Last updated: May 28th, 2025

THIS WEBSITE, TOGETHER WITH ANY RELATED WEBSITES, (COLLECTIVELY, THE “SITES”) IS OWNED AND OPERATED BY TLA INNOVATION, INC. D/B/A BOOMID (“BOOMID”) OR ONE OF ITS AFFILIATES (COLLECTIVELY, “BOOMID”).PLEASE READ THESE TERMS OF SERVICE (“TOS”) CAREFULLY BEFORE USING THE SITES. THESE TOS GOVERN YOUR ACCESS TO AND USE OF THE SITES, APPLICATIONS, SERVICES, AND PRODUCTS PROVIDED BY BOOMID. BY ACCESSING OR USING THE SITES OR ANY OF THE CONTENT (AS DEFINED BELOW) ON THE SITES, YOU AND THE ENTITY YOU ARE AUTHORIZED TO REPRESENT (“YOU” OR “YOUR”) SIGNIFY YOUR AGREEMENT TO BE LEGALLY BOUND BY THE TOS. IF YOU DO NOT AGREE TO ALL OF THE TOS, DO NOT ACCESS OR USE THE SITES OR ITS CONTENT.

These TOS do not govern the use of the hosted applications and Authorization service as well as other services (the “Service”) operated by BoomID. If you are accessing or using the Service – even if you are doing so through a free trial – then you are subject to BoomID’s Master SaaS Agreement (currently available at XXXXX) or such other written contract as may be separately agreed between you and BoomID. If any term set forth in this TOS conflicts with the Master SaaS Agreement or such other written contract, the terms set forth in this TOS shall govern.

Definitions

• “BoomID Identity Assurance Platform ™” is a SaaS based cloud solution which provides customers from any industry with advanced, adaptive and easy to use biometric based authorization capabilities including (i) contactless biometric identity assurance, (ii) humanity validation, (iii) bot protection (iv) vendor validation (v) versatile integration and implementation
• “BoomID Backoffice” are the web application that handle palm registration and management as well as the Zappa Protect (see below) portal.
• “BoomID Content” is defined as the Sites HTML, applications, messages, text, files, images, photos, video, sounds, profiles, icons, custom graphics, works of authorship, data and other content of BoomID and its licensors.
• “Customer” means company, organization or government accessing the Sites and/or using the Services.
• “Customer Data” means all electronic data or information submitted by Customer or Users via the Services.
• “Services” means hosted applications and authorization service as well as other mobile and web based services.
• “Users” means individuals accessing and using the Sites and Services who are Customer associated employees, consultants, contractors, vendors, agents, clients and residents.
• “Verified Records” are User artifacts that can be digitally verified.
• “Zappa Protect ™ “ or “BoomID Bot Protection” provides alternative means (as opposed to tools such as “captcha” or “recaptcha”) of performing bot detection and prevention.

The Services and Responsibilities

Customer Responsibilities

The Customer shall be responsible for (i) its and its Users compliance with this TOS, (ii) any and all activities in the Sites and related Services (iii) its and its Users use of any Customer Data in accordance of applicable laws and regulations, Customer’s policies, Customer’s Master SaaS Agreement with BoomID (or such other written contract), and BoomID’s privacy policy (available at: https://boomid.io/privacy), and (iv) using the Services only in accordance with the terms of this TOS, Customer’s Master SaaS Agreement (or such other written contract) with BoomID, and applicable laws/government regulations. If individual consents are required to collect, use, transfer or otherwise process any Customer Data, including without limitation Customer Data subject to data privacy laws and regulations, the Customer shall be solely responsible for obtaining all such consents. The Customer shall not (a) make the Services available to anyone other than those authorized by the applicable agreement between BoomID and the Customer, (b) sell, resell, rent or lease the Services, (c) interfere with or disrupt the integrity or performance of the Services or any content contained therein, or (d) attempt to gain unauthorized access to the Services or the underlying systems or networks.

Customer shall, and shall ensure that all Users, provide information on or associated with Customer’s BoomID Backoffice that is accurate, complete, and sufficient for its enterprise use. Customer and its Users are entirely and fully responsible for maintaining the confidentiality of the Backoffice login credentials of the authorized Users and preventing unauthorized use of the login credentials. Customer shall not allow multiple individuals to share one common login credential.  Customer is solely responsible for all activities that occur under any of its Users’ accounts and will promptly notify BoomID upon becoming aware of any unauthorized use of login credentials, password issues, data breach, User complaint(s), loss of Customer Data or intellectual property or privacy claims.

You are responsible for maintaining the security of your access to the BoomID Backoffice and you are fully responsible for all activities that occur within the BoomID Backoffice and any other actions taken in connection with it. You must immediately notify BoomID of any unauthorized uses of your BoomID Backoffice access or any other breaches of security. BoomID will not be liable for any acts or omissions by you, including any damages of any kind incurred because of such acts or omissions.

You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. BoomID disclaims any responsibility for any harm resulting from the use by visitors of the Sites, or from any downloading by those visitors of content there posted.

You represent that, in agreeing to, and performing under, these TOS, you are not violating, and will not violate, any governmental laws, rules, regulations or orders that are applicable to your use of the Site (“Applicable Laws”). Without limiting the foregoing, you represent that, in connection with your performance under these TOS, you shall: (a) comply with Applicable Laws relating to anti-bribery and anti-corruption, which may include the US Foreign Corrupt Practices Act of 1977 and the UK Bribery Act 2010; (b) comply with Applicable Laws administered by the U.S. Commerce Bureau of Industry and Security, U.S. Treasury Office of Foreign Assets Control or other governmental entity imposing export controls and trade sanctions (“Export Laws”), including designating countries, entities and persons (“Sanctions Targets”); and (c) not directly or indirectly export, re-export or otherwise deliver any BoomID software, content or services to a Sanctions Target, or broker, finance or otherwise facilitate any transaction in violation of any Export Laws. You represent that you are not a Sanctions Target or prohibited from receiving BoomID software, content or services pursuant to these TOS under Applicable Laws, including Export Laws.

Intellectual Property

Any and all intellectual property rights (“Intellectual Property”) associated with the Sites and its Content are the sole property of BoomID, provided, however, that it is understood that any User- generated digital identity (“User Data”) which Users upload or store within the Services, shall be owned by the User. The Sites, including and the Content, are protected by copyright, trademark, trade secret, service marks, trade dress, unfair competition and other laws and may not be copied or imitated in whole or in part. All custom graphics, icons, and other items that appear on the Sites are trademarks, service marks or trade dress (“Marks”) of BoomID, its affiliates or other entities that have granted BoomID the right and license to use such Marks and may not be used or interfered with in any manner without the express written consent of BoomID. Except as otherwise expressly authorized by these TOS, Users may not copy, modify download, upload, stream, capture, reproduce, duplicate, archive, upload, modify, translate, create derivative works based upon, publish, broadcast, transmit, retransmit, distribute, perform, display, lease, loan, sell or distribute or transfer any BoomID Content. You may not, either directly or through the use of any device, software, online resource or other means, remove, alter, bypass, avoid, interfere with or circumvent any copyright, trademark or other proprietary notice on the BoomID Content or any digital rights management mechanism, device, or other content protection or access control measure associated with the BoomID Content.

Content Posted on Other Websites

BoomID has not reviewed, and cannot review, all the material, including computer software, made available through the sites and webpages to which BoomID.io links, and that link to BoomID.io. BoomID does not have any control over those non-BoomID.io websites and services, and is not responsible for their contents or their use. By linking to a non-BoomID.io websites and services, BoomID does not represent or imply that it endorses such Sites or webpage. When interacting with non-BoomID websites and services you are doing so at your own risk and you are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. BoomID disclaims any responsibility for any harm resulting from your use of non-BoomID Websites and services.

Modifications

BoomID may revise and update these TOS at any time. Your continued usage of the Sites after any changes to these TOS will mean You have accepted those changes. Any aspect of the Sites may be changed, supplemented, deleted or updated without notice at the sole discretion of BoomID.

Suspension and Termination

BoomID may suspend Your rights to access and/or use any part of the Sites in BoomID’s sole discretion at any time and for any reason or for no reason at all. Without limiting the foregoing in anyway, BoomID may suspend Your or a User’s rights in order to (i) correct a material error in the Sites; (ii) prevent violation of these TOS or (iii) comply with any law, in which case BoomID will have no obligation to provide a refund of any amounts previously paid. All provisions of this

TOS which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. 

General Representation and Warranty

You represent and warrant that (i) your use of the Sites will be in strict accordance with the BoomID Privacy Policy, with this TOS and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Sites will not infringe or misappropriate the intellectual property rights of any third party.

Disclaimer of Warranties

BOOMID MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SITES OR ITS CONTENT, OR ANY PRODUCT OR SERVICE AVAILABLE ON OR PROMOTED THROUGH THESE SITES. THESE SITES AND ALL OF ITS CONTENT ARE PROVIDED FOR USE “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, ARISING BY STATUTE, CUSTOM, COURSE OF DEALING, COURSE OF PERFORMANCE OR IN ANY OTHER WAY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, QUALITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SITES, ITS CONTENT, ANY PRODUCT OR SERVICE AVAILABLE ON OR PROMOTED THROUGH THESE SITES, AND ANY SITE WITH WHICH IT IS LINKED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DO NOT REPRESENT OR WARRANT THAT THESE SITES, ITS SERVERS, OR ANY TRANSMISSIONS SENT FROM US OR THROUGH THIS SITES WILL BE FREE OF ANY HARMFUL COMPONENTS (INCLUDING VIRUSES). WE ALSO MAKE NO REPRESENTATIONS OR WARRANTIES AS TO WHETHER THE INFORMATION ACCESSIBLE VIA THESE SITES, OR ANY SITES WITH WHICH IT IS LINKED, IS ACCURATE, COMPLETE, OR CURRENT. WE ARE NOT RESPONSIBLE FOR (i) ANY ERRORS OR OMISSIONS IN ANY CONTENT APPEARING ON THESE SITES (ii) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM USE OF THE SITES, (iii) THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY NOT UNDER BOOMID’S CONTROL. WE DO NOT REPRESENT OR WARRANT CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO OR USE OF THESE SITES. YOU ACCEPT THAT OUR SHAREHOLDERS, OWNERS, OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES SHALL HAVE THE BENEFIT OF THIS CLAUSE. Nothing in these TOS will affect any statutory rights to which you may be entitled as a consumer to the extent your ability to alter or waive such rights by contract is limited by applicable law.

Indemnification

You agree to defend, indemnify and hold harmless BoomID, its affiliates and their respective employees, contractors, agents, officers and directors from and against any and all claims, damages, obligations, losses, liabilities, costs, debt or expenses (including without limitation attorneys’ fees) arising out of or related to any claim, suit, action or proceeding by a third party arising out of or relating to your use of the Sites, breach of these TOS (including any BoomID policy referenced in these TOS), violation of law, or any Content that you post, upload or cause to interface with the Sites, or otherwise transfer, process, use or store in connection with the Sites.

 

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS WE, ON BEHALF OF BOOMID DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND SERVICE PROVIDERS, EXCLUDE AND DISCLAIM LIABILITY FOR ANY LOSSES AND EXPENSES OF WHATEVER NATURE AND HOWSOEVER ARISING INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, GENERAL, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES; LOSS OF USE; LOSS OF DATA; LOSS OF INCOME OR PROFIT; LOSS OF OR DAMAGE TO PROPERTY; CLAIMS OF THIRD PARTIES; OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SITES OR ANY WEBSITE WITH WHICH THEY ARE LINKED, OR ANY MERCHANDISE AND SERVICES AVAILABLE ON THIS SITES. YOU ASSUME TOTAL RESPONSIBILITY FOR ESTABLISHING SUCH PROCEDURES FOR DATA BACK UP AND VIRUS CHECKING AS YOU CONSIDER NECESSARY. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER BASIS. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF THE RELEASED PARTIES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED THE AMOUNT PAID BY YOU IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM. 

Waiver & Severability

BoomID failure at any time to exercise or enforce any condition, term or provision of these TOS will not operate as a waiver of such condition, term or provision All waivers must be in writing. Any waiver by BoomID of any condition, term or provision of these TOS shall not be construed as a waiver of any other condition, term or provision. If any provision of this TOS is held invalid, illegal or unenforceable, the remaining provisions shall be enforced to the maximum extent permitted by applicable law.

‍Governing Law, Jurisdiction and Venue

These TOS shall be governed under the laws of the State of Delaware without regard to its conflicts of law provisions. Any legal action or proceeding arising under or relating to this TOS shall be brought exclusively in the state or federal courts located in Delaware and You irrevocably and expressly consent and submit to the personal jurisdiction and venue in those Courts.

Miscellaneous

These TOS constitute the complete and exclusive statement of the agreement between the BoomID and You (“parties”)and supersede all proposals, oral or written, and all other communications between the Parties relating to the subject matter of these TOS. In the event any information posted from time to time on the Sites conflicts with any provision of these TOS, the applicable provision of these TOS shall control. Any terms and conditions of any other instrument issued by you in connection with these TOS which are in addition to, inconsistent with or different from these TOS shall be of no force or effect.

These TOS do not, and shall not create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and BoomID. You may not assign, transfer or sublicense all or any of your rights or obligations under these TOS without BoomID’s express prior written consent. BoomID may assign, transfer or sublicense all or any of BoomID’s rights or obligations under these TOS without restriction.

You agree that a printed version of these TOS and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these TOS to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

BoomID will not be responsible for failures to fulfill any obligations due to causes beyond its Control.

Non-English translations of these TOS may be provided for convenience only. In the event of any ambiguity or conflict between translations, the English version is authoritative and controls. BoomID reserves the right, but does not assume the obligation, to investigate any violation of these TOS or misuse of the Sites and/or Services. BoomID has the right in its sole discretion to edit, refuse to post or remove any Content posted, displayed, published or made available for download or use on the Sites that BoomID finds to be in violation of these TOS or is in any way harmful or objectionable. BoomID may report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties.

Such reporting may include disclosing appropriate customer data. BoomID also may cooperate with appropriate law enforcement agencies, regulators, or other appropriate third parties to help with the investigation and prosecution of illegal conduct.

BoomID may, from time to time, post employment opportunities on the Sites. If you choose to submit your name, contact information, resume and/or other personal information to BoomID in response to such employment listings, you are authorizing BoomID to use this information for all lawful and legitimate hiring, employment and other business purposes. BoomID also reserves the right, at its discretion, to forward such information to BoomID’s affiliates for their legitimate business purposes. Nothing in these TOS or contained on the Sites will constitute a promise by BoomID to review any such information, or to contact, interview or employ any individual who submits such information.