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UNITED STATES OF AMERICA 

BEFORE THE FEDERAL TRADE COMMISSION

In the Matter of

URTHBOX, INC., a corporation, et al. 

FILE NO. 172-3028 

AGREEMENT CONTAINING 

CONSENT ORDER

The Federal Trade Commission (“Commission”) has conducted an investigation of certain 

acts and practices of UrthBox, Inc. (“Proposed Corporate Respondent”) and Behnam Behrouzi, 

individually and as an officer of UrthBox, Inc. (collectively “Proposed Respondents”). The 

Commission’s Bureau of Consumer Protection (“BCP”) has prepared a draft of an 

administrative Complaint (“draft Complaint”). BCP and Proposed Respondents, individually or 

through their duly authorized officers enter into this Agreement Containing Consent Order 

(“Consent Agreement”) to resolve the allegations in the attached draft Complaint through a 

proposed Decision and Order to present to the Commission, which is also attached and made a 

part of this Consent Agreement. 

IT IS HEREBY AGREED by and between Proposed Respondents and BCP, that: 

1. The Proposed Respondents are:

a. Proposed Corporate Respondent UrthBox, Inc., a California corporation with its 

principal office or place of business at 535 Mission Street, Suite 1820, San Francisco, 

California 94105. 

b. Proposed Individual Respondent Behnam Behrouzi, an officer of the Proposed 

Corporate Respondent. Individually or in concert with others, he formulates, directs, or 

controls the policies, acts, or practices of Proposed Corporate Respondent. His principal 

office or place of business is the same as that of Proposed Corporate Respondent. 

2. Proposed Respondents neither admit nor deny any of the allegations in the Complaint, except 

as specifically stated in the Decision and Order. Only for purposes of this action, Proposed 

Respondents admit the facts necessary to establish jurisdiction.

3. Proposed Respondents waive:

a. Any further procedural steps;

b. The requirement that the Commission’s Decision contain a statement of findings of fact 

and conclusions of law; and 

c. All rights to seek judicial review or otherwise to challenge or contest the validity of the 

Decision and Order issued pursuant to this Consent Agreement.
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4. This Consent Agreement will not become part of the public record of the proceeding unless 

and until it is accepted by the Commission. If the Commission accepts this Consent Agreement, 

it, together with the draft Complaint, will be placed on the public record for 30 days and 

information about them publicly released. Acceptance does not constitute final approval, but it 

serves as the basis for further actions leading to final disposition of the matter. Thereafter, the 

Commission may either withdraw its acceptance of this Consent Agreement and so notify each 

Proposed Respondent, in which event the Commission will take such action as it may consider 

appropriate, or issue and serve its Complaint (in such form as the circumstances may require) 

and decision in disposition of the proceeding, which may include an Order. See Section 2.34 of 

the Commission’s Rules, 16 C.F.R. § 2.34 (“Rule 2.34”).

5. If this agreement is accepted by the Commission, and if such acceptance is not subsequently 

withdrawn by the Commission pursuant to Rule 2.34, the Commission may, without further 

notice to Proposed Respondents: (1) issue its Complaint corresponding in form and substance 

with the attached draft Complaint and its Decision and Order; and (2) make information about 

them public. Proposed Respondents agree that service of the Order may be effected by its 

publication on the Commission’s website (ftc.gov), at which time the Order will become final. 

See Rule 2.32(d). Proposed Respondents waive any rights they may have to any other manner of 

service. See Rule 4.4.

6. When final, the Decision and Order will have the same force and effect and may be altered, 

modified, or set aside in the same manner and within the same time provided by statute for other 

Commission orders.

7. The Complaint may be used in construing the terms of the Decision and Order. No 

agreement, understanding, representation, or interpretation not contained in the Decision and 

Order or in this Consent Agreement may be used to vary or contradict the terms of the Decision 

and Order.

8. Each Proposed Respondent agrees to comply with the terms of the proposed Decision and 

Order from the date that Proposed Respondent signs this Consent Agreement. Proposed 

Respondents understand that they may be liable for civil penalties and other relief for each 

violation of the Decision and Order after it becomes final.
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URTHBOX, INC.

By: _

Behnam Behrouzi

CEO of UrthBox, Inc.

Date: 

FEDERAL TRADE COMMISSION

By: _

Sarah Schroeder, Attorney

Roberta Tonelli, Attorney

Kerry O’Brien, Assistant Director 

Western Region-San Francisco

Date: 

BEHNAM BEHROUZI

By: _

Behnam Behrouzi, individually and as 

an officer of UrthBox, Inc.

Date: 

APPROVED:

Thomas N. Dahdouh

Regional Director 

Western Region

Kevin Woods, Esq. 

White & Woods PC

Attorney for Proposed Respondents

Date: 

Andrew Smith 

Director

Bureau of Consumer Protection

Date: