Terms of Use Agreement

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Effective Date: July 18, 2025

Welcome to the websites and online services of Gin & Luck Inc. (“G&L,” “we,” or “us”). This Terms of Use Agreement (including the Privacy Policy applicable to your use of the Services, this “Agreement”) is a legal contract between G&L and yourself (referenced herein with “you” or with “your”), which governs your use of and/or access to our Services (defined below).

This Agreement applies to all persons and entities who visit, use or access any of the Services (“Users”). By accessing or using the Services, you signify that you have read, understood and agree to be bound by the terms and conditions of this Agreement, whether or not you are a registered user, partner, or customer of the Services. If you are accepting on behalf of your employer or another entity, you represent and warrant that you have full legal authority to enter into this Agreement on behalf of such employer or other entity and are able to bind such employer or other entity to the terms and conditions of this Agreement.

We reserve the right to amend this Agreement (including the Privacy Policy) at any time by notifying you as provided in this Agreement. Your continued use of the Services after any such change constitutes your acceptance of the revised Terms of Use (your “Continued Use”). If you do not agree to any of the terms of this Agreement, you are not permitted to use or access (or continue to access), the Services at any time.

As set forth in this Agreement, certain features of the Services may have their own specific terms and conditions that you agree to when you sign up for that particular product, function, or service.

Which Websites are Covered by this Agreement?

As of the Effective Date stated above, the websites covered by this Agreement include fashioned.deathandcompany.com and deathandcompany.com/citi, our mobile applications, and any additional websites or applications G&L may develop from time to time (all of the above, collectively, the “Websites”). The terms of service that apply to you depend on your status as a Rights Licensee or Rights Licensor.

Which Services are Covered by this Agreement?

This Agreement applies to your interactions with G&L through the following mechanisms, which are collectively referred to as the “Services”:

The Websites.
Email, SMS, chat or other method of electronic or online communication.

SECTION 13 OF THIS AGREEMENT INCLUDES A MANDATORY AGREEMENT TO ARBITRATE, WHICH MEANS THAT YOU AGREE TO SUBMIT ANY DISPUTE RELATED TO YOUR USE OF ANY OF THE SERVICES TO BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEED IN COURT UNLESS YOU VALIDLY ELECT TO OPT OUT OF SUCH PROVISION. THE DISPUTES/ARBITRATION PROVISION ALSO INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ANY DISPUTE INDIVIDUALLY AND NOT AS PART OF A CLASS ACTION. YOUR CONTINUED USE OF THE WEBSITES SHALL SIGNIFY THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.

1. USE OF THE SERVICES

By using the Services, you acknowledge that we do not have control over the quality, accuracy, completeness, veracity, or legality of content provided by third parties. In addition, you acknowledge that we do not have control over the integrity, responsibility or actions of Rights Licensees or Rights Licensors.

A. Eligibility

You must be at least eighteen (18) years of age or the age of majority in the jurisdiction in which you reside to use the Services, so that you can form a binding contract with G&L. If you are under the age of eighteen (18) or the age of majority, and you are permitted to work in the jurisdiction in which you reside, you represent that a parent or legal guardian has reviewed and agrees to this Agreement on your behalf. You may not use the Services if your use of the Services has been previously terminated or suspended by G&L, unless we have provided you with specific written authorization to re-use the Services.

B. Contact with You by Telephone or SMS

When using specific Services, we may ask for your consent to contact you by telephone, including by SMS. By granting such consent, you authorize G&L to contact you by telephone at the number(s) you have provided and acknowledge that G&L may do so using an automatic telephone dialing system or an artificial or prerecorded voice (to the extent permitted by the laws of the jurisdiction where you reside).

You may revoke consent to be contacted by telephone by emailing [email protected] and including the wording “Revocation of Telephone Consent” in the subject line. To stop receiving SMS messages from G&L, you may reply “STOP” to any SMS message you receive. Consent to being contacted by telephone is not required as a condition of using the Services or of purchasing any other property, goods, or services from G&L.

You agree that we may, but are not obligated to, monitor or record any of your telephone conversations with us for quality control purposes, for training our employees and for our own protection. You acknowledge that not all telephone lines or calls are recorded by us and that we do not guarantee that recordings of any particular telephone calls will be retained or are capable of being retrieved.

C. Contact with You by Email

By providing G&L your email address, you consent to our using the email address to send you Service-related and other non-commercial notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address to send you other messages, such as changes to features of the Service and special offers (to the extent permitted by the laws of the jurisdiction where you reside). If you have consented to receive email job alerts or marketing communications from us, we will send you such communications until you opt-out. If you do not want to receive job alert emails and/or marketing communications from us, you may opt-out or change your preferences in your account page or by following the opt-out and/or unsubscribe instructions in the email message, or by requesting to be opted-out by emailing: [email protected]. Please note that opting out may prevent you from receiving email messages regarding updates, improvements, or offers.

Please note, that while you can opt-out of marketing messages and email job alerts, you cannot opt-out of service-related communications, including those related to security, legal notices, your account, your use of our Services, billing, and other transactional purposes unless you deactivate your account and stop using our Services.

D. User Accounts

The information in this section applies to all user accounts. If you sign up and/or create an account with G&L, you may control your profile information and how you interact with the Services by changing the settings on your settings page. When creating your account or uploading information to the Services through your account, you represent and warrant that you will provide accurate and complete information. You are solely responsible for the activity that occurs under your account. You are expected to use “strong” passwords (passwords that use a combination of upper and lowercase letters, numbers and symbols) with your account.

You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You understand and agree that your account is personal to you and you agree not to provide any other person with access to the Services using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You understand that even if you notify us, you will be totally responsible for all activities that occur under your account. You also agree to ensure that you logout from your account at the end of each session. You are responsible for any password misuse or any unauthorized access.

We reserve the right at any time and from time to time, to disable or terminate your account, any username, password, or other identifier, whether chosen by you or provided by us, in our sole discretion for any or no reason, including any violation of any provision of these Terms of Use.

By connecting to the Services using a third-party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service. For example, if you access the Services through a social networking site, you agree that G&L can access, store, and make available on the Services, any information and data that you provide in your applicable social networking site account such that the same information is available in your G&L account. You agree that we are not liable for any personal data that is made available to us in violation of your privacy settings with the applicable social networking site.

G&L may suspend or terminate your account and/or your access to the Services, or any portion of the Services at any time without notice to you, for any reason, including if in our sole discretion we determine that you have violated the terms of this Agreement (including in accordance with Section 1(e) and/or 6(f) below). Upon any such termination, all the provisions of this Agreement shall continue to survive except for any provisions that grant you access to any of the Services. You agree that we will have no liability to you for any termination or suspension of your access to the Services or your account, or the deletion of information contained within such account.

E. General Rules for Use of Services

You must be 21 or older to use the Services. If you are under 21, please cease using the Services immediately.

You agree not to engage in any of the following prohibited activities: (i) copying, distributing, disclosing, or creating derivative works of any part of the Services, including any content distributed through or on the Websites, in any medium, including without limitation by any automated or non-automated “scraping;” (ii) using any automated system, including without limitation “robots;” “spiders,” “offline readers,” etc., to access the Services in a manner that sends more request messages to the G&L servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that G&L grants the operators of public search engines revocable permission to use spiders to copy materials from fashioned.deathandcompany.com for the sole purpose of, and solely to the extent necessary for, creating publicly available searchable indices of the materials, but not caches or archives of such materials); (iii) transmitting spam, chain letters, or other unsolicited communications; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Services; (v) taking any action that imposes, or may impose, as determined in our sole discretion, an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Services; (vii) collecting or harvesting any personally identifiable information from the Services, except as expressly permitted by certain features of the Services; (viii) using the Services for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Services; (xi) accessing any content on the Services through any technology or means other than those provided or authorized by the Services; (xii) bypassing the measures we may use to prevent or restrict access to the Services, including without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content therein; (xiii) disclosing or sharing login credentials; (xiv) reverse engineering or decompiling any parts of the Services; (xv) frame or link to any information or content on the Services; (xvi) post or submit any inaccurate, incomplete, or false biographical information or another person’s information; or (xvi) post or submit any material that is unlawful, illegal, defamatory, offensive, discriminatory, threatening, or obscene as determined by G&L in its sole discretion.

We may, without prior notice, change any aspect of the Services; stop providing the Services or features of the Services; or create usage limits for the Services (for paid products and services). If any such change, cessation or limitation of the Services materially and adversely affects you, then you may terminate the Services on written notice to us. In the event of such termination, you will receive a pro-rata refund of any pre-paid fees pertaining to Services paid for, but not provided, for the balance of the applicable term of your then-current subscription plan. We may permanently or temporarily limit, condition, terminate or suspend your access to the Services or any features thereof, including if in our sole reasonable determination you breach or violate any provision of this Agreement, commit fraud or other abuse using the Services.

You are solely responsible for your interactions with other G&L Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. G&L shall have no liability for your interactions with other Users, or for any User's action or inaction. G&L shall have no obligation to you to enforce this Agreement against any other User.

2. USER CONTENT AND USERS

A. Posting or Viewing User Content

The Services may allow Users to post and/or provide content that may be viewable by other Users, including, but not limited to, creative content, designs, and messaging and communications content (“User Content”).

User Content is the sole responsibility of the person or entity that posted, provided or published the User Content. You shall be solely responsible for your User Content and the consequences of posting, providing or publishing it.

B. Prohibited Types of User Content

The following list is intended to be illustrative of the types of User Content that are prohibited, but this is not an exhaustive list: You agree not to post or provide User Content that (i) may create a risk of harm to any person or property; (ii) provides instructional information about illegal activities; (iii) involves the transmission of junk or unsolicited mail or other communications, ‘phishing’ or ‘scamming’; (iv) provides links to material that is illegal or offensive, or targets or solicits personal information from anyone under the age of 18; (v) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, sexist, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable; (vi) contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets); (vii) contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships; (viii) contains any information or content that is false, misleading, or otherwise deceptive; or (ix) violates the Intellectual Property Rights (as defined below) or rights of privacy of any third party. For the purposes of this Agreement, “Intellectual Property Rights” means patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights, and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

C. No Warranties or Obligations

You agree that G&L makes no representations, warranties, promises, or guarantees regarding any content provided or generated by third parties, including, without limitation, User Content. You further agree that G&L acts as a passive conduit for the distribution, provision, and publication of User Content, and has no obligation to screen or verify the accuracy, legality, legitimacy, truthfulness, or completeness of User Content, and accordingly, you accept that G&L is not responsible and has no liability for User Content. You understand that you may be exposed to User Content that is inaccurate, incomplete, illegal, misleading, false, offensive, constitutes spam, or is otherwise unsuited to your purpose, and you accept that it is your responsibility to verify the quality, accuracy, truthfulness, legality or reliability of User Content, including, without limitation, the content of messages. Your reliance on any User Content is at your own risk.

Notwithstanding the foregoing, although G&L has no obligation to screen User Content, to the extent that G&L becomes or is made aware of User Content that may or does (i) violate the terms of this Agreement or any other Agreement you have with G&L, or (ii) violate any law or regulation, or (iii) violate the rights of third parties, or (iv) create liability for G&L or otherwise negatively impact G&L, G&L reserves the right to reject and/or remove such User Content, and suspend and/or terminate any User account associated with such User Content.

D. User Content and the U.S. Communications Decency Act

Please note Section 230 of the U.S. Communications Decency Act (“CDA”) (and the equivalent or similar laws in your jurisdiction) is intended to exclude or limit the liability of online service providers such as G&L, when such online service providers provide or make available access to third-party user generated content (see § 230 (c)(1) which states: No provider or user of an interactive computer service shall be treated as the publisher or speaker of any information provided by another information content provider).

The decision by G&L to remove or not post or distribute any User Content, does not by itself amount to participation in the creation of such User Content and, accordingly, does not constitute a waiver of the immunity afforded by the CDA. Additionally, § 230 (c)(2) of the CDA specifically provides: “No provider or user of an interactive computer service shall be held liable on account of (A) any action voluntarily taken in good faith to restrict access to or availability of material that the provider or user considers to be obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable whether or not such material is constitutionally protected . . . .”

E. User Interactions and Assumption of Risk

You understand and agree that G&L does not, and cannot, confirm that each User is who he/she/they claim to be. We are not responsible for authenticating Users and therefore it is your responsibility to conduct the appropriate due diligence before communicating or interacting with other Users. You assume all risks associated with Users with whom you come into contact. If you have any disputes or issues with any User you agree to pursue any remedies directly with the applicable User and you release G&L, its subsidiaries, and their respective employees, directors and agents from all claims, demands and damages of every kind (actual, consequential, direct, and indirect) known and unknown, suspected and unsuspected, disclosed and undisclosed, to the fullest extent permitted by law.

F. Content Disclosure

G&L reserves the right to disclose User Content and any information related to the provider of such User Content, to third parties in connection with the operation and provision of the Services, to enforce the terms of any agreement that we have with you, to comply with legal obligations and requests from governmental authorities, law enforcement agencies, court orders, subpoenas, etc., and to protect the interests of G&L where necessary. For the avoidance of doubt, you agree that we have the right to disclose your identity to a third party who is claiming that any User Content you posted, provided or uploaded is fraudulent, false, or misleading or constitutes a violation of the law, or a violation of their intellectual property or ownership rights, or of their right to privacy.

3. USER CONTENT LICENSE GRANT

By posting, submitting, providing and/or otherwise making available any User Content, you expressly grant, and represent that you have a right to grant, to G&L, a royalty-free, fully paid, sublicensable (through multiple layers of sublicensees), perpetual, transferable, non-exclusive, worldwide license to use, sell, reproduce, adapt, translate, sublicense, publicly perform, publicly display, and make derivative works from and otherwise exploit, all such User Content in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for the purposes of posting such User Content on the G&L websites, distributing such User Content through the G&L distribution and publishing network, and promoting G&L and the Services. This license continues even if you stop using the Services.

If you provide User Content, you acknowledge and agree that G&L has no obligation, and may be unable, to remove your User Content (including any logos and/or trademarks contained therein) once they have been (i) distributed via the G&L distribution and publisher network, (ii) used in subsequent User Content of other Users or in any other content published by or through G&L, or (iii) distributed on websites and in emails or texts, or (iv) incorporated into fixed media displays of G&L or any third party, and in each case (i) to (iv) above, the license grant from you above will be perpetual and irrevocable for such uses. To the extent your User Content is a trademark, trade name, service mark or service name protected by law, the foregoing license also extends to the use by G&L to identify you as a User of the Services in any promotional and marketing materials to promote G&L and the Services. Further, to the extent you have given G&L the right to access certain User Content that is present on another website or service you own or control, you give G&L the right to scrape such website as required to retrieve such User Content for use on the Services as contemplated in the license grants above, notwithstanding any prohibition on scraping set forth in the terms of use or other contractual terms governing such website.

You represent and warrant that you have the rights, power and authority necessary to grant the rights described in this section to User Content that you submit, provide, make available or post, via the Services, that the use by G&L of your User Content will not violate any law or infringe the rights of any third party, and that your User Content and any other information that you provide to us is legal, complete, legitimate, truthful and accurate.

4. MOBILE SOFTWARE

We may make available software to access the Services via a mobile or tablet device, now or in the future (“Mobile Software”). To use the Mobile Software, you must have a mobile device that is compatible with the Mobile Software. G&L does not warrant that the Mobile Software will be compatible with your mobile device. G&L hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one G&L account on mobile devices owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You acknowledge that G&L may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and G&L or its third-party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. G&L reserves all rights not expressly granted under this Agreement.

If the Mobile Software is being acquired on behalf of the United States Government, then the following provision applies: use, duplication, or disclosure of the Mobile Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable. The Mobile Software originates in the United States and is subject to United States export laws and regulations. The Mobile Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Software may be subject to the import and export laws of other countries. You agree to comply with all applicable laws related to use of the Mobile Software and the Services.

You acknowledge you understand that additional terms may be applicable to the Mobile Software where you download the Mobile Software from an application store (“Additional Terms”) such as, without limitation, the Apple Application Store, the Amazon Application Store or Google Play. You further acknowledge that, through your Continued Use, you represent and warrant that you have read and are in compliance with those Additional Terms that apply to your use of the Mobile Software.

5. OUR PROPRIETARY RIGHTS

This Agreement provides only a limited license to access and use the Services in accordance with the terms of this Agreement. Accordingly, you hereby agree that G&L transfers no ownership or intellectual property interest or title in and to the Services or any materials used in connection with the Services, including, without limitation, software, (including source code), programs, products, information, documentation, images, text, graphics, user interfaces, visual interfaces, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, User Content of other Users, and content (the, “G&L Content”). All such G&L Content as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through the Services (except for Feedback (as such term is defined below)) are exclusively owned, controlled, and/or licensed by G&L or its members, parent(s) licensors, or affiliates. G&L, the G&L logo, and all other marks are proprietary trademarks of G&L or its affiliates and any use of such marks, including, without limitation, as domain names, account identifiers, or in connection with any search engine optimization practice(s), without the prior written permission of G&L is hereby strictly prohibited. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under, any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Services. Use of the G&L Content or materials on the Services for any purpose not expressly permitted by this Agreement is strictly prohibited.

If you participate in any evaluation regarding the Services or otherwise provide G&L suggestions, comments, ideas, opinions, recommendations for the modification, correction, improvement, or enhancement of the Services, or other feedback regarding the Services (collectively, “Feedback”), such Feedback will be deemed to include a royalty-free, perpetual, irrevocable, transferable, sublicensable, and non-exclusive right and license for G&L to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works of, and display (in whole or in part) worldwide, or act on any such Feedback without additional approval or consideration in any form, media, or technology now known or later developed for the full term of any rights that may exist in such content, and you hereby waive any claim to the contrary. To the extent permitted by applicable law, you waive any moral rights and irrevocably consent to any acts that would otherwise infringe your moral rights, in your Feedback. You agree not to provide any Feedback that is false or misleading or that breaches any agreement you have with a third party.

6. FREE TRIALS AND PAID SERVICES

EXCEPT AS OTHERWISE PROVIDED IN A WRITTEN AGREEMENT BETWEEN YOU AND G&L, THE FOLLOWING TERMS WILL APPLY TO USERS USING PAID SERVICES.

A. Billing Policies

Certain aspects of the Services may be provided for a fee. If you elect to use a paid feature of the Services, you agree to the pricing and payment terms for the applicable Services, as we may update them from time to time. Any recurring charges are billed in advance of service. G&L may (1) add new services and products for additional fees and charges, at any time in its sole discretion, or (2) amend fees and charges for existing services, at any time in its sole discretion upon notice. Cancellation requests should be made in accordance with Section 6(E)(iv) below.

We may also provide certain products or services via our third-party partners, and you agree that your use of such third-party products or services is subject to the contractual (including payment) terms presented by such third parties should you wish to use their services. You further agree that G&L has no responsibility for such third-party services and your use of such services is entirely at your own risk. Any change to the fees for paid services shall become effective in the billing cycle following notice of such change to you.

B. No Refunds for Paid Services

You may cancel your subscription to paid services at any time, pursuant to Section 6(e) below, and you accept that you will not receive a refund of pre-paid fees for such cancellation, except where otherwise set out in this Agreement. In the event that G&L suspends, limits, conditions, or terminates your access to the Services and/or your account due to your material breach of this Agreement or any other agreement that you have with G&L, you understand and accept that you will not receive a refund for any unused time with respect to fees that you have pre-paid for a subscription plan, product or service, and to the extent that you have not paid the applicable fees, you will remain liable to pay G&L the entire fees due for the subscription, product or service, as applicable.

C. Payment Information; Taxes; Delinquent Payments

All information that you provide in connection with a monetary transaction must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction at the prices in effect when such charges are incurred. You will also pay any applicable taxes relating to such transactions. If at any time G&L is required by a taxing authority to pay any taxes not previously collected from you, you will promptly submit such taxes (including applicable penalties and interest, if any) to G&L upon written notice.

If you elect to add additional paid services or products to your selected subscription or upgrade your subscription, we will invoice you for such services, products and upgrades, and/or charge your credit or debit card (or other payment method) accordingly.

Delinquent payments may bear interest at the rate of one-and-one-half percent (1.5%) per month (eighteen percent (18%) per annum) or the highest rate permitted by law, if less, from the payment due date until paid in full. You will be responsible for all reasonable expenses (including legal fees and expenses) incurred by G&L in collecting delinquent amounts, except where the delinquent amounts are due to billing inaccuracies. In addition, if you are late in payment of any fees, we reserve the right to either (i) immediately suspend or terminate your access to the applicable Services without notice, and in the event of any such suspension or termination, you will remain responsible for the entire amount of fees owing for such Services; or (ii) bill your credit/debit card on file with us under this or any other agreement. Unless your subscription plan is terminated timely and correctly, you will continue to accrue charges even if you don’t use the subscribed Services.

D. Credit and Debit Cards

In the event that you pay for any Services using a credit card or debit card, you authorize G&L to charge your credit or debit card (or other acceptable payment method that you have chosen from those offered) (“Payment Method”), for the applicable fees for the duration of the applicable term of your selected subscription plan or other paid service or product, together with any applicable sales, use, excise, goods and services tax (GST), consumption or other similar tax applicable to the Services. You represent that you are authorized to use the Payment Method on your company’s behalf, and you agree to accept an electronic record of a receipt. If at any time your Payment Method will not accept the charge for fees due, you agree that G&L may suspend or terminate your access to the applicable Services and that you will continue to remain liable for the full payment for such Services even after your access to the Services has been terminated or suspended. By providing any Payment Method, you agree that applicable credit card, debit card and billing information may be shared with third parties such as payment processors and credit agencies, and/or collection agencies for the purposes of checking your credit, effecting payment, collecting payments and late fees if applicable, and for providing the applicable Services to you or in order to enforce our agreement with you. We may also share this information with law enforcement authorities and in response to subpoenas, court orders, and search warrants.

E. Free Trials and Subscription Services

EXCEPT AS OTHERWISE PROVIDED IN A WRITTEN AGREEMENT BETWEEN YOU AND G&L, OR BETWEEN YOU AND ONE OF OUR THIRD-PARTY PARTNERS, YOU ACKNOWLEDGE AND AGREE THAT YOUR SUBSCRIPTION TO THE PAID SERVICES WILL AUTOMATICALLY RENEW UNLESS YOU CANCEL IT OR WE SUSPEND OR TERMINATE IT IN ACCORDANCE WITH THESE TERMS.

(i) Free Trial. If you have been offered a free trial to the Services (“Free Trial”), you may be required to: (a) select a desired subscription plan (“Subscription Plan”), and (b) provide valid credit card/debit card and billing information. Your credit/debit card will not be charged until the expiration of the Free Trial. If you don’t cancel prior to the end of the Free Trial term, we will automatically charge your debit/credit card for the first thirty (30) days (if you are on a monthly Subscription Plan) or the first year (if you chose an annual Subscription Plan) or other applicable recurring period depending on the selected Subscription Plan (“Initial Plan Term”). We will continue to charge your debit/credit card at the beginning of the applicable renewal period following the Initial Plan Term unless you notify G&L that you do not wish to renew prior to the end of the Initial Plan Term.

(ii) Free Trial Cancellation. You can cancel at any time during the Free Trial by sending us an email at [email protected]. If you wish to cancel online, follow the instructions on the website to cancel your free trial immediately. It is your responsibility to timely cancel your Free Trial prior to the expiration of the term of the Free Trial to avoid any unwanted charges. Once your Free Trial is cancelled, you will lose access to User Content and other features of the applicable Subscription Plan.

(iii) Subscription Plans and Renewals. Subscription Plans will automatically renew for recurring periods depending on the duration of your selected Subscription Plan (e.g., monthly, annually, etc.), and, as authorized by you by agreeing to the automatic renewal of your Subscription Plan during the sign-up process, unless you notify G&L of any changes or requests not to renew (i.e., to cancel), prior to the end of the Initial Plan Term (each, a “Renewal Plan Term”) or each Renewal Plan Term. Cancellation requests should be made in accordance with the instructions provided on the applicable G&L website or in accordance with Section 6(e)(iv) below. At the time of the automatic renewal, the applicable subscription or other fees will be charged to the Payment Method provided and/or associated with your account, or you will be invoiced for payment.

(iv) Subscription Plan Cancellation. For paid Subscription Plans, you may cancel at any time effective at the end of the Initial Plan Term or any Renewal Plan Term by sending us an email at [email protected], and one of our representatives will contact you. Make sure you cancel prior to your next billing renewal date to avoid any unwanted charges. Your account will be cancelled effective on your next billing date. Once your account is cancelled you will lose access to all content and features under your selected Subscription Plan. You agree and accept that you will not receive any refund of prepaid fees if you request a cancellation and that the cancellation request shall become effective at the end of the Initial Plan Term or Renewal Plan Term in which the cancellation notice is received by G&L.

F. Suspension or Termination

(i) Suspension or Termination for Cause. G&L may suspend or terminate your access to the Services and/or this Agreement in the following instances: (I) if you breach this Agreement and cannot correct the breach within that period required by G&L if the breach is capable of cure; (II) immediately, if you fail to pay any monies owed to G&L for paid services; (III) immediately if you become the subject of a bankruptcy, insolvency, receivership, liquidation, assignment for the benefit of creditors or similar proceeding; (IV) immediately in the event of violations of this Agreement; (V) for any abuse, inappropriate behavior, or other conduct (including posting inaccurate, false, misleading, or infringing content), which in our sole discretion adversely affects or has the potential to affect us, our employees or Users of our Services; (VI) immediately if you send excessive, disruptive, deceptive, dishonest, or abusive communications to another User by mail, email, text, phone, or other mode of communication (as may be determined in G&L’s sole discretion), regardless if such communication takes place on or off the Services; or (VII) immediately if you in any way disclose, transfer, or sell any Personal Data (as defined below) from or within a User’s profile to a third party. In the event of any suspension of your access to the Services and/or termination of this Agreement or any other agreement you have with G&L (other than a termination for convenience by G&L), you remain responsible for the entire amount of the fees (pre-paid and/or due) and you will not receive a refund of any pre-paid fees, for the applicable Services. G&L may also suspend your access to the Services without penalty and without notice, in the event of a suspected violation of this Agreement. In the event your access to the Services is terminated for cause in accordance with clauses (V), (VI), or (VII) above, you shall further be prohibited from signing up for or using any other User account, free trial, or paid service on the Services.

(ii) Suspension or Termination for Convenience. G&L can terminate your access to the Services and/or this Agreement for convenience via email notification to you and, in the event of such termination for convenience, you will receive a pro-rata refund of any pre-paid fees pertaining to Services that will not be provided as a result of the termination.

(iii) Your Termination Rights. You may terminate this Agreement if G&L materially breaches this Agreement and does not cure the breach within ten (10) days after receipt of written notice from you, which notice must be emailed to: [email protected] . Pre-paid fees are non-refundable, except in the case of an uncured material breach by G&L (and in the absence of any contributory act and/or omission to act by you), in which case you will receive a pro-rata refund of any pre-paid fees pertaining to Services paid for, but not provided, for the balance of the applicable term of your then-current Subscription Plan.

7. PRIVACY AND SECURITY

Please refer to our Privacy Policy for information regarding how we collect, process, share and store your Personal Data. For the purposes of this Agreement, “Personal Data” means any information or pieces of information that could identify a natural person either directly (e.g. your name, email address, phone number) or indirectly (e.g. through pseudonymized data, such as a unique ID number). For the avoidance of doubt, Personal Data includes, without limitation, email/home addresses, usernames, profile pictures, personal preferences, financial information, health information and unique numerical identifiers like a computer’s IP address.

Unfortunately, the transmission of information over the Internet is not completely secure and we cannot, therefore, guarantee that unauthorized third parties will never be able to defeat our security measures or use your Personal Data for improper purposes. You acknowledge that you provide your Personal Data at your own risk. Any actual or attempted use of the Services by you in violation of this Agreement may result in criminal and/or civil prosecution, including, without limitation, punishment under the Computer Fraud and Abuse Act of 1986 under U.S. federal law. G&L reserves the right in its sole discretion to review, monitor, and/or record any information relating to your use of the Services without any prior notice to or permission from you, including, without limitation, by archiving content and/or communications submitted to and/or sent by you through the Services.

8. INFRINGING CONTENT

A. DMCA Notice Procedure (Copyrights)

It is the policy of G&L to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”).

If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Services, please notify the G&L copyright agent as set forth below. For your complaint to be valid under the DMCA, you must provide the following information in writing:

an electronic or physical signature of a person authorized to act on behalf of the copyright owner;
identification of the copyrighted work that you claim has been infringed;
identification of the material that is claimed to be infringing and inclusion of a link (where available) to the location of the material on the Services;
information reasonably sufficient to permit G&L to contact you, such as your address, telephone number, and e-mail address;
a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
a statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.

FAILURE TO INCLUDE ALL OF THE ABOVE INFORMATION, ESPECIALLY SPECIFIC URLS WHERE CONTENT MAY BE FOUND WILL RESULT IN A DELAY IN THE PROCESSING OF YOUR DMCA NOTIFICATION AND MAY RESULT IN YOU HAVING TO REPEAT SOME OR ALL OF THE ABOVE PROCESS. G&L WILL NOT TAKE RESPONSIVE ACTION TO REMOVE CONTENT UNTIL ALL OF THE NECESSARY INFORMATION IS PROVIDED.

The above information must be submitted to the following DMCA Agent:

Attn: DMCA Agent
G&L Inc.
3756 W. Avenue 40

Suite K #278

Los Angeles, CA 90065

Email: [email protected]

UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Copyright Counter-Notices. If content you posted on the site was removed due to a claim(s) of copyright infringement and you would like to dispute that removal, the process for counter-notifications is governed by Section 512(g) of the DMCA:

To file a counter-notification with us, you must provide a written communication that sets forth the items specified below.
Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. Please also be advised that we enforce a policy that provides for the termination in appropriate circumstances of users (and removal of content from users) who are infringers. Accordingly, if you are not sure whether certain material infringes the copyrights of others, we suggest that you first contact an attorney.

General. In accordance with the DMCA and other applicable law, G&L has adopted a policy of terminating, in appropriate circumstances, the accounts of Users who are deemed to be repeat infringers. G&L may also at its sole discretion limit access to the Services and/or terminate the accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

B. Other Infringing Content (Trademarks)

If you believe in good faith that any content on the Services is illegal or infringes your or a third party's intellectual property right or you wish to make us aware of any other illegal or infringing acts which relate to the Services, you can contact us via email at: [email protected]. Any notice to us must contain: (a) a detailed description of the infringing or illegal material or activity including why it is infringing or illegal; (b) a detailed description specifying the location of the material that you claim is infringing or illegal (if applicable); and (c) your name, address, telephone number and e-mail address.

9. THIRD-PARTY LINKS AND SERVICES

The Services may contain links to third-party websites, advertisers, products, services, or other events or activities that are not owned or controlled by G&L (each, a “Third-Party”). G&L does not endorse or assume any responsibility for any such Third-Party sites, information, materials, products, or services. If you access a Third-Party website from the Services or use a Third-Party service, you do so at your own risk, and you understand that this Agreement (including, without limitation, the G&L Privacy Policy) does not apply to your use of such Third-Party sites or services. You expressly relieve G&L from any and all liability arising from your use of any Third-Party website, service, or content. Additionally, your dealings with or participation in promotions of advertisers found on the Services, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that G&L shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.

10. INDEMNITY

To the maximum extent permitted by applicable law, you agree to defend, indemnify and hold harmless G&L and its subsidiaries, and their respective directors, officers, employees, agents, successors and assigns, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to all reasonable legal fees and expenses) arising from: (i) your use of and access to the Services, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement and any other agreement that you have with G&L, including without limitation your breach of any of the representations and warranties herein; (iii) your violation of any third-party rights, including without limitation any right of privacy or intellectual property rights; (iv) your violation of any applicable law, rule or regulation; (v) any claims or damages that arise as a result of your User Content; (vi) any other party's access and use of the Services with your account or log-in information; or (vii) your intentional or willful misconduct or negligence.

11. NO WARRANTY

A. Disclaimer of Warranties

NOTHING IN THIS AGREEMENT SEEKS TO EXCLUDE ANY CONDITION, WARRANTY OR GUARANTEE THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, G&L DOES NOT GUARANTEE ANY RESULTS FROM USING THE SERVICES. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES ARE AT YOUR OWN OPTION AND RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES, GUARANTEES, CONDITIONS OR TERMS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PURPOSE OR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER IMPLIED WARRANTY UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AS ENACTED BY ANY STATE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM G&L, ITS EMPLOYEES, OR AGENTS, OR THROUGH THE SERVICES, IS INTENDED AS LEGAL ADVICE AND NO SUCH ADVICE OR INFORMATION SHALL CONTAIN OR CREATE ANY WARRANTY, GUARANTEE, TERM OR CONDITION NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT (I) ANY CONTENT PROVIDED ON OR THROUGH THE SERVICES IS ACCURATE, LEGALLY COMPLIANT, UP-TO-DATE, RELIABLE OR CORRECT; (II) THE SERVICES WILL MEET YOUR REQUIREMENTS; (III) THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, OR WILL BE UNINTERRUPTED OR SECURE; (IV) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (V) THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED OR AVAILABLE AT YOUR OWN OPTION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA OR ANY OTHER TYPE OF LOSS THAT RESULTS FROM SUCH CONTENT OR YOUR USE OF THE SERVICES.

IF ANY SUCH WARRANTY OR GUARANTEE CANNOT BE EXCLUDED UNDER APPLICABLE LAW, THEN TO THE EXTENT PERMITTED BY APPLICABLE LAW, G&L’S LIABILITY FOR BREACH OF ANY SUCH WARRANTY OR GUARANTEE IS LIMITED (AT G&L’S OPTION) AS FOLLOWS: (A) FOR GOODS, THE REPAIR OR REPLACEMENT OF SUCH GOODS, THE SUPPLY OF EQUIVALENT GOODS OR PAYMENT OF THE COST OF THE REPAIR OR REPLACEMENT OF SUCH GOODS OR SUPPLY OF EQUIVALENT GOODS; OR (B) FOR SERVICES, THE RESUPPLY OF SUCH SERVICES OR PAYMENT OF THE COST OF THE RESUPPLY OF SUCH SERVICES.

B. Universal Disclaimer

G&L DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A USER OR THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND G&L WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND A USER OR THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

G&L DOES NOT WARRANT THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR APPLICABLE LAWS OR REGULATIONS.

12. LIMITATION OF LIABILITY

(A) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE EXPRESSLY STATED IN THIS AGREEMENT, IN NO EVENT SHALL G&L, ITS SUBSIDIARIES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSOR AND ASSIGNS, BE LIABLE TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), FOR BREACH OF STATUTORY DUTY, OR OTHERWISE FOR ANY (I) INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, TREBLE DAMAGES OR LOSSES, OR ANY OTHER LOSS OR DAMAGE THAT DOES NOT ARISE NATURALLY AND ACCORDING TO THE USUAL COURSE OF THINGS FROM THE BREACH, ACT, OR OMISSION RELATING TO THIS AGREEMENT AND GIVING RISE TO THAT LOSS, WHETHER OR NOT SUCH LOSS MAY REASONABLY BE SUPPOSED TO HAVE BEEN IN THE CONTEMPLATION OF THE PARTIES AT THE TIME THEY ENTERED INTO THIS AGREEMENT AS A PROBABLE RESULT OF THE BREACH, ACT, OR OMISSION; OR (II) LOSS OF PROFITS, GOODWILL, USE, OR DATA THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICES. UNDER NO CIRCUMSTANCES WILL G&L BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

(B) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, G&L ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO, USE OF OR CONTINUED USE OF THE SERVICES; (III) UNAUTHORIZED ACCESS TO OR USE OF OUR SYSTEMS OR SERVERS AND/OR ANY PERSONAL INFORMATION STORED THEREIN; (IV) INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; (VI) ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; (VII) USER CONTENT OR (VIII) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER OR THIRD PARTY.

(C) IN NO EVENT SHALL G&L, ITS SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, SUCCESSORS AND ASSIGNS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO G&L IN THE 3 MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT THAT GAVE RISE TO THE CLAIM.

(D) THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, BREACH OF STATUTORY DUTY OR ANY OTHER BASIS AND EVEN IF G&L HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

13. AGREEMENT TO ARBITRATE

This Agreement contains an Arbitration provision, which will, with limited exception, require you to submit disputes you have against G&L to binding and final arbitration to the extent that the laws of the jurisdiction where you reside permit the inclusion of Arbitration provision in these Terms of Use. You will only be permitted to pursue claims against G&L on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding, and you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

If you are located in, are based in, have offices in, or do business in a jurisdiction in which this Section 13 is enforceable, the following mandatory arbitration provisions apply to you:

A. Binding Arbitration

This Section 13 is referred to in this Agreement as the “Agreement to Arbitrate.” Unless you opt-out pursuant to the opt-out procedures set forth below, you agree that any and all disputes or claims that have arisen or may arise between you and G&L or its affiliates, whether relating to the Services, this Agreement (including any alleged breach thereof), or otherwise (each a “Dispute”), shall be resolved exclusively through final and binding arbitration, rather than a court in accordance with the terms of this Agreement to Arbitrate. Your rights will be determined by a neutral arbitrator, not a judge or jury. YOU UNDERSTAND THAT ABSENT THIS AGREEMENT TO ARBITRATE, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.

A party who intends to seek arbitration must first send a written notice of the dispute to the other party (“Notice”), by certified mail or Federal Express (signature required) or, in the event that we do not have a physical address on file for you, by electronic mail. G&L’s address for Notice is: G&L Inc., 3756 W. Avenue 40, Suite K #278, Los Angeles, CA 90065, Attention: Legal Department.

The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or G&L may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or G&L shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.

Additional Applicable Requirements: The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”), including the AAA's Supplementary Procedures for Consumer-Related Disputes, each available at www.adr.org, or such other alternative dispute resolution body and arbitration rules that may be mutually agreed upon by you and G&L. Your arbitration fees and your share of arbitrator compensation shall be governed by such rules. Any arbitration hearings will take place at a location to be agreed upon in Los Angeles, California, provided that if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted (a) solely on the basis of documents submitted to the arbitrator; (b) submitted to the arbitrator; (b) through a non-appearance based telephonic hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except as otherwise provided in this Agreement, you and G&L may litigate in court to compel arbitration, stay proceeding pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator. All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all parties.

B. Restrictions

You and G&L agree that any arbitration shall be limited to the Dispute between G&L and you individually. To the full extent permitted by law, (1) no arbitration shall be joined with any other; (2) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (3) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

C. Exceptions to Informal Negotiations and Arbitration

You and G&L agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (1) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights belonging to you or G&L; (2) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (3) any claim for injunctive relief.

D. 30 Day Right to Opt Out of Arbitration

You have the right to opt-out and not be bound by the arbitration provisions set forth in this Section 13 by sending written notice of your decision to opt-out to the U.S. mailing address listed in Section 13A for the delivery of Notices to G&L. The notice must be sent to G&L within thirty (30) days of your registering to use the Services or agreeing to these terms, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.

14. GENERAL

A. Governing Law and Location

The Services are controlled and operated by G&L from within the United States of America. G&L makes no representations that the Services or the materials available via the Services, are appropriate or available for use in locations outside of the United States. Those who choose to access the Services from other locations do so on their own initiative and are responsible for compliance with all applicable laws of the United States of America as well as local laws, if and to the extent local laws are applicable.

Unless otherwise required by a mandatory law, this Agreement and any Disputes shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. An arbitrator shall not be bound by rulings in prior arbitrations involving different Users but is bound by rulings in prior arbitrations involving the same User to the extent required by applicable law. Except as otherwise expressly provided in this Agreement, all arbitration and other litigation in a court of competent jurisdiction of any dispute between you and G&L related to this Agreement shall be located in Los Angeles, California.

You may not use the Services if you are a resident of a country embargoed by the United States government or are a foreign person or entity blocked or denied by the United States government.

B. Assignment

This Agreement shall be personal to you and you may not assign, transfer, sublet, lease or delegate all or any of your rights and obligations, without the prior written consent of the General Counsel of G&L or his/her designee. G&L can assign this Agreement or delegate its obligations without restriction other than as required under applicable law.

C. Relationship of the Parties

Nothing in this Agreement shall be construed as making either party the partner, joint venturer, employer, contractor, or employee of the other. Neither party shall have or hold itself out to any third party as having any authority to make any statements, representations, or commitments of any kind, or to take any action, that shall be binding on the other, except as provided for herein or authorized in writing by the party to be bound.

Except as set out in this Agreement, only you and G&L may enforce this Agreement as this contract is between you and G&L; no other party shall be entitled to enforce the terms of this Agreement.

D. Notification Procedures

G&L may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through conspicuous posting of such notice on our websites, as determined by G&L in its sole discretion. G&L reserves the right to determine the form and means of providing notifications to Users, provided that you may opt out of certain means of notification as described in this Agreement. G&L is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. We recommend that you add [email protected] to your email address book to help ensure you receive email notifications from us.

Under California Civil Code Section 1789.3, California users of the Services receive the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210.

E. Entire Agreement

This Agreement, together with any amendments and any additional agreements you may enter into with G&L in connection with the Services, shall constitute the entire agreement and understanding between you and G&L concerning the Services. You acknowledge and agree that you have not relied upon any statement, promise or representation made or given by or on behalf of G&L, which is not set out in this Agreement or any document expressly referred to herein.

F. Compliance with Laws

You agree to comply with all applicable laws, regulations and ordinances in the use of the Services and the conduct of your activities.

G. Confidentiality

Pursuant to your use of the Services, you may receive information or be exposed to features and functionality that are not known or available to the general public, including, but not limited to, login credentials, technology, API Keys, dashboards, widgets, insertion codes, and guidelines and documentation relating to the Services (“Confidential Information”). You agree that: (a) all Confidential Information will remain the exclusive property of G&L; (b) you will use Confidential Information only as is necessary for your use of the Services and in accordance with this Agreement; (c) you will not disclose Confidential Information to any third party; and (d) you will take all reasonable measures to protect the Confidential Information against any use or disclosure that is not expressly permitted in this Agreement. You further agree not to share with, or otherwise disclose to, any third party, log-in credentials or any other mechanism that permits access to the Services or any other non-public area of the G&L websites.

H. Equitable Relief

You acknowledge that a breach by you of any confidentiality or proprietary rights provision of this Agreement may cause G&L irreparable damage, for which the award of damages would not be adequate compensation. Consequently, G&L may institute an action to enjoin you from any acts in violation of those provisions, which remedy shall be cumulative and not exclusive, and additionally, G&L may seek the entry of an injunction enjoining any breach or threatened breach of those provisions, in addition to any other relief to which we may be entitled at law or in equity.

I. No Publicity

You shall not publicly disclose, issue any press release nor make any other public statement, nor otherwise communicate with the media, concerning the existence of this Agreement or the subject matter hereof, or the relationship with us without the prior written approval of our legal department. You further agree not to misrepresent or embellish your relationship with us. You agree to refer any inquiry that you receive from the media or other third parties, concerning this Agreement, the Services, and/or G&L, to our legal department at: [email protected].

J. Electronic Contracting

Your use of the Services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY THIS AGREEMENT, AND THAT YOUR INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO TRANSACTIONS YOU ENTER INTO ON ANY G&L WEBSITE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS.

K. Miscellaneous

Any waiver of any provision of this Agreement will be effective only if in writing and signed by G&L. No failure by G&L to exercise, or to delay in exercising, any rights hereunder shall operate as a waiver hereof, nor shall any single or partial exercise of any right hereunder by G&L preclude any other or future exercise of that right or any other right hereunder by G&L. If any provision of this Agreement is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other provision and such invalid provision shall be deemed to be severed from this Agreement.

This policy describes how Gin & Luck Inc. collects, uses, and shares personal information.

Types Of Information We Collect.

The following provides examples of the type of information that we might collect from you and how we might use that information.

Context	Types of Data	Primary Purpose for Collection and Use of Data
Account Registration	We collect your name, email address and contact information when you create an account with us to use our Services.	We have a legitimate interest in providing information to you to perform the Services.
Subscriber Information	We collect the name, email and contact information, of our subscribers and their Companies and possibly their employees with whom we may interact.	We have a legitimate interest in contacting our subscribers and communicating with them concerning normal administration.
Cookies and first party tracking	We use cookies and clear GIFs. “Cookies” are small pieces of information that a website sends to a computer’s hard drive while a web site is viewed.	We have a legitimate interest in making our website operate efficiently.
Cookies and Third Party Tracking	We participate in behavior-based advertising, this means that a third party uses technology (e.g., a cookie) to collect information about your use of our website so that they can provide advertising about products and services tailored to your interests on our website, or on other websites.	We have a legitimate interest in engaging in behavior-based advertising.
Email Interconnectivity	If you receive email from us, we use certain tools to capture data related to when you open our message, click on any links or banners.	We have a legitimate interest in understanding how you interact with our communications to you.
Feedback/Support	If you provide us feedback or contact us for support we will collect your name and e-mail address, as well as any other content that you send to us, in order to reply.	We have a legitimate interest in receiving, and acting upon, your feedback or issues.
Mailing List	When you sign up for one of our mailing lists we collect your email address or postal address.	We have a legitimate interest in sharing information about our organization.
Mobile Devices	We collect information from your mobile device such as unique identifying information broadcast from your device when visiting our website.	We have a legitimate interest in identifying unique visitors, and in understanding how users interact with us on their mobile devices.
Payments	We collect your name, billing address, shipping address, e-mail address, phone number, and credit card number when you subscribe to our Services.	We use your information to perform our contract to provide you with our Services.
Website interactions	We use technology to monitor how you interact with our website. This may include which links you click on, or information that you type into our online forms. This may also include information about your device or browser.	We have a legitimate interest in understanding how you interact with our website to better improve it, and to understand your preferences and interests in order to select offerings that you might find most useful. We also have a legitimate interest in detecting and preventing fraud.
Web logs	We collect information, including your browser type, operating system, Internet Protocol (IP) address (a number that is automatically assigned to a computer when the Internet is used), domain name, click-activity, referring website, and/or a date/time stamp for visitors.	We have a legitimate interest in monitoring our networks and the visitors to our website. Among other things, it helps us understand which of our services is the most popular.

In addition to the information that we collect from you directly, we may also receive information about you from other sources, including third parties, partners, our affiliates, or publicly available sources.

Use And Processing Of Information.

In addition to the purposes and uses described above, we use information in the following ways:

To identify you when you visit our website.
To provide services.
To improve our service offerings.
To streamline the donation or payment process.
To conduct analytics.
To respond to inquiries related to support, employment opportunities, or other requests.
To send promotional materials, including information relating to our services or promotions.
For internal administrative purposes, as well as to manage our relationships.

Although the sections above describe our primary purpose in collecting your information, in many situations we have more than one purpose. For example, if you complete an online course survey we will collect your information to perform our contract with you, but we also collect your information because we have a legitimate interest in maintaining your information after your course complete so that we can quickly and easily respond to any questions about your experience. As a result, our collection and processing of your information is based in different contexts upon your consent, our need to perform a contract, our obligations under law, and/or our legitimate interest in conducting our business.

Sharing Of Information.

In addition to the specific situations discussed elsewhere in this policy, we disclose information in the following situations:

Affiliates and Acquisitions. We may share information with our affiliates (e.g., parent organization, sister organization, joint ventures, or other organizations under common control). If another organization acquires, or plans to acquire, our Company, operations, or our assets, we will also share information with that organization, including at the negotiation stage.
Other Disclosures with Your Consent. We may ask if you would like us to share your information with other unaffiliated third parties who are not described elsewhere in this policy.
Other Disclosures without Your Consent. We may disclose information in response to subpoenas, warrants, or court orders, or in connection with any legal process, or to comply with relevant laws. We may also share your information in order to establish or exercise our rights, to defend against a legal claim, to investigate, prevent, or take action regarding possible illegal activities, suspected fraud, safety of person or property, or a violation of our policies, or to comply with your request for the shipment of products to or the provision of services by a third party intermediary.
Service Providers. We share your information with service providers. Among other things service providers help us to administer our website, conduct surveys, provide technical support, process payments, and assist in the fulfillment of Services.

Your Choices.

You can make the following choices regarding your personal information:

Access To Your Personal Information. You may request access to your personal information by contacting us at the address described below. If required by law, upon request, we will grant you reasonable access to the personal information that we have about you. Note that California residents may be entitled to ask us for a notice describing what categories of personal information (if any) we share with third parties or affiliates for direct marketing.
Changes To Your Personal Information. We rely on you to update and correct your personal information. Note that we may keep historical information in our backup files as permitted by law. If our website does not permit you to update or correct certain information contact us at the address described below.
Deletion Of Your Personal Information. Typically, we retain your personal information for the period necessary to fulfill the purposes outlined in this policy, unless a longer retention period is required or permitted by law. You may, however, request information about how long we keep a specific type of information, or request that we delete your personal information by contacting us at the address described below. If required by law we will grant a request to delete information, but you should note that in many situations we must keep your personal information to comply with our legal obligations, resolve disputes, enforce our agreements, or for another one of our business purposes.
Objection to Certain Processing. You may object to our use of your personal information by contacting us at the address described below.
Online Tracking. We do not currently recognize automated browser signals regarding tracking mechanisms, which may include "Do Not Track" instructions.
Revocation Of Consent. If you revoke your consent for the processing of personal information then we may no longer be able to provide you services. In some cases, we may limit or deny your request to revoke consent if the law permits or requires us to do so, or if we are unable to adequately verify your identity. You may revoke consent to processing (where such processing is based upon consent) by contacting us at the address described below.

How We Protect Personal Information

No method of transmission over the Internet, or method of electronic storage, is fully secure. While we use reasonable efforts to protect your personal information from unauthorized access, use, or disclosure, we cannot guarantee the security of your personal information. In the event that we are required by law to inform you of a breach to your personal information we may notify you electronically, in writing, or by telephone, if permitted to do so by law.

Our website permits you to create an account. When you do you will be prompted to create a password. You are responsible for maintaining the confidentiality of your password, and you are responsible for any access to or use of your account by someone else that has obtained your password, whether or not such access or use has been authorized by you. You should notify us of any unauthorized use of your password or account.

California Privacy Act

Under California law, residents of California are permitted to request details on how their information is shared with third parties for direct marketing purposes. If you are a California resident and would like to make a request, please contact us at [email protected].

Children’s Privacy

We do not intentionally collect any personal information from children under the age of 13. If you are under the age of 13, you can look at our websites, but you should not make a purchase, register, or submit personal information to us. If you feel that we have collected data on a child, please reach out to us at [email protected] so that we can take appropriate action.

Users Outside the United States

If you are a non-U.S. user of the Site, by visiting the Site and providing us with data, you understand and agree that the data you provide to us may be processed for the purposes listed in this Policy. You also understand and agree that the data you provide to us may be processed in the United States. U.S. laws regarding the processing of data may be less stringent than the laws of your country. By providing your data, you consent to this processing.

Residents of the European Economic Area

Upon request, residents of the EEA have the right to access the information we process about you, and to request that we correct, modify, or erase that information. You also have the right to opt out of or restrict certain types of processing subject to applicable legal restrictions. If you have any questions or you would like to exercise any of these rights, please reach out to us at [email protected]. We may take reasonable steps to verify your identity before granting access or making corrections.

Miscellaneous

The following additional information relates to our privacy practices:

Transmission Of Information To Other Countries. As a Company located in the United States, we process personal information in the United States. If you provide your personal information to us your information will be processed in the United States where privacy laws may be less stringent than the laws in your country. By submitting your personal information to us you agree to the transfer, storage and processing of your information in a country other than your country of residence including the United States.
Third Party Applications/Websites. We have no control over the privacy practices of websites or applications that we do not own.
Changes To This Privacy Policy. We may change our privacy policy and practices over time. To the extent that our policy changes in a material way, the policy that was in place at the time that you submitted personal information to us will generally govern that information unless we receive your consent to the new privacy policy.

Contact Information. If you have any questions, comments, or complaints concerning our privacy practices please contact us at the appropriate address below. We will attempt to respond to your requests and to provide you with additional privacy-related information.

[email protected]

Effective Date: July 18, 2025

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