·      Load balancing

·      Session management

·      Website security

These cookies do not collect personal information for marketing purposes.

4.2 Performance and Analytics Cookies

Performance cookies help us understand how visitors interact with our website.

These cookies may collect information such as:

·      Navigation paths

·      Pages visited

·      Referring websites

·      Site performance metrics

·      Time spent on pages

This information helps HOZHO:

·      Identify technical issues

·      Improve website usability

·      Optimize cybersecurity educational content

·      Understand user interests

Analytics tools may include third-party services such as website analytics platforms.

4.3 Functional Cookies

Functional cookies allow the website to remember user preferences or selections.

·      Examples may include:

·      Interface settings

·      Language preferences

·      Previously entered form information

·      User experience optimizations

These cookies improve the usability of the website.

4.4 Marketing and Advertising Cookies

Marketing cookies help us measure the effectiveness of our outreach and provide relevant information to users.

These cookies may be used to:

·      Measure interest in cybersecurity services

·      Support email campaign analytics

·      Track interactions with marketing campaigns

·      Understand engagement with cybersecurity resources

These cookies may be set by HOZHO or by marketing platforms used to manage communications.

Examples may include marketing and CRM platforms such as:

·      Advertising analytics services

·      Email marketing systems

·      Hubspot

4.5 Security Cookies

Because HOZHO operates as a cybersecurity provider, certain cookies may be used to support website security functions.

Security cookies may assist with:

·      Detecting malicious activity

·      Preventing automated abuse or bot traffic

·      Protecting login or account areas

·      Protecting web forms

These cookies help maintain the integrity and safety of the website.

5. Third-Party Cookies

Some cookies may be placed by trusted third-party service providers that support HOZHO's operations.

Examples of services that may place cookies include:

·      Analytics platforms

·      Event registration services

·      Marketing automation systems

·      Webinar and scheduling platforms

·      Website hosting platforms

Examples of technologies used by HOZHO may include:

·      Analytics providers

·      Eventbrite

·      HubSpot

·      Squarespace

·      Zoom

These providers may collect limited information necessary to provide services on our behalf.

Users should review the privacy policies of these providers for additional details.

6. Lead Generation and Tracking

HOZHO may use tracking technologies to understand how users interact with cybersecurity resources offered on our website.

This may include tracking related to:

·      Consultation scheduling

·      Cybersecurity assessments or risk checks

·      Cybersecurity guides

·      Marketing campaigns

·      Webinar registrations

Tracking may help HOZHO evaluate the effectiveness of educational materials and improve cybersecurity services offered to organizations.

Information collected through cookies may be associated with information voluntarily submitted through forms.

Such use is governed by the HOZHO Privacy Policy.

7. Managing Cookie Preferences

Most web browsers allow users to control or disable cookies through browser settings.

Users may choose to:

·      Block cookies entirely

·      Configure alerts when cookies are placed

·      Delete stored cookies

Instructions for managing cookies can usually be found in the browser's help section.

Please note that disabling cookies may affect the functionality of certain website features.

8. Do Not Track Signals

Some browsers include a "Do Not Track" feature that signals a user's preference not to be tracked.

Because there is no universally accepted standard for responding to such signals, HOZHO may not respond to all Do Not Track requests.

Users may manage tracking preferences through browser settings.

9. Data Security

HOZHO uses commercially reasonable cybersecurity safeguards to protect information collected through cookies and website interactions.

Security practices may include:

·      Cybersecurity best practices consistent with industry standards

·      Encrypted communications

·      Monitoring for malicious activity

·      Secure hosting environments

Despite these protections, no online system can guarantee absolute security.

10. Updates to This Policy

HOZHO may update this Cookie Policy periodically.

When updates occur, we will revise the Last Updated date and publish the revised policy on our website.

Continued use of the website following updates constitutes acceptance of the revised policy.

11. Contact Information

If you have questions regarding this Cookie Policy, please contact:

HOZHO Cybersecurity, LLC

1628 E. Southern Ave #9-167

Tempe, Arizona 85282

United States

Website:

https: //www.gohozho.com

Copyright and Trademark Notice

Copyright © 2026 HOZHO Cybersecurity, LLC. All Rights Reserved.

HOZHO Cybersecurity™ and HOZHO Cyber Hub™ are trademarks of HOZHO Cybersecurity, LLC.

HOZHO Cybersecurity, LLC

ID: HZC-0105

Effective Date: March 16, 2026

Last Updated: March 16, 2026

1. Purpose

This Digital Content License Agreement ("Agreement") establishes the terms governing the use of digital materials made available by HOZHO Cybersecurity, LLC ("HOZHO, " "Company, " "we, " "us, " or "our"), including but not limited to cybersecurity policy templates, educational resources, training materials, frameworks, guides, and downloadable content (collectively, the "Licensed Materials").

The purpose of this Agreement is to allow organizations and individuals to use HOZHO cybersecurity materials while preserving HOZHO's intellectual property rights and ensuring appropriate attribution.

2. Scope

This Agreement applies to all Licensed Materials made available through:

·      Cybersecurity policy templates

·      Digital products or resources distributed through online platforms

·      Downloadable resources

·      Educational and training materials

·      The HOZHO Cyber Hub

·      The HOZHO website

This Agreement applies whether the materials are:

·      Free resources

·      Included as part of membership services

·      Provided through training or educational programs

·      Purchased as digital products

3. Relationship to Other Policies

Use of Licensed Materials is also subject to the following HOZHO policies and agreements:

·      Acceptable Use Policy - Cyber Hub (HZC-0104)

·      any applicable service agreement (MSA or SOW)

·      any applicable training or consulting agreement

·      Cookie Policy (HZC-0103)

·      Privacy Policy

·      Terms and Conditions

If a conflict exists between this Agreement and a separately executed written agreement governing consulting services, the executed agreement will control for that engagement.

4. Ownership of Licensed Materials

All Licensed Materials remain the exclusive intellectual property of HOZHO Cybersecurity, LLC, unless otherwise stated.

Licensed Materials may include, but are not limited to:

·      Checklists and assessment tools

·      Cybersecurity policy templates

·      Diagrams, charts, and graphics

·      Digital course materials

·      Educational guides

·      Governance frameworks

·      Procedures and standards

·      Training materials

Nothing in this Agreement transfers ownership of any intellectual property rights to the user.

5. License Grant

Subject to the terms of this Agreement, HOZHO grants the user a non-exclusive, non-transferable, revocable license to use the Licensed Materials for permitted purposes.

The license allows the user to:

·      Customize templates for internal organizational use

·      Download and access the materials

·      Implement the materials within their own organization

·      Use materials as part of internal governance or compliance programs

The license does not grant ownership or redistribution rights except as expressly allowed.

6. Permitted Use

Users may use the Licensed Materials for:

·      Governance, risk, and compliance initiatives

·      Internal organizational cybersecurity programs

·      Internal policy development

·      Internal training or awareness programs

·      Operational cybersecurity documentation

Users may modify or customize templates to suit their organization's needs.

7. Attribution Requirement

When Licensed Materials are used, redistributed internally, or incorporated into organizational documentation, the following attribution must be retained where reasonably practicable:

"Framework developed by HOZHO Cybersecurity, LLC - https: //www.gohozho.com. "

Users may add additional language reflecting their own organizational policies or customizations, provided that original attribution is not removed where visible.

8. Commercial Use

Licensed Materials may be used for commercial purposes only within the user's own organization.

The following activities are not permitted without written permission from HOZHO:

·      Including HOZHO materials in commercial products or toolkits

·      Offering the materials as part of a competing service

·      Reselling or redistributing HOZHO materials

·      Selling HOZHO templates as standalone products

Organizations wishing to license materials for redistribution must obtain written authorization from HOZHO Cybersecurity.

9. Prohibited Use

Users may not:

·      Claim ownership of HOZHO materials

·      Redistribute materials as their own intellectual property

·      Remove copyright or attribution notices

·      Sell or sublicense the materials without permission

·      Use materials in connection with illegal cyber activities

·      Use materials in violation of applicable law

Unauthorized distribution or misuse may result in license termination.

10. Customization and Implementation

Users are responsible for ensuring that any customized materials are appropriate for their organization's legal, regulatory, and operational requirements.

HOZHO does not guarantee that templates will meet the specific needs of any organization without customization.

Organizations may request professional services from HOZHO to assist with customization, implementation, or advisory support under a separate consulting agreement.

11. Professional Services Disclaimer

Licensed Materials are provided for informational and educational purposes.

They do not constitute legal advice, regulatory compliance certification, or professional consulting services unless delivered under a signed consulting agreement.

Users are responsible for obtaining appropriate professional advice where necessary.

12. No Warranty

Licensed Materials are provided "as is" and "as available. "

HOZHO makes no warranties, express or implied, including warranties related to:

·      Accuracy

·      Completeness

·      Fitness for a particular purpose

·      Non-infringement

·      Regulatory compliance

Use of the materials is at the user's own risk.

13. Limitation of Liability

To the maximum extent permitted by law, HOZHO Cybersecurity shall not be liable for any damages arising from the use of Licensed Materials, including:

·      Business interruption

·      Compliance failures

·      Direct or indirect damages

·      Loss of revenue or profits

·      Operational impacts

If liability cannot be excluded under applicable law, HOZHO's total liability shall not exceed the amount paid for the Licensed Materials.

14. Termination of License

HOZHO may terminate this license if the user violates this Agreement.

Upon termination:

·      Copies may be required to be removed where feasible

·      Redistribution must stop immediately

·      The user must cease using the Licensed Materials

Termination does not affect rights or obligations that accrued prior to termination.

15. Export Control Compliance

Users agree to comply with all applicable U. S. export control laws and regulations when using or distributing Licensed Materials.

Users may not export or transfer materials in violation of applicable export restrictions.

16. Governing Law

This Agreement shall be governed by the laws of the State of Arizona, United States, without regard to conflict-of-law principles.

Disputes arising under this Agreement shall be resolved in accordance with the dispute resolution provisions set forth in the HOZHO Terms and Conditions unless otherwise agreed.

17. Modifications

HOZHO Cybersecurity may update this Agreement from time to time.

Updated versions will be posted on the website with a revised Last Updated date.

Continued use of Licensed Materials after an update constitutes acceptance of the revised Agreement.

18. Contact Information

Questions regarding this Agreement may be directed to:

HOZHO Cybersecurity, LLC

1628 E. Southern Ave #9-167

Tempe, Arizona 85282

United States

Website:

https: //www.gohozho.com

Copyright and Trademark Notice

Copyright © 2026 HOZHO Cybersecurity, LLC. All Rights Reserved.

HOZHO Cybersecurity™ and HOZHO Cyber Hub™ are trademarks of HOZHO Cybersecurity, LLC.

HOZHO Cybersecurity, LLC.

ID: HZC-0004

Effective: March 16, 2026

Updated: March 16, 2026

This External Domain Risk Assessment Authorization and Disclaimer ("Authorization") governs requests submitted through the HOZHO Cybersecurity website for a free external domain risk assessment, cyber exposure check, or similar publicly offered external cybersecurity review (the "Assessment").

This Authorization is entered into between HOZHO Cybersecurity, LLC., an Arizona limited liability company ("HOZHO, " "Consultant, " "Company, " "we, " "us, " or "our"), and the individual or entity submitting a request for the Assessment ("Requestor, " "You, " or "Client").

By submitting a domain, URL, email address, or related information through the website, You acknowledge and agree to the terms below.

1. Relationship to Website Terms, Privacy Policy, and Other Agreements

This Authorization applies solely to the free external Assessment requested through the HOZHO website and is incorporated into and subject to HOZHO's then-current:

·      Terms and Conditions

·      Privacy Policy

If You later engage HOZHO for paid services, those services shall be governed by a separate written agreement, which may include a Master Services Agreement ("MSA"), Statement of Work ("SOW"), Risk Assessment Addendum, Rules of Engagement ("ROE"), or other transaction documents.

In the event of a conflict between this Authorization and a fully executed MSA/SOW for paid services, the signed MSA/SOW and its incorporated documents shall control for those paid services.

2. Authorization to Perform Limited External Assessment

You represent and warrant that You are either:

1.    The owner of the submitted domain, website, or related public-facing digital asset; or

2.    Authorized by the owner or organization to request the Assessment.

You hereby authorize HOZHO and its employees, contractors, Affiliates, service providers, subprocessors, and business partners acting on HOZHO's behalf to perform a limited, non-intrusive, external cybersecurity review of publicly accessible information associated with the submitted domain, website, or related Internet-facing assets.

This Assessment may include, without limitation:

·      Breach exposure correlation using publicly available or commercially available intelligence sources

·      Dark web or credential exposure indicators, where lawfully obtained through authorized sources

·      Domain and DNS review

·      Email domain configuration review, including SPF, DKIM, and DMARC where publicly observable

·      External attack surface review

·      Internet-facing service enumeration

·      Passive or low-impact open port discovery

·      Public vulnerability intelligence correlation

·      Public website and header/security configuration review

·      SSL/TLS certificate review

·      Threat intelligence and reputation review

·      Website technology fingerprinting

3. Scope Limitations

The free Assessment is limited to publicly accessible, external-facing information and does not include, unless separately agreed in writing under a signed MSA/SOW and related engagement documents:

·      Access to cloud tenants, email systems, Microsoft 365, Entra ID, Azure, endpoints, mobile devices, or internal systems

·      Authenticated testing

·      Containment actions

·      Credentialed testing

·      Exploitation of vulnerabilities

·      Forensic preservation

·      Hardware disassembly

·      Incident response services

·      Injection, fuzzing, forgery, or other intrusive testing

·      Internal network testing

·      Penetration testing

·      Review of private accounts, inboxes, files, or communications

·      Social engineering

The Assessment is intended as a preliminary informational review only and is not a substitute for a full security assessment, penetration test, compliance review, or formal audit.

4. No Rules of Engagement Required for Free External Assessment

Because this Assessment is limited to public-facing, external review and non-intrusive scanning, a separate written Rules of Engagement is generally not required for this free website-based service.

If You request additional assessment services beyond this limited scope, HOZHO may require a signed MSA, SOW, Risk Assessment Addendum, and written ROE before conducting any expanded testing.

5. Informational Purpose Only

Any output, report, summary, score, recommendations, or findings provided in connection with the Assessment are furnished solely for informational, educational, marketing, and preliminary risk awareness purposes.

The Assessment:

·      Does not certify compliance with any law, framework, insurance requirement, or security standard

·      May contain false positives, incomplete data, or third-party data dependencies

·      May not identify all vulnerabilities, exposures, threats, or misconfigurations

·      Should not be construed as legal, regulatory, insurance, accounting, or other licensed professional advice

·      You are solely responsible for evaluating and acting on any findings, recommendations, or suggested remediation steps.

6. No Warranty

The Assessment and all related website services are provided on an "AS IS" and "AS AVAILABLE" basis, with all faults and defects and without warranty of any kind.

To the maximum extent permitted by applicable law, HOZHO disclaims all warranties, express, implied, statutory, or otherwise, including any implied warranties of:

·      Accuracy

·      Availability

·      Completeness

·      Error-free results

·      Fitness for a particular purpose

·      Merchantability

·      Non-infringement

·      Uninterrupted operation

HOZHO does not warrant that the Assessment will detect, identify, or prevent all cybersecurity vulnerabilities, exposures, threats, or misconfigurations, or that use of the Assessment will satisfy any underwriting, contractual, regulatory, or operational requirement.

7. Acknowledgement of Risk and Scanning Activity

You understand and acknowledge that even low-impact external security scanning may generate network traffic or connection attempts to public-facing systems associated with the submitted domain.

HOZHO will use commercially reasonable efforts to conduct the Assessment in a low-impact and good-faith manner. However, You acknowledge that:

·      External scanning may be logged by Your systems or providers

·      Results may vary depending on third-party infrastructure, caching, protections, and availability

·      Third-party hosting, CDN, WAF, DNS, email, or SaaS providers may detect or rate-limit such activity

To the fullest extent permitted by law, HOZHO shall not be liable for unintended effects arising from standard, good-faith, non-intrusive external assessment activities performed pursuant to this Authorization.

8. Privacy, Contact Information, and Communications

Your submission of contact information and any other Personal Data in connection with the Assessment is subject to HOZHO's Privacy Policy.

You acknowledge and agree that HOZHO may collect, store, use, process, and share Your information with service providers, contractors, Affiliates, and business partners acting on HOZHO's behalf as reasonably necessary to:

·      Communicate results

·      Improve services

·      Monitor usage and effectiveness of the offer

·      Provide the Assessment

·      Respond to Your request

·      Schedule meetings, consultations, and reminders

·      Send related cybersecurity insights, announcements, service information, promotions, and follow-up communications, unless You opt out where applicable

You represent that any information You provide is accurate and that You have authority to provide it.

9. Confidentiality of Assessment Results

HOZHO will use commercially reasonable efforts to treat non-public information submitted by You in connection with the Assessment as confidential and to limit disclosure to personnel, contractors, service providers, and business partners who have a need to know for purposes of delivering or supporting the Assessment, consistent with HOZHO's Privacy Policy and internal business operations.

Notwithstanding the foregoing, HOZHO may disclose information:

·      As required by law, court order, or governmental request

·      To legal counsel, insurers, auditors, or professional advisors

·      To investigate abuse, fraud, or misuse of the website or Assessment

·      Where necessary to protect HOZHO's rights, systems, personnel, or operations

Because the Assessment is based primarily on public-facing information, You acknowledge that some findings may already be publicly observable or derived from third-party sources.

10. Intellectual Property

Nothing in this Authorization transfers to You any ownership of HOZHO's intellectual property, methodologies, tools, templates, scoring models, deliverable formats, trade names, trademarks, service marks, reports, branding, or related materials.

Any report, summary, or output provided to You in connection with the Assessment is owned by HOZHO unless otherwise expressly stated in writing. HOZHO grants You a limited, non-exclusive, non-transferable right to use the results internally for Your own evaluation and internal business purposes only.

You may not reproduce, sell, publish, distribute, repurpose, sublicense, or commercially exploit HOZHO's Assessment materials without prior written permission.

11. Third-Party Services and External Sources

The Assessment may rely in part on data, tools, feeds, platforms, hosting providers, commercial intelligence providers, or other third-party services. HOZHO does not control and is not responsible for the availability, accuracy, privacy practices, content, or performance of such third-party services.

Any links to third-party websites or services are governed by those third parties' own terms and privacy practices.

12. Limitation of Liability

To the fullest extent permitted by applicable law, HOZHO, its Affiliates, subcontractors, business partners, service providers, managers, members, officers, employees, and agents shall not be liable for any direct, indirect, incidental, special, exemplary, punitive, consequential, or economic damages arising out of or related to:

·      The Assessment

·      Reliance on Assessment results

·      Delays, interruptions, inaccuracies, or omissions

·      Third-party service issues

·      Loss of profits, revenue, goodwill, business opportunity, anticipated savings, or data

·      Alleged failure to detect vulnerabilities, exposures, or threats

·      System, website, network, or service interruption

·      Underwriting, insurance, compliance, or contractual decisions made by You or any third party

Because this Assessment is offered without charge, HOZHO's aggregate liability arising out of or related to this Authorization or the Assessment shall, to the fullest extent permitted by law, be zero dollars ($0. 00). If a court declines to enforce that limitation, HOZHO's aggregate liability shall not exceed one hundred U. S. dollars ($100. 00).

This limitation applies regardless of the theory of liability and even if an exclusive remedy fails of its essential purpose.

13. Your Responsibilities and Indemnity

You are responsible for:

·      Complying with all laws, regulations, and contractual obligations applicable to Your organization and assets

·      Determining whether and how to act on any findings

·      Ensuring You have authority to submit the domain or request the Assessment

·      Maintaining backups and appropriate safeguards for Your own systems

·      Obtaining Your own legal, technical, compliance, and insurance advice as needed

You agree to defend, indemnify, and hold harmless HOZHO and its Affiliates, subcontractors, business partners, members, officers, employees, and agents from and against claims, liabilities, damages, losses, and expenses arising from:

·      Any claim that HOZHO's good-faith performance of the Assessment was unauthorized due to Your misrepresentation of authority

·      Inaccurate or misleading information provided by You

·      Your lack of authority to request the Assessment

·      Your misuse of the Assessment or related materials

·      Your violation of law, contract, or third-party rights

14. No Professional Services Engagement Created

Requesting or receiving the free Assessment does not, by itself:

·      Create a fiduciary relationship

·      Create a managed services relationship

·      Create an MSA, SOW, or consulting engagement

·      Obligate either party to enter into any future agreement

·      Require HOZHO to provide remediation, incident response, monitoring, or follow-on services

Any expanded services must be separately agreed in writing.

15. Governing Law and Dispute Resolution

This Authorization shall be governed by the laws of the State of Arizona and applicable United States federal law, without regard to conflicts of law principles.

Any dispute arising out of or relating to this Authorization or the Assessment shall first be subject to good-faith efforts to resolve the matter informally.

If the matter is not resolved, the dispute shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association under its Commercial Mediation Procedures or such other rules as may be agreed by the parties. The arbitration shall take place in Phoenix, Arizona unless otherwise mutually agreed, and either party may participate by video conference or teleconference where permitted.

Any arbitration award may be enforced by a court of competent jurisdiction. The substantially prevailing party shall be entitled to recover reasonable costs and attorneys' fees to the extent permitted by applicable law and the arbitration rules.

16. Export Compliance

You represent and warrant that You are not:

·      A restricted, debarred, or sanctioned person or entity

·      Located in a country subject to U. S. embargo

·      Requesting the Assessment in violation of applicable U. S. export control, sanctions, or trade laws

You agree to comply with all applicable U. S. export control and sanctions laws in connection with Your use of the website and Assessment.

17. Eligibility; No Use by Minors

You represent that You are at least 18 years of age and legally capable of entering into this Authorization on behalf of Yourself or the entity You represent.

18. Modifications

HOZHO reserves the right to modify this Authorization at any time by posting an updated version on the website. The version in effect at the time of Your submission will govern that request unless otherwise stated.

19. Severability, Waiver, and Entire Agreement

If any provision of this Authorization is determined to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

No waiver of any provision shall be effective unless in writing.

This Authorization, together with the applicable website Terms and Conditions and Privacy Policy, constitutes the entire agreement between You and HOZHO regarding the free website-based Assessment and supersedes prior discussions relating to that specific subject matter.

20. Acceptance

By selecting the checkbox or otherwise submitting a request for the Assessment through the website, You:

·      Acknowledge that You have read this Authorization

·      Agree to be bound by it

·      Confirm that You have authority to authorize the limited external review described above

·      Consent to HOZHO's processing of submitted information in accordance with the Privacy Policy

Copyright © 2026 HOZHO Cybersecurity, LLC. All Rights Reserved.

HOZHO Cybersecurity™ and HOZHO Cyber Hub™ are trademarks of HOZHO Cybersecurity, LLC.

HOZHO Cybersecurity, LLC.

Last Updated:  March 16, 2026

ID: HZC-0102

HOZHO Cybersecurity, LLC. ("HOZHO, " "Company, " "we, " "us, " or "our") respects your privacy and is committed to protecting the personal information entrusted to us.

This Privacy Policy explains how we collect, use, disclose, and safeguard information when you:

Visit our website

• Interact with us through marketing communications

• Otherwise communicate with our organization

• Request a cyber risk check or domain assessment

• Request cybersecurity information or services

• Schedule consultations or attend events

By using our website or services, you consent to the practices described in this Privacy Policy.

1. Company Information

HOZHO Cybersecurity, LLC

1628 E. Southern Ave #9-167

Tempe, Arizona 85282

United States

Website:

https: //www.gohozho.com

2. Scope of this Privacy Policy

This Privacy Policy applies to information collected through:

·      Consultations or discovery meetings

·      Cybersecurity risk assessment tools and domain scans

·      Email communications

·      Lead generation pages

·      Marketing and educational outreach

·      Our website and online forms

·      Social media interactions

·      Text messaging communications

·      Webinar or event registration systems

This policy applies only to HOZHO Cybersecurity and does not apply to third-party websites linked from our website.

3. Information We Collect

Personal Information

We may collect personal information that identifies or relates to an individual, including:

·      Name

·      Email address

·      Phone number

·      Company or organization name

·      Job title

·      Mailing address

·      State, province, or country

·      Information submitted through contact forms

·      Consultation scheduling information

·      Information provided during event registrations or webinars

Cybersecurity Assessment Information

If you request a Cyber Risk Check, domain scan, consultation, or similar cybersecurity assessment, we may collect or analyze information related to the organization or domain you submit.

This may include:

·      Domain names or URLs

·      Internet-facing service indicators

·      Public email domain configuration (SPF, DKIM, DMARC)

·      Publicly available breach exposure indicators

·      Publicly available DNS configuration

·      Publicly available IP addresses

·      Publicly available threat intelligence correlations

·      Publicly observable security headers or web configuration

Unless otherwise authorized through a separate written client agreement, these assessments are limited to externally visible or publicly accessible information.

Usage Data

We may automatically collect certain technical information when you visit our website.

This may include:

·      Browser type and version

·      Device type

·      IP address

·      Navigation patterns

·      Operating system

·      Pages visited

·      Referring pages

·      Session duration

·      Time and date of visits

This information helps us improve website functionality, security, and performance.

Cookies and Tracking Technologies

Our website may use cookies or similar technologies to:

·      Analyze website traffic

·      Improve website functionality

·      Measure marketing effectiveness

·      Protect website security

·      Remember user preferences

Types of cookies may include:

·      Analytics cookies

·      Persistent cookies

·      Security cookies

·      Session cookies

You may configure your browser to disable cookies; however, some website features may not function properly.

4. How We Use Information

We may use collected information to:

Provide Services

·      Perform cybersecurity risk checks or assessments

·      Provide requested resources or information

·      Respond to inquiries

·      Schedule consultations

·      Support client relationships

Operate and Improve Our Website

·      Analyze website usage

·      Detect and prevent malicious activity

·      Improve cybersecurity content and educational resources

·      Improve site performance

Communications

We may use your contact information to send:

·      Consultation follow-ups

·      Cybersecurity insights and resources

·      Educational cybersecurity content

·      Product or service announcements

·      Responses to inquiries

·      Webinar or event information

Where applicable, you may opt out of marketing communications.

Marketing and Business Development

·      Evaluate marketing campaigns

·      Identify cybersecurity topics of interest

·      Improve cybersecurity training and resources

·      Information may be used to:

·      Provide relevant service offerings

Compliance and Legal Obligations

We may process information when necessary to:

·      Comply with applicable laws

·      Enforce contractual agreements

·      Investigate misuse of our services

·      Protect the security of our systems

·      Respond to legal requests

5. Legal Basis for Processing

We process information based on one or more of the following legal bases:

·      Compliance with legal obligations

·      Legitimate business interests

·      Performance of a contract

·      User consent

Submitting information through our website or forms may constitute consent for us to contact you regarding the requested service.

6. Sharing Information

HOZHO does not sell personal information.

We may share information in the following situations.

Service Providers

We may share information with trusted third-party service providers that support our business operations.

These providers may include services related to:

·      Analytics services

·      Customer Relationship Management systems (CRM)

·      Event management systems

·      Marketing automation platforms

·      Video conferencing platforms

·      Website hosting and infrastructure

Examples of tools that may be used include:

·      Analytics providers

·      Email service providers

·      Eventbrite

·      HubSpot

·      Squarespace

·      Zoom

These providers are permitted to process information only as necessary to perform services on our behalf.

Business Partners

We may share information with trusted business partners or subcontractors when necessary to deliver cybersecurity services or related consulting activities.

Affiliates

Information may be shared with affiliated entities under common ownership or operational control where appropriate.

Legal Requirements

We may disclose information when necessary to:

·      Comply with legal obligations

·      Investigate fraud or abuse

·      Protect rights or property

·      Protect the safety of individuals or organizations

·      Respond to subpoenas or court orders

Business Transfers

If HOZHO undergoes a merger, acquisition, restructuring, or sale of assets, information may be transferred as part of that transaction.

7. Data Retention

We retain personal information only as long as reasonably necessary to:

·      Comply with legal obligations

·      Fulfill the purposes described in this Privacy Policy

·      Maintain legitimate business records

·      Provide requested services

·      Resolve disputes and enforce agreements

Information collected through lead generation forms or risk assessment tools may be retained in our CRM systems for business communications and service follow-up unless a user requests removal where permitted by law.

8. Data Security

HOZHO implements commercially reasonable administrative, technical, and physical safeguards designed to protect information.

Security practices may include:

·      Access control systems

·      Cybersecurity monitoring

·      Encryption of sensitive data in transit

·      Internal cybersecurity policies and procedures

·      Secure data storage practices

Despite these measures, no method of Internet transmission or electronic storage is completely secure. We cannot guarantee absolute security.

9. Data Breach Notification

If HOZHO becomes aware of a data breach involving personal information, we will take reasonable steps to:

·      Investigate the incident

·      Mitigate potential harm

·      Notify affected individuals when required by applicable law

Notification will occur in accordance with applicable federal, state, or regulatory requirements.

10. Your Privacy Rights

Depending on your jurisdiction, you may have certain rights regarding personal information, including:

·      Access to personal data

·      Correction of inaccurate information

·      Deletion of certain personal information

·      Opting out of marketing communications

·      Restriction of processing

Requests may be submitted using the contact information provided below.

11. Children's Privacy

Our website and services are not directed toward individuals under the age of 13.

We do not knowingly collect personal information from children under 13. If such information is discovered, we will take reasonable steps to delete it.

12. International Data Transfers

HOZHO operates primarily in the United States.

Information submitted through our website may be processed or stored in the United States or other jurisdictions where our service providers operate.

By using our website, you consent to such transfers.

13. Third-Party Websites

Our website may contain links to third-party websites or services.

We are not responsible for the privacy practices of those third parties. Users should review the privacy policies of any external sites they visit.

14. Changes to this Privacy Policy

We may update this Privacy Policy periodically.

When updates occur, we will revise the "Last Updated" date and publish the revised policy on our website.

Continued use of the website after changes indicates acceptance of the updated policy.

15. Contact Information

If you have questions regarding this Privacy Policy or our data practices, please contact:

 HOZHO Cybersecurity, LLC

1628 E. Southern Ave #9-167

Tempe, Arizona 85282

United States

 Website:

https: //www.gohozho.com

Copyright and Trademark Notice

Copyright © 2026 HOZHO Cybersecurity, LLC. All Rights Reserved.

HOZHO Cybersecurity™ and HOZHO Cyber Hub™ are trademarks of HOZHO Cybersecurity, LLC.

HOZHO Cybersecurity, LLC.

Updated: February 24, 2023

ID: HZC-0101

Please read these terms and conditions carefully before using Our Service.

INTERPRETATION AND DEFINITIONS

INTERPRETATION
The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

DEFINITIONS
For the purposes of these Terms and Conditions:

• Affiliate means an entity that controls, is controlled by or is under common control with a party, where “control” means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.

• Country refers to: Arizona, United States

• Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to Hozho Cybersecurity, LLC., 1628 E. Southern Ave #9-167, Tempe, Arizona 85282.

• Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.

• Service refers to the Website.

• Terms and Conditions (also referred as “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service. This Terms and Conditions agreement has been created with the help of the Terms and Conditions Template.

• Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.

• Website refers to Hozho Cybersecurity Services, accessible from www.gohozho.com

• You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

ACKNOWLEDGMENT
These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.
Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.
By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.
You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.
Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

LINKS TO OTHER WEBSITES
Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company.
The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.
We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.

TERMINATION
We may terminate or suspend Your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.
Upon termination, Your right to use the Service will cease immediately.

OWNERSHIP OF INTELLECTUAL PROPERTY AND COPYRIGHT

OWNERSHIP OF INTELLECTUAL PROPERTY
Nothing in this agreement shall be interpreted to transfer ownership of any copyright, trade name, trademark or service marks from the Company to You.

COPYRIGHT
The Company is the owner of all right, title, and interest in and to each of the copyrights, free and clear of all liens and other adverse claims. All the copyrights have been registered and are currently in compliance with formal requirements, are valid and enforceable, and are not subject to any maintenance fees or taxes or actions. No copyright is infringed or, to the company’s knowledge, has been challenged or threatened in any way. To the Company’s knowledge, none of the subject matter of any of the copyrights infringes or is alleged to infringe any copyright of any third party or is a derivative work based on the work of a third party. All works encompassed by the copyrights have been marked with the proper copyright notice.

LIMITATION OF LIABILITY
Notwithstanding anything else in this Agreement, neither party shall be liable for any indirect, special, incidental, punitive or consequential damages, including but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms, even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
“AS IS” AND “AS AVAILABLE” DISCLAIMER
The Service is provided to You “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Except as expressly required by law without the possibility of contractual waiver, under no circumstances is HOZHO liable for any of the following even if informed of their possibility:
A)   loss of, or damage to, information systems, network infrastructure, and data;
B)   special, incidental, exemplary, or indirect damages or for any economic consequential damages; or 
C)   lost profits, business, revenue, goodwill, or anticipated savings. 

Without limiting the foregoing, neither the Company nor any of the company’s provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

GOVERNING LAW
This agreement will be governed solely by the laws of the State of Arizona, including applicable U.S. federal law, without reference to any conflicts of law principle that would apply the substantive laws of another jurisdiction to the parties’ rights or duties. The parties consent to the personal and exclusive jurisdiction of the federal and state courts of Maricopa County, Arizona. This Section governs all claims arising out of or related to this agreement, including without limitation tort claims.

DISPUTE RESOLUTION
In the event of any dispute or controversy arising out of or relating to this Agreement, the parties agree to exercise good faith efforts to resolve the dispute as soon as possible. In the event that the parties cannot, by exercise of their good faith efforts, resolve the dispute, they shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association under its Commercial Mediation Procedures or such other rules as may be agreed to by the parties. The arbitration shall be conducted in a location mutually agreed to by the parties. If the parties, following good-faith diligent efforts, fail to agree on the location of the arbitration within thirty (30) days after either party requests arbitration, the arbitration shall be conducted in Phoenix, Arizona; provided that either party shall be entitled to participate in such arbitration by video conference or teleconference. The substantially prevailing party in any arbitration under this Agreement shall be entitled to recover from the other as part of the arbitration award reasonable costs and attorney’s attorneys’ fees. Any arbitration award may be enforced by a court of competent jurisdiction in accordance with applicable law. In the event that legal action to enforce the arbitration award is necessary, the substantially prevailing party shall be entitled to recover its reasonable costs and attorney’s attorneys’ fees in such action or and in any appeals.

U.S. EXPORT COMPLIANCE
You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and (ii) You are not a U.S. Government debarred, restricted, or sanctioned entity on any lists administered by the U.S. Department of Commerce, U.S. Department of Treasury, U.S. Department of State, or U.S. Department of Homeland Security.

SEVERABILITY AND WAIVER
SEVERABILITY
If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

WAIVER
Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not effect a party’s ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.

CHANGES TO THESE TERMS AND CONDITIONS
We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.
By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.

ENTIRE AGREEMENT
This agreement sets forth the entire agreement of the parties and supersedes all prior or contemporaneous writings, negotiations, and discussions with respect to its subject matter. Neither party has relied upon any such prior or contemporaneous communications. This agreement does not commit either party to enter into any business relationship or execute any additional contract, including without limitation related to the purpose.

CONTACT US
If you have any questions about these Terms and Conditions, You can contact us:

• By mail: 1628 E. Southern Ave #9-167, Tempe, Arizona 85282

Copyright and Trademark Notice

Copyright © 2026 HOZHO Cybersecurity, LLC. All Rights Reserved.

HOZHO Cybersecurity™ and HOZHO Cyber Hub™ are trademarks of HOZHO Cybersecurity, LLC.

CLIENT SERVICES AGREEMENT                                  Modified: April 15, 2026

HOZHO Cybersecurity is a managed cybersecurity services provider offering offers a membership-based cybersecurity ecosystem designed to help organizations scale and strengthen security over time.  This document, the Client Services Agreement ("Agreement"), outlines the terms regarding your use of our products.  These Terms are a legally binding contract between you and HOZHO so please read carefully. If you do not agree with these Terms, do not register or use any of the Services.

By using, accessing or browsing HOZHO Services, platform and products including applications, mobile, software, websites or other properties owned or operated by HOZHO or by registering for a HOZHO account ( "Services") you are agreeing to be bound by this Agreement provided by HOZHO Cybersecurity (“HOZHO” or “us”). If you are using the Services on behalf of an organization, you are agreeing to the terms of this Agreement for that organization and promising to HOZHO that you have the authority to bind that organization to this Agreement (in which event, “customer” and "you" and "your" will refer to that organization) unless that organization has a separate paid contract in effect with us, in which event the terms of that contract will govern your use of the Services. 

In the event of any conflict between the Client Services Agreement (“CSA”) and the SOW or any other document that forms part of this Agreement, the CSA terms shall prevail. If at any time you have any query in connection with the Agreement or HOZHO’s work, please contact HOZHO Cybersecurity.

In order to use our Services, you must be legally permitted to accept this Agreement.

1. DEFINITIONS

1.1 “Authorized Users” means individuals authorized by Client to access or receive Subscription Services.

1.2 “Confidential Information” means all information concerning or related to the business, operations, results of operations, assets and affairs of Parties, including, but not limited to,  budgets, business plans, business strategies, concepts, customer and prospect lists, drawings, employee lists, financial and accounting information, forecasts, HOZHO Intellectual Property, intellectual property, know-how, market studies, marketing and distribution plans, marketing strategies, operating methods, planning data, plans, price lists, processes, product and service information, product designs, product plans, product specifications, projections, research and development data and materials, software programs, supplier lists, systems, techniques, trade secrets, works of authorship, and supplier and other customer information, data, and any other Personally Identifiable Information that either Party discloses or has, disclosed prior to the date of this Agreement.

1.3 “Data Breach” means any access, destruction, exfiltration, loss, theft, use, modification or disclosure of HOZHO or Client Data by an unauthorized party.

1.4 “HOZHO Intellectual Property” means Intellectual Property of HOZHO Cybersecurity existing as of the commencement of this Agreement or subsequently developed by HOZHO Cybersecurity or its subcontractors.

1.5 “Intellectual Property” means all present and future right title and interest whatsoever whether legal or beneficial anywhere in the world in any copyright and in any registered designs, unregistered design rights, trademarks (whether or not registered), goodwill, rights or protections equivalent or similar to copyright (including all moral rights), topography rights, patents, utility models, database rights, data, know-how, trade secrets, research and development information, preparatory designs, design standards specifications, computer software (including all source code object code in relation thereto) calculations, formulae, Confidential Information, designations and rights under any international convention for protection of any of the foregoing and any licenses applications or consents (respectively) granted applied for or given in respect of any of the foregoing.

1.6 “Order Form” means a document, quote, proposal, or online order specifying Subscription Services, pricing, term, and usage limits, which is incorporated into this Agreement.

1.7 “Personally Identifiable Information”, or “PII”, means information in any format about an identifiable individual, including, driver’s license number, name, address, phone number, e-mail address, account number(s), financial account number including debit or debit card number, identification number(s), including Social Security number, any other actual or assigned attribute associated with or identifiable to an individual and any information that when used separately or in combination with other information could identify an individual, as further described in § 501(b) of the Gramm-Leach Bliley Act (collectively, the “Privacy Laws”).

1.8 “Service Term” means the duration of Subscription Services as specified in the applicable Order Form.

1.9 “Subscription Services” means recurring cybersecurity services provided by HOZHO on a subscription basis, including but not limited to vCISO services, security awareness training, monitoring, and advisory services.

1.10 “Usage Limits” means the quantitative or qualitative limits on Subscription Services (e.g., number of users, domains, mailboxes, or systems) as specified in the Order Form.

2. SERVICES

2.1 Type and Scope – HOZHO will provide Subscription Services on a recurring basis as described in an Order Form; and/or the services specified in the Statement of Work (“SOW”) as being HOZHO’s responsibilities (the “Services”). Such Services will be performed at the location(s) set out in the SOW.

·       Where the SOW or Order Form refers to Services to ‘perform’, this means that HOZHO will provide you with these Services and will be responsible for the management and control of these Services and Deliverable Materials listed or referred to in the SOW.

·       Where the SOW or Order Form refers to Services to ‘assist’, this means that HOZHO will assist you with your project, but that you will be responsible for the overall management and control of the Services.

2.2 HOZHO Consultant’s – Where individual HOZHO consultants are named in an Order Form or SOW, HOZHO will use commercially reasonable efforts to ensure that such named individuals are available to support HOZHO’s work for you during the estimated period stated in the Order Form or SOW. You agree that HOZHO may call upon the assistance of other business partners in the performance of such Services. If HOZHO’s consultants are required to work away from the location where they are permanently assigned, you agree to accept flexibility in the way such HOZHO consultants divide their time between such location and your sites, to the extent consistent with HOZHO’s performance obligations under this Agreement. 

2.3 Timetable – HOZHO will use commercially reasonable efforts to carry out its obligations in accordance with any dates or time periods referred to or specified in the Order Form or SOW. 

2.4 Subscription Services – Subscription Services are provided on a continuous basis during the applicable Service Term. Subscription Services do not include deliverables subject to acceptance unless explicitly stated in an Order Form or SOW. HOZHO will use commercially reasonable efforts to provide Subscription Services in accordance with the applicable Order Form.

3. DELIVERABLE MATERIALS

Deliverable Materials are literary works or other works of authorship (such as programs, program listings, programming tools, documentation, reports, drawings and similar works) that HOZHO may deliver to you under the SOW. HOZHO will deliver to you the Deliverable Materials, if any, specified in the SOW as being HOZHO’s responsibility. Deliverable Materials do not include commercially available software or hardware; these are provided under separate Agreements where applicable.

3.1 Acceptance - Deliverable Materials will be accepted by you when the acceptance criteria or Deliverable Materials acceptance procedure, if any, specified in the SOW, have been met, or when you make productive use of the Deliverable Materials, whichever occurs first. Where no such criteria or procedure are specified in the SOW, Deliverable Materials will be deemed accepted on delivery to you. 

3.2 Ownership of Deliverable Materials

HOZHO will transfer to you HOZHO’s title in the Deliverable Materials subject to the following: 

3.2.1 Client Materials – You will own the copyright in all those Deliverable Materials identified in the SOW as “Client Materials”, subject to the remainder of this Clause 2.2. You grant to HOZHO a non-exclusive, royalty-free, world- wide, perpetual right to use, copy, adapt, modify, sub-license and market such Client Materials.

3.2.2 Pre-Existing Works – The copyright and other intellectual property rights in any materials created by or licensed to HOZHO Cybersecurity prior to this Agreement or outside this engagement and any subsequent modifications to same (“Pre-Existing Works”) will remain vested in HOZHO or a third party. To the extent that Pre-Existing Works form part of any Deliverable Materials, you will have a license to use them in accordance with Clause 2.2.3 below. 

3.2.3 Other Deliverable Materials – HOZHO or third parties will own the copyright in all Deliverable Materials which are not identified in the SOW as Client Materials and in all other materials or software created under this Agreement whether by or on behalf of HOZHO solely or both parties jointly (“Other Deliverable Materials”). Subject to Clause 2.2.6 below, you will have a perpetual non-exclusive, non-transferable license to use these Other Deliverable Materials (and any Pre-Existing Works to the extent that these form part of the Client Materials) for your own internal use and only for the purposes for which they were delivered, but you must not provide any Other Deliverable Materials (or any Pre-Existing Works, to the extent that these form part of the Client Materials), or copies of them, to any third party. Any Deliverable Materials that are not expressly specified in the SOW as “Client Materials” or “Other Deliverable Materials” will be considered “Other Deliverable Materials”.

3.2.4 Each of us grants the other only the licenses and rights specified. No other licenses or rights (including licenses or rights under patents) are granted.

3.2.5 The rights provided to you by HOZHO in the Deliverable Materials (including your ownership of copyright in Client Materials) as specified above, and the rights granted to you under Clause 3.2.3 above, are subject to payment by you of amounts due under this Agreement.

3.2.6 Notwithstanding any other provision of this Agreement, HOZHO will not be prevented or restricted by this Agreement from using any technique, idea, concepts or know-how relating to HOZHO’s business activities.

3.3 Deliverable Materials and Service Outputs – Subscription Services may include reports, alerts, dashboards, recommendations, and other outputs (“Service Outputs”). Service Outputs are provided as part of the Subscription Services and do not constitute deliverables subject to ownership transfer unless explicitly stated in an SOW.

4. YOUR RESPONSIBILITIES

HOZHO’s performance is dependent on you cooperating with HOZHO and carrying out your responsibilities as set out in this Agreement. 

4.1 As used in this paragraph, "Content” includes any information or data that you may provide, make available or grant access to in connection with HOZHO providing Services set out in the SOW.

4.2 You are responsible for obtaining all necessary rights and permissions to enable, and grants such rights and permissions to, HOZHO, and its contractors and subprocessors to use, provide, store and process content in the public cloud. This includes you providing required information, making necessary disclosures and obtaining consent, if required, before providing individuals' information, including personal or other regulated information in such content. You are responsible for adequate back-up of content. If any content could be subject to governmental regulation or may require specific security measures, you will not input, provide or allow access to such content unless HOZHO has otherwise first agreed in writing to implement additional security and other measures.

4.3 If client’s access and use of our service delivery tools requires client to comply with industry- specific data security or data protection obligations, Client will be solely responsible for such compliance. Client may not use the HOZHO service delivery tools in a way that would subject HOZHO to those industry-specific regulations without obtaining HOZHO’s prior written Agreement.

4.4 Subscription – You are responsible for ensuring Authorized Users comply with this Agreement; maintaining the confidentiality of credentials; ensuring accuracy and legality of Client data; complying with applicable laws and regulations; and not exceeding Usage Limits.

4.5 Use of Services – Client shall not (a) resell or sublicense Subscription Services; (b) use services for unlawful purposes; (c) attempt to gain unauthorized access; (d) interfere with service integrity; (e) use services beyond authorized scope or limits.

4.5.1 HOZHO’s direct competitors are prohibited from accessing our Services, except with HOZHO’s prior written consent.

5. TAXES AND PAYMENT

5.1 Fees – Customer will pay all fees specified in Order Forms. Except as otherwise specified herein or in an Order Form, (i) fees are based on Services and Content subscriptions purchased and not actual usage, (ii) payment obligations are non-cancelable and fees paid are non-refundable, and (iii) quantities purchased cannot be decreased during the relevant subscription term.

5.2 Subscription Billing – You may elect one of the following subscription plans and billing options (please note that there might be only one of these options available depending on the Service purchased):

A monthly subscription plan ("Monthly Subscription Plan"). The subscription period for the Monthly Subscription Plan will be for one month and will automatically renew (without the need to go through the Services-interface "check-out" or execute a renewal order form) unless you cancel your Monthly Subscription Plan at least thirty (30) business days prior to the renewal date. You will be billed on or about the same day each month until such time that you cancel.

An annual subscription plan ("Annual Subscription Plan"). The subscription period for the Annual Subscription Plan will be for one year and will automatically renew (without the need to go through the Services-interface "check-out" or execute a renewal Order Form) for additional periods equal to one (1) year each year on the anniversary unless you cancel at least thirty (30) business days prior to your renewal date. You will be billed annually on or about the same day each year until such time that you cancel. Note that under the Annual Subscription Plan you will not be permitted to cancel, reduce the number of seats, or downgrade the HOZHO Service you have selected until the anniversary date. Be aware that you are committing to a one-year plan; if you are not certain, we recommend choosing the Monthly Subscription Plan.

If you select the Monthly Subscription Plan, you can switch to the Annual Subscription Plan at any time. If you select the Annual Subscription Plan, you may not change to the Monthly Subscription Plan until the end of the one-year term of your Annual Subscription Plan.

Where required by law, you may have a legal right to cancel your subscription, pursuant to Section 6, during the prescribed timeframe of your initial subscription period. If you are entitled to this right by law, your cancellation request will be processed within three (3) business days, and you will receive a prorated refund of any unused prepaid fees.

Subscription Services are billed in advance on a monthly or annual basis as specified in the Order Form. Payment obligations are non-cancelable and fees paid are non-refundable except as expressly stated in this Agreement.

5.3 Invoicing and Payment – You will provide HOZHO Cybersecurity with valid and updated credit card information, or with a valid purchase order or alternative document reasonably acceptable to us. If you provide credit card information to us, you authorize HOZHO Cybersecurity to charge such credit card for all Purchased Services listed in the Order Form for (i) the initial subscription term, (ii) renewal subscription term(s) at the beginning of the selected billing frequency term; (iii) overage charges in arrears; and (iv) one-time charges upon HOZHO’s acceptance of an order as set forth in the "Term of Purchased Subscriptions" section below.

Such charges shall be made in advance, either annually or in accordance with any different billing frequency stated in the applicable Order Form. If the Order Form specifies that payment will be by a method other than a credit card, we will invoice you in advance and otherwise in accordance with the relevant Order Form. Unless otherwise stated in the Order Form, invoiced fees are due net 30 days from the invoice date. You are responsible for providing complete and accurate billing and contact information to us and notifying us of any changes to such information.

5.4 Overdue Charges - Payment is due within 30 days from the date of the invoice. We will charge interest at the rate of 1.0% per month (12% per annum) on in voices that remain unpaid for 45 days. You agree to bear the costs we incur in collecting overdue accounts, including reasonable attorneys' fees and all other costs. If any statement remains unpaid for more than 90 days. HOZHO does not give credits or refunds for any prepaid, one-time charges, or other charges already due or paid, except as may be specified in an Agreement.

5.4 Usage Limits and Overage – If Client exceeds applicable Usage Limits, HOZHO may invoice for overages or require Client to upgrade its subscription.

5.5 Suspension of Service – If any charge owed by you under this or any other agreement for services is 30 days or more overdue, (or 10 or more days overdue in the case of amounts you authorize HOZHO to charge to your credit card), we may, without limiting its other rights and remedies, accelerate your unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend Services until such amounts are paid in full.

5.6 Payment Disputes – We will not exercise its rights under the "Overdue Charges" or "Suspension of Service" section above if you are dispute the applicable charges reasonably and in good faith and cooperate diligently to resolve the dispute.

5.6 Taxes – HOZHO’s fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, "Taxes"). You are responsible for paying all Taxes associated with your purchases hereunder. If HOZHO has the legal obligation to pay or collect Taxes for which you are responsible under this section, we will invoice you and you shall pay that amount unless you provides us with a valid tax exemption certificate authorized by the appropriate taxing authority.

6. TERM AND TERMINATION

6.1 Duration of Agreement – Unless otherwise stated in a SOW, this Agreement will apply from the date of signature of this Agreement by both parties. This Agreement will continue for the duration of all active Subscription Services and SOWs unless terminated earlier in accordance with this Agreement.

6.2 Term of Purchased Subscriptions – The term of each subscription shall be as specified in the applicable Order Form. Except as otherwise specified in an Order Form, subscriptions will automatically renew for additional thirty day terms, unless either party gives the other written notice (email acceptable) at least 30 days before the end of the relevant subscription term. Except as expressly provided in the applicable Order Form, renewal of promotional or one-time priced subscriptions will be at HOZHO’s applicable list price in effect at the time of the applicable renewal. Notwithstanding anything to the contrary, any renewal in which subscription volume or subscription length for any Services has decreased from the prior term will result in re-pricing at renewal without regard to the prior term's per-unit pricing.

6.2 Termination Notice – This Agreement may be terminated by either party at any time by giving the other party not less than 30 days written notice. Subscription Services may not be terminated for convenience during an active Service Term. Termination for convenience may occur only at the end of a Service Term with proper notice.

6.3 Termination for Breach – This Agreement may be terminated by either party on written notice with immediate effect if the other commits a material breach of any term of this Agreement which is not remedied within 30 days of a written request to remedy the same (or if it is not practical to remedy the breach within such period if reasonable steps have not been taken within the 30 days towards remedying the breach).

6.4 Effect of Termination – On the termination of this Agreement, you will pay HOZHO for all Services provided up to the date of termination and where you terminate on notice or HOZHO terminates for breach for additional costs HOZHO reasonably incurs as a result of the early termination of the Services, such as costs relating to sub-contracts or relocation costs. HOZHO will take reasonable steps to mitigate any such additional costs. Unless specified otherwise in the SOW, where the Services have been provided on a fixed price fees basis, you will pay HOZHO all sums due at the date of termination in accordance with the payment plan set out in the SOW, plus any related payments withheld, together with fees on a time and materials basis for Services provided after the date of the last applicable payment under the payment plan. If the contract is terminated because HOZHO breaches its obligation under the contract, you have the right to claim damages in accordance with Clause 8 Limitation of Liability and Hold Harmless.

6.5 Refund or Payment upon Termination – If you terminate this Agreement in accordance with the "Termination Notice" Section above, HOZHO will refund you any prepaid fees covering the remainder of the term of all Order Forms after the effective date of termination. If this Agreement is terminated by us in accordance with the "Termination Notice" section above, you will pay any unpaid fees covering the remainder of the term of all Order Forms to the extent permitted by applicable law. In no event will termination relieve you of your obligation to pay any fees payable to HOZHO for the period prior to the effective date of termination.

6.6 Suspension of Services – We may suspend Subscription Services immediately upon notice if (a) Client fails to pay fees when due, (b) Client use poses a security risk; (c) Client breaches acceptable use or legal obligations.

7. CONFIDENTIALITY

7.1 HOZHO agrees that information labelled as confidential by you and all financial, statistical, customer and personnel data relating to your business, in each case as disclosed to HOZHO in connection with this Agreement, are your confidential information ("Client Confidential Information"). You agree that information labelled as confidential by HOZHO and HOZHO’s practices, methodologies, products, tools, services or training materials, industry templates and data, and any updates, changes and additions to the foregoing that may be made in connection with this Agreement, in each case as disclosed to you in connection with this Agreement, are confidential information of HOZHO ("HOZHO Confidential Information"). Client Confidential Information and HOZHO Confidential Information are collectively referred to as "Confidential Information”. Neither party will, without the prior written consent of the other, disclose to any third party any Confidential Information which is received from the other party for the purposes of providing or receiving Services. Each party agrees that any such Confidential Information received by it from the other may be used by its personnel only for the purposes of providing or receiving Services under this or any other contract between the parties. These restrictions will not apply to any information which: (i) is or becomes generally available to the public other than as a result of a breach of an obligation under this Clause 6; (ii) is acquired from a third party without an obligation of confidentiality; (iii) is or has been independently developed by the recipient or was known to it or them prior to receipt; or (iv) is generally known or easily ascertainable by non-parties of ordinary skill in computer or process design or programming or in the business of the Client. Neither party will be liable to the other for inadvertent or accidental disclosure of Confidential Information if the disclosure occurs notwithstanding the party's exercise of the same level of protection and care that such party customarily uses in safeguarding its own confidential information. Confidential Information disclosed under this Agreement will be subject to this Clause 6 for two (2) years following the initial date of disclosure. 

7.2 Notwithstanding Clause7.1 above, each party will be entitled to disclose Confidential Information of the other: (i) to its respective insurers or legal advisors; and (ii) to a third party, to the extent that this is required by any court of competent jurisdiction, by a governmental or regulatory authority, or where there is a legal right, duty or requirement so to disclose, provided that in the case of sub-Clause 7.2 (ii), where reasonably practicable (and without breaching any legal or regulatory requirement) not less than five (5) business days notice in writing is first given to the other party. Notwithstanding anything to the contrary, HOZHO may disclose Confidential Information referred to in this Clause 7 to a third party as may be necessary for the delivery of the Services, subject to such third party agreeing, in writing, to be bound by similar terms and conditions. HOZHO may similarly retain the engagement work papers in ‘hard copy’ or electronic format for HOZHO’s internal use.

7.3 Notwithstanding Clause 7.1 and Clause 7.2 above, HOZHO may (i) identify you as a recipient of services and use your logo in sales presentations, marketing materials and press releases, (ii) to develop a brief customer profile for use by HOZHO Cybersecurity on www.gohozho.com for promotional purposes, and (iii) use the email addresses of program participants for the purpose of marketing program enhancements, or other HOZHO product information during the term of this Agreement unless you and HOZHO specifically agree otherwise in writing.

7.4 You agree to allow us. to store and use your personal contact information, including names, phone numbers, and e-mail addresses. Such information will be processed and used in connection with our business relationship and may be provided to contractors acting on HOZHO’s behalf, HOZHO business partners who promote, market, and support certain HOZHO products and services for uses consistent with our business relationship. This Agreement is subject to our Privacy Policy located at https://www.gohozho.com/privacy-policy/.

8. LIMITATION OF LIABILITY AND HOLD HARMLESS

8. Limitation of Liability – TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HOZHO CYBERSECURITY, LLC (“HOZHO”), ITS AFFILIATES, AND ITS SUBCONTRACTORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, DATA, GOODWILL, OR ANTICIPATED SAVINGS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. HOZHO’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, OR OTHERWISE), SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT UNDER THE APPLICABLE STATEMENT OF WORK (“SOW”) FOR THE SERVICE GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THIS LIMITATION IS CUMULATIVE AND APPLIES TO ALL CLAIMS IN THE AGGREGATE. THE FOREGOING SHALL CONSTITUTE THE CLIENT’S SOLE AND EXCLUSIVE REMEDY.

8.2 Exclusions from Liability – HOZHO SHALL HAVE NO LIABILITY FOR ANY CLAIMS, DAMAGES, OR LOSSES ARISING FROM OR RELATED TO:

(a) Third-party products, services, or systems not provided or controlled by HOZHO;

(b) Acts or omissions of the Client or its personnel, including failure to follow security recommendations or implement controls;

(c) Client-provided materials, data, configurations, or instructions;

(d) Use of outdated, unsupported, or non-current systems or software where risk could have been mitigated by updates;

(e) Cybersecurity incidents, attacks, or breaches that could not reasonably be prevented through commercially reasonable security practices;

(f) Any failure, delay, or disruption caused by third-party service providers, including cloud, ISP, or software vendors.

(g) Any regulatory fines, penalties, sanctions, litigation costs, or third-party claims arising from the Client’s business operations, data handling practices, or compliance obligations, including cybersecurity and privacy requirements, except to the extent directly caused by HOZHO’s gross negligence or willful misconduct.

(h) Any determination by an insurance provider, regulator, or third party regarding the Client’s compliance posture, insurability, or eligibility for coverage.

(i) Any security incident originating from social engineering, phishing, or credential compromise unless directly caused by HOZHO’s failure to perform Services in accordance with this Agreement.

8.3 Data and Cybersecurity Acknowledgement – The Client acknowledges that cybersecurity services reduce risk but do not eliminate it, and that no system or service can guarantee complete security or prevention of all cyber threats. HOZHO does not warrant that all security incidents will be detected, prevented, or remediated.

8.4 Subcontractors – The limitations and exclusions of liability set forth in this Agreement apply equally to HOZHO’s affiliates, employees, agents, and subcontractors, and HOZHO’s total liability shall include all such parties collectively.

8.5 Exceptions – Nothing in this Agreement shall limit or exclude liability to the extent such limitation or exclusion is prohibited by applicable law, including liability arising from gross negligence, willful misconduct, or fraud.

8.6 Time Limitation on Claims – Any claim arising out of or related to this Agreement must be brought within one (1) year from the date the cause of action arises, or such claim shall be deemed waived.

8.7 Indemnification

8.7.1 Client will indemnify, hold harmless, and defend HOZHO Cybersecurity and his affiliates, officers, directors, partners, members, shareholders, employees and agents from and against any claims arising out of or relating to (i) any violation of any law, rule or regulation by Client relating to this engagement, (ii) any breach by Client of any representation, warranty or Agreement contained in this Agreement, or (iii) any willful misconduct, bad faith or negligence by Client in the performance of, or failure to perform, its obligations under this Agreement, except to the extent that any such claim is caused by HOZHO’s breach of this Agreement or willful misconduct, bad faith or negligence in the performance of, or failure to perform, his obligations under this Agreement.

8.8 No guarantee of Security Outcomes – Client acknowledges that cybersecurity services reduce risk but do not eliminate it. HOZHO does not guarantee prevention, detection, or remediation of all threats or incidents.

9. GENERAL

9.1 Subcontracting – HOZHO may reasonably subcontract any part of the Services to one or more subcontractors selected by HOZHO. However, this will not affect HOZHO’s obligations to you for Services provided under this Agreement, subject to the other provisions of this Agreement. Any reference to HOZHO’s personnel in this Agreement includes HOZHO’s agents and subcontractor staff. 

9.2 Force Majeure – Neither party shall be responsible for delays or failures in performance resulting from acts or occurrences beyond the reasonable control of such party, regardless of whether such delays or failures in performance were foreseen or foreseeable as of the date of this Agreement, including, without limitation: adverse weather conditions, fire, explosion, power failure, acts of God, war, revolution, civil commotion, or acts of public enemies; any law, order, regulation, ordinance or requirement of any government or legal body; or labor unrest, including, without limitation, strikes, slowdowns, picketing or boycotts; or delays caused by the other party or by other service or equipment vendors; or any other circumstances beyond the party's reasonable control. In such event, the affected party shall, upon giving prompt notice to the other party, be excused from such performance on a day-to-day basis to the extent of such interferences (and the other party shall likewise be excused from performance of its obligations on a day-to-day basis to the extent such party's obligations relate to the performance so interfered with). The affected party shall use its best efforts to avoid or remove the cause(s) of non-performance and both Parties shall proceed to perform once the cause(s) are removed or cease. This clause does not apply to any of your obligations to pay charges for Services provided.

9.3 Assignment – Neither party may assign, transfer, charge or otherwise seek to deal in any of its respective rights or obligations under this Agreement without the prior written consent of the other party, except that HOZHO may, without consent, assign or transfer its rights and obligations to a person or persons whose identity HOZHO may provide to you in writing, to whom all or part of its business is acquired, sold, internally reorganized, transferred, or similar transaction. HOZHO is also permitted to assign its rights to receive payments under this Agreement without obtaining your consent. References in this Agreement (including without limitation in Clause 8) to a “party” or the “parties” will include their respective assignees and transferees under this Clause 9.3, unless the context reasonably requires otherwise.

9.3.1 “Assign” and “Transfer” as used in Section are intended to mean conveyances, whether by contract or operation of law, which fully and irrevocably vest in the assignee or transferee exclusively all the rights and obligations being conveyed and fully and irrevocably divest the assignor or transferor of all the rights and obligations being conveyed. A merger, a sale of a majority or more of the assets, equity interests or voting control, or a transfer by operation of law or pursuant to court order shall be considered a “transfer” under this Section. Notwithstanding the foregoing, to the extent appropriate under federal and state rules and regulations, HOZHO may satisfy its obligations with respect to services through an Affiliate or subcontracting; HOZHO may assign or transfer this Agreement to an Affiliate or transfer this Agreement in connection with a sale of a majority or more of its assets, equity interests, provided that HOZHO gives the Client thirty (30) days’ prior written notice of such assignment or transfer and such assignment or transfer does not impair the Client’s receipt of services under this Agreement in any material respect, and the assignee or transferee agrees to be bound by all terms of this Agreement in place of HOZHO; and HOZHO may subcontract with, hire, engage or otherwise outsource to any third party with respect to the performance of any one or more of the functions, services, duties or obligations of HOZHO under this Agreement but any such subcontracting, hiring, engaging or outsourcing shall not relieve HOZHO of any of its liabilities hereunder.

9.4 Waiver – Subject to Clause 9.8, no delay by either party in enforcing any of the terms or conditions of this Agreement will affect or restrict such party’s rights and powers arising under this Agreement. Failure by either party to enforce any term or condition of this Agreement will not be construed as a waiver of any of its rights under it. No waiver of any term or condition of this Agreement will be effective unless made in writing.

9.5 Notices – Notices must be in writing and served either personally or sent by prepaid registered post to the address below or to any other address as the relevant party may have notified to the other during the period of this Agreement. Any notice sent by post will be deemed to have been delivered 48 hours after sending. Any notice sent by fax or served personally will be deemed to have been delivered on the first working day following its delivery.

HOZHO Cybersecurity, LLC.

1628 E. Southern Ave #9-167

Tempe, AZ 85282

9.6 Electronic Communications – To the extent permitted under applicable law, each of us may communicate with the other by electronic means and such communication is acceptable as a signed writing.

9.6.1 Electronic Signatures – The Parties understand and agree that they have the right to execute this Agreement through paper or through electronic signature technology, which is in compliance with Arizona and Federal law governing electronic signatures. The parties agree that to the extent they sign electronically, their electronic signature is the legally binding equivalent to their hand written signature. Whenever they execute an electronic signature, it has the same legal validity and enforceability as their handwritten signature or use of a paper-based recordkeeping system to the fullest extent permitted by applicable law.

9.7 Amendment –  We reserve the right to modify these Terms. We will post the most current version of these Terms at www.gohozho.com (the "Site"). If we make material changes to these Terms, we will notify you via the Services and/or by email to the address associated with your account. If you do not accept the changes, you must stop using and cancel your account by emailing service@gohozho.com. Your continued use of our Services after we publish or send a notice about our changes to these Terms means that you are consenting to the updated terms. You may also receive supplemental terms which apply specifically to you and amend these Terms as well as any subsequently published version of these Terms. In the event of a conflict between those supplemental terms and these Terms, the supplemental terms will take precedence and govern to the extent of the conflict. The supplemental terms will be effective as of the date indicated in the communication from HOZHO.

9.8 Survival and Validity of Agreement Provisions – The provisions of this Agreement which expressly or by implication are intended to survive its termination or expiry will survive and continue to bind both parties. If any provision of this Agreement is held to be invalid, in whole or in part, such provision (or relevant part, as the case may be) shall be deemed not to form part of this Agreement. In any event, the enforceability of the remainder of this Agreement will not be affected.

9.9 Working for other clients – HOZHO will not be prevented or restricted by anything in this Agreement from providing services for other clients.

9.10 Relationship of Parties – HOZHO is not a fiduciary of the Client and does not undertake to perform any regulatory obligation of Client or to assume any responsibility for Client's business or operations.

9.10.1 In providing the Services under this Agreement it is expressly agreed that the HOZHO is acting as an independent consultant, not Client’s employee, agent, joint venturer, partner, or fiduciary, and does not undertake to perform any of Client’s regulatory obligations or assume any responsibility for Client’s business or operations. HOZHO is acting as a managed security services provider only. HOZHO’s advisement, direction, guidance, or Client’s engagement of HOZHO services does not constitute financial, legal, or other licensed professional advice. Client should obtain its own expert advice. Each party is responsible for determining the assignment of its personnel and their respective contractors, and for their direction, control, and compensation.

9.11 Performance – The Parties agree that they will comply with the terms of this Agreement in good faith and any breach of the terms of this Agreement are enforceable against the breaching party.

9.12 Compliance – Each party is responsible for complying with: (1) laws and regulations applicable to its business and content; and (2) import, export and economic sanction laws and regulations, including defense trade control regime of any jurisdiction, including the International Traffic in Arms Regulations (“ITAR”) (22 CFR Parts 120 through 130), the Export Administration Regulations (“EAR”) (15 CFR Parts 730 through 799), restrictions imposed by the Treasury Department’s Office of Foreign Asset Controls (“OFAC”) and those of the United States that prohibit or restrict the export, re-export, or transfer of products, technology, services or data, directly or indirectly, to or for certain countries, end uses or end users.

9.13 Severability – If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidated, and the parties hereto shall use their commercially reasonable efforts to find and employ an alternative means to achieve the same or substantially the same result as that contemplated by such term, provision, covenant or restriction. It is hereby stipulated and declared to be the intention of the parties that they would have executed the remaining terms, provisions, covenants and restrictions without including any of such that may be hereafter declared invalid, illegal, void or unenforceable.

9.14 Entire Agreement – This Agreement sets forth the entire Agreement of the parties and supersedes all prior or contemporaneous writings, negotiations, and discussions with respect to its subject matter. Neither party has relied upon any such prior or contemporaneous communications. This Agreement does not commit either party to enter into any business relationship or execute any additional contract, including without limitation related to the purpose.

9.15 Anti-Corruption – To the knowledge of the Consultant, neither the Consultant nor any Manager has failed to comply with the United States Foreign Corrupt Practices Act, as amended from time to time (the “FCPA”), or any other applicable anti-bribery laws or Anti-Corruption Laws, and has not made, offered, promised or authorized, and will not make, offer, promise or authorize, whether directly or indirectly, any payment, of anything of value to (i) an executive, official, employee or agent of a governmental department, agency or instrumentality, (ii) a director, officer, employee or agent of a wholly or partially government-owned or -controlled company or business, (iii) a political party or official thereof, or candidate for political office or (iv) an executive, official (each, a “Government Official”), while knowing or having a reasonable belief that all or some portion will be used for the purpose of: (i) influencing any act, decision or failure to act by a Government Official in his or her official capacity, (b) inducing a Government Official to use his or her influence with a government or instrumentality to affect any act or decision of such government or entity or (c) securing an improper advantage, in each case in order to obtain, retain or direct business.

9.16 Data Security and Privacy – Parties shall comply with all applicable data privacy and data security requirements, standards, laws and regulations including, data breach notification requirements relating to the protection, collection, use, and distribution of Confidential Information, including proprietary data and/or personally identifiable information.

9.16.1 Unauthorized Access – Unauthorized access to, or use or disclosure of either Party’s Confidential Information, is prohibited. Each party is responsible for the security and confidentiality of the other Party’s Confidential Information.

9.16.2 Data Encryption – Confidential, sensitive, or personally identifiable information shall be encrypted in transit and while at rest in accordance with the highest industry standards, and applicable laws.

9.16.3 Data Breach – If there is a suspected or actual Data Breach, the breached party shall notify the other party as soon as possible as required by federal, state and industry Data Breach notification requirements. The breached party shall cooperate fully with other party, its agents and law enforcement, including with respect to taking steps to mitigate any adverse impact or harm arising from the Data Breach.

9.16.4 Systems Security - The Parties shall use commercially reasonable efforts to ensure that electronic information exchanged to each other will not contain any viruses, worms, trojan horses, logic bombs, crippleware, cancelbots or other contaminants, spyware, malware, or any codes or instructions that may or will be used to access, modify, delete, corrupt, deteriorate, alter or damage any data, files or other computer programs and it shall use commercially reasonable efforts (including use of the commercially reasonable and currently updated anti-virus software) to avoid the introduction of any of the foregoing into the other’s computing environment or Data Breach.

9.17 Exception & Immunity –  Pursuant to the Defend Trade Secrets Act of 2016, 18 USC Section 1833(b), Recipient is on notice and acknowledges that, notwithstanding the foregoing or any other provision of this Agreement:

9.17.1 Immunity – An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that- (A) is made- (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

9.17.2 Use of Trade Secret Information in Anti-Retaliation Lawsuit – An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual- (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.

9.18 Third Party Services – Subscription Services may include third-party tools or platforms. HOZHO is not responsible for the performance, availability, or security of third-party services.

9.19 Service Modifications – HOZHO may modify or update Subscription Services from time to time, provided such changes do not materially reduce the overall functionality of the services.

10. WARRANTIES

10.1 Warranty for HOZHO Services – Warranties and Post Warranty Support. HOZHO warrants that it provides professional services using commercially reasonable care and skill. The warranty for a service ends when the service ends. This exclusive warranty from HOZHO replaces all other warranties, including any implied warranties or conditions of satisfactory quality, merchantability, non-infringement, and fitness for a particular purpose. HOZHO warranties will not apply if there has been misuse, modification, damage not caused by HOZHO, failure to comply with instructions provided by HOZHO, or if otherwise stated in an addendum or unique transaction document. Non-HOZHO Products are sold under the Agreement as-is, without warranties of any kind. Third parties may provide their own warranties to you.

THESE WARRANTIES ARE CUSTOMER’S EXCLUSIVE WARRANTIES AND REPLACE ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY OR CONDITION OF NON-INFRINGEMENT.

10.2 Third-party Work – HOZHO does not warrant or guarantee the completeness, availability, or outcome of third-party investigative or response services.

10.3 Free Services – Any free assessments, trials, or promotional services are provided “as-is” without warranty of any kind. HOZHO shall have no liability arising from free services. Client is responsible for exporting any data prior to termination of such services.

11. GOVERNING LAW AND DISPUTE RESOLUTION

11.1 Governing Law & Jurisdiction – This Agreement will be governed solely by the laws of the State of Arizona, including applicable U.S. federal law, without reference to any conflicts of law principle that would apply the substantive laws of another jurisdiction to the parties’ rights or duties. The parties consent to the personal and exclusive jurisdiction of the federal and state courts of Maricopa County, Arizona. This 11.1 section governs all claims arising out of or related to this Agreement, including without limitation tort claims.

11.2 Resolving Disputes – If a dispute arises from or relates to this contract or the breach thereof, and if the dispute cannot be settled through direct discussions, the parties agree to endeavor first to settle the dispute by mediation administered by the American Arbitration Association under its Commercial Mediation Procedures before resorting to arbitration. The parties further agree that any unresolved controversy or claim arising out of or relating to this contract, or breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

12. AUTHORITY AND SIGNATURE

12.1 Authority to Bind – You represent and warrant that the person signing below has the authority to bind such party to this Agreement.