Legal Information

TERMS OF SERVICE Revised: 08.08.24 1. ACCEPTANCE OF TERMS Momma Merch, LLC ("Momma Merch") provides technology-enabled services, including the software offering branded as "Momma Merch" and the website at www.momma-merch.com as well as other related subdomains, software, content, services and/or platforms, including all versions and upgrades thereto (collectively, the "Services"). Your use of the Services is subject to and governed by the terms and conditions in these Terms of Service (these "Terms"). Momma Merch may, at its discretion, update these Terms at any time. You can access and review the most current version of these Terms at the URL for this page or by clicking on the link within the Services, or as otherwise made available by Momma Merch. PLEASE REVIEW THESE TERMS CAREFULLY. BY REGISTERING FOR AN ACCOUNT OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES. THESE TERMS REQUIRES FINAL AND BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS, OR YOUR ACCESS TO OR USE OF THE SERVICES, INCLUDING THE VALIDITY, APPLICABILITY OR INTERPRETATION OF THESE TERMS, AND YOU AGREE THAT ANY SUCH CLAIM WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, ARBITRATION OR OTHER SIMILAR PROCESS. PLEASE REVIEW SECTION 16 CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY CLAIM. If you are entering into these Terms, you represent and warrant that you: (i) are of legal age to form a binding contract; (ii) have the right, authority, and capacity to agree to and abide by these Terms; and (iii) are not a person barred from using the Services under the laws of any applicable jurisdiction. THE SERVICES ARE NOT INTENDED FOR USERS UNDER THE AGE OF 18 OR THE LOWEST AGE PERMITTED BY APPLICABLE LAW, AND SUCH PERSONS ARE EXPRESSLY PROHIBITED FROM SUBMITTING ANY PERSONAL DATA TO OR USING ANY ASPECT OF THE SERVICES. BY SUBMITTING ANY PERSONAL DATA TO OR USING ANY ASPECT OF THE SERVICES OR CREATING AN ACCOUNT, YOU AGREE, REPRESENT, AND WARRANT THAT YOU ARE 18 YEARS OF AGE OR OLDER OR NO YOUNGER THAN THE LOWEST AGE PERMITTED BY APPLICABLE LAW. Momma Merch does not verify or authenticate any user, caregiver, provider, parent, guardian, or any information relating to or posted by such persons. You assume all risk in contacting or communicating with any user of the Services. 2. RIGHTS (a) Grant. Subject to and conditioned on your compliance with these Terms (including as set forth in Section 2(e) ), Momma Merch hereby grants you a limited, personal, non-exclusive, non-transferable, non- sublicensable, revocable license solely to use the Services for your personal, non-commercial use. Your access to and use of the Services must further comply with all usage guidelines which may be posted or made available by Momma Merch. (b) Mobile Apps. Momma Merch may make available mobile software applications for access to and use of certain components of the Services (collectively, "Mobile Apps"). Your access to and use of Mobile Apps is subject to and governed by these Terms. If any Mobile App is downloaded by you from the iTunes App Store, Windows Phone Store, Amazon Appstore, Google Play or any similar service (an "App Store"), your use of such Mobile App is further subject to your compliance in all material respects with the terms and conditions of the applicable usage rules set forth by such App Store. These Terms are between you and Momma Merch only and not with the proprietor of any App Store (a "Third-Party Proprietor"), and no Third-Party Proprietor is responsible for Mobile Apps and the contents thereof; however, any Third-Party Proprietor and its subsidiaries are third-party beneficiaries of these Terms with respect to Mobile Apps. To use the Mobile Apps, you must have a mobile device that is compatible with the applicable Mobile App, and Momma Merch does not represent or warrant that the applicable Mobile App will be compatible with your mobile device. You may use mobile data in connection with 2 the Mobile Apps and incur additional charges from your wireless provider for these services; you agree that you are solely responsible for such charges (c) Trademarks. Except as expressly authorized herein, you may not use "Momma Merch" or any of Momma Merch's names, brands, trademarks, service marks or logos that Momma Merch makes available on the Services ("Marks"). Momma Merch claims trademark protection over all such Marks. You will not remove or alter the Marks or any proprietary notices on or within the Services. The Marks may not be included by you in or as part of any registered corporate name, any other logo, or service or product name. You may not create any derivative works of the Marks or use the Marks in a manner that creates or reasonably implies an inaccurate sense of endorsement, sponsorship, or association with Momma Merch. You will not otherwise use business names or logos in a manner that can mislead, confuse, or deceive any third party. All use of the Marks and all goodwill arising out of such use will inure to Momma Merch's benefit. (d) Responsibility for Content. All information, data (including information received or provided by you through your use of the Services), text, documents, images, photos, and other materials accessible through the Services ("Content") are the sole responsibility of the party from whom such information, data, text, documents, images, photos, audio files, or materials originated. You acknowledge and agree that: (i) the Services may provide access to and/or rely on Content from third parties, and such third parties, and not Momma Merch, are entirely responsible for such Content; (ii) you, and not Momma Merch, are entirely responsible for all Content that you submit, upload, email, transmit, or otherwise make available through the Services or to Momma Merch and you shall ensure the accuracy, completeness, and integrity of the Content; and (iii) you are solely responsible for giving all required notices and obtaining all necessary consents, including all necessary rights and consents relating to privacy and intellectual property rights, before submitting Content through or to the Services or Momma Merch. You further hereby represent and warrant that (1) you have all rights and licenses necessary to make available, submit, provide, and transfer all Content for Momma Merch to exercise its rights granted and fulfill its obligations set forth herein, including as necessary for Momma Merch to process, use, make available, distribute, or otherwise exploit any Content, and (2) your submission of any Content to Momma Merch will not violate these Terms, any Momma Merch usage guidelines or other policies, or any laws applicable to such Content, including without limitation intellectual property laws and any privacy laws or regulations governing any personal or sensitive information contained in any Content. (e) Accounts. To access and use the Services, you will need to create an account with Momma Merch (an "Account"). Momma Merch may request further additional information from you, including personally identifiable information, in order to authenticate your Account. 3. PRIVACY POLICY In addition to these Terms, the Momma Merch Privacy Policy, available at https://www.momma- merch.com/legal, ("Privacy Policy") applies to how Momma Merch may process information provided as part of the Services. You acknowledge and agree that by accessing or using the Services, Momma Merch may receive certain information about you, including personal and sensitive data, as set forth in the Privacy Policy, and Momma Merch may collect, use, disclose, store, share, transfer and process such personal data in accordance with such Privacy Policy, which may be amended from time-to-time. 4. PROPRIETARY RIGHTS (a) License to Content You Upload. You hereby grant Momma Merch and its service providers and end users a perpetual, worldwide, royalty-free, fully-paid-up, non-exclusive, sublicensable, freely transferable license to use, exploit, reproduce, modify, adapt, create derivative works from, publicly perform, publicly display, distribute, make and have made all Content (in any form and any medium, whether now known or later developed) that you provide in connection with the Services. You acknowledge and agree that the technical processing and transmission of Content in association with the Services may require: (i) transmission over various networks and across borders; and (ii) modifications to conform, connect, and adapt to technical requirements of networks or devices. (b) Rights Reserved. The Services provided to you hereunder or available to you through the Services are licensed, not sold, and Momma Merch retains and reserves all rights not expressly granted in these Terms. You acknowledge and agree that, as between you and Momma Merch, Momma Merch and its licensors own all rights, title, and interest (including all intellectual property rights) in the Services and all data and other materials within the Services. The Services are protected by U.S. and international copyright and other intellectual property laws and treaties. 5. USER CONDUCT AND RESTRICTIONS (a) Prohibited Conduct. In your use of the Services, you will not: (i) use, reproduce, modify, adapt, create derivative works from, sublicense, publicly perform, publicly display, distribute, sell, lease, rent, make, have made, assign, pledge, transfer or otherwise grant rights to the Services or any Content, except as expressly permitted under these Terms; (ii) reverse engineer, disassemble, decompile, translate, or otherwise attempt to derive trade secrets, algorithms, or the source code, architectural framework, or data records, within or associated with the Services or any Content; (iii) interfere with or disrupt the integrity or performance of the Services, including by disrupting the ability of any other person to use or enjoy the Services; (iv) provide use of the Services on a service bureau, rental, or managed services basis, provide, or permit other individuals or entities to create Internet "links" to the Services or "frame" or "mirror" the Services on any other server, or wireless or Internet-based device; (v) access the Services for the purpose of developing, marketing, selling, or distributing any product or service that competes with or includes features substantially similar to the Services; (vi) violate any applicable local, state, provincial, federal, or international law or regulation, or use the Services or any Content for any illegal, unauthorized, or otherwise improper purposes, including to store or transmit malicious code, or to store or transmit material in violation of third-party privacy rights; (vii) remove or obscure any proprietary notice that appears within the Services or any Content; (viii) impersonate any person or entity, including Momma Merch personnel, or falsely state or otherwise misrepresent your affiliation with Momma Merch, or any other entity or person; (ix) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Services; (x) take any action that imposes an unreasonable or disproportionately heavy load on the Services or its infrastructure; or (xi) use spiders, crawlers, robots, scrapers, automated tools, or any other similar means to access the Services; or download, reproduce, or archive any substantial portion of the Services or any Content. (b) Prohibited Content. You will not upload, submit, post, email, store, transmit, or otherwise make available any Content that: (i) is illegal, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, pornographic, hateful, discriminatory, libelous, invasive of another's privacy, hateful, or otherwise objectionable; (ii) contains nudity, politically or racially motivated material, explicitly violent or sexual material, or depictions of violent, hateful, discriminatory or sexual acts; (iii) may not be made available under any law or under contractual or fiduciary relationships (such as confidential or proprietary information learned as part of an employment relationship or under a non- disclosure agreement); (iv) infringes, misappropriates, or otherwise violates any patent, trademark, trade secret, copyright, or other proprietary right of any person; 4 (v) violates any person's privacy, likeness, publicity, personality, or similar rights; (vi) consists of unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, commercial electronic messages, or any other form of solicitation; (vii) contains software viruses or any other code, files or programs designed to interrupt, destroy, or limit the functionality of any software or hardware; (viii) contains infringing, libelous, or otherwise unlawful or tortious material; (ix) consists of information that you know or have reason to know is false or inaccurate; or (x) consistent of information that could relate to a minor, unless you have express authority to disclose or make publicly available such information. (c) Enforcement. Momma Merch shall have sole discretion and control over (i) moderating and removing any Content and (ii) determining whether any Content violates these Terms, any guidelines set forth by Momma Merch, or otherwise. Momma Merch's failure to enforce any of these restrictions or guidelines shall not act as a waiver for any future enforcement, will not be considered a breach of these Terms by Momma Merch, and does not create a private right of action for any other party. (d) Forum, Profiles, and Reviews. As a part of the Services, Momma Merch may host or oversee a chat forum, message board, caregiver reviews, user profiles or other similar feature (each, a "Momma Merch Forum") for you to post or make available any information, comments, reviews, profiles, and Content. Momma Merch reserves the right to collect, use, reproduce, display, or otherwise distribute any information, comments, reviews, and Content you post to or make available through the Mamma Match Forum. If you leave a review or comment anywhere in a Momma Merch Forum, this information may be publicly available; any engagement or use of a Momma Merch Forum is at your own risk. 6. FEES. You shall pay all agreed upon fees through the Services, including without limitation any agreed upon subscription fees, as set forth in the subscription confirmation page or as otherwise mutually agreed to by you and Momma Merch ("Fees") in accordance with terms set forth herein and any additional terms set forth in the Services. You hereby authorize Momma Merch to charge your credit card on file for all Fees that have become due and payable. All payments will be made in United States dollars and are non-refundable unless otherwise agreed to in writing between you and Momma Merch. 7. FEEDBACK If you elect to provide or make available to Momma Merch any suggestions, comments, ideas, improvements or other feedback relating to the Services as provided through the Services or otherwise ("Feedback"), Momma Merch shall own and be free to use, reproduce, modify, adapt, create derivative works from, publicly perform, publicly display, distribute, make, have made, assign, pledge, transfer or otherwise grant rights in your Feedback in any form and any medium (whether now known or later developed), without credit or compensation to you. 8. DEALINGS WITH ADVERTISERS AND OTHER THIRD PARTIES The Services may include or provide access to third party products, services, content, or offerings, including advertising for such ("Third Party Services"), which may include without limitation, a third party payment processor. You acknowledge that different terms of use and privacy policies may apply to your use of such Third Party Services and that such terms and policies are solely between you and the other third party. You agree that Momma Merch does not endorse and is not responsible or liable for any issues related to Third Party Services. 9. INDEMNIFICATION You shall indemnify and hold Momma Merch and its affiliates, and each of their officers, directors, members, managers, employees, agents, partners and licensors (collectively, "Momma Merch Parties") harmless from and against all losses, damages, costs, liabilities, and expenses, including reasonable attorneys' fees, to extent 5 resulting from or arising out of any third-party claim, demand, or action due to (i) Content or other content, including Content, you provide to Momma Merch; (ii) your violation of these Terms, any law or regulation, or any rights (including intellectual property or privacy rights) of another party; or (iii) your use of the Services. 10. CONDUCT BETWEEN USERS; RELEASE. (a) Transactions Are Between Users; Release. The Service may be used to help obtain or offer services provided by Users and to facilitate payment for such services. However, users transact solely between themselves, and Momma Merch is not a party to any transactions between users. Momma Merch hereby expressly disclaims, and you hereby expressly release Momma Merch and its affiliates from, any and all liability whatsoever for any controversies, claims, suits, injuries, loss, harm and/or damages arising from and/or in any way related to disputes, dealings, or interactions between you and any other Users or third parties. (b) Registration Restrictions. Neither you, nor anyone in your home or, as applicable, the location where care services are provided or received: (i) has been the subject of a complaint, restraining order or any other legal action involving violence, abuse, neglect, fraud, larceny, or any offense that involves endangering the safety of others; (ii) has been convicted of a crime of any nature, including any felony or misdemeanor of any kind, including without limitation any sexual, child abuse or domestic violence offenses; and/or (iii) has been and/or is currently required to register as a sex offender in any jurisdiction or with any government entity. Neither you, nor anyone in your home or, as applicable, the location where care services are provided or received, is currently out on bail or on such person's own recognizance pending trial, relating to any felony or misdemeanor charges of any kind, including without limitation sexual, child abuse or domestic violence offenses. (c) User Authentication. Mamma Merch does not verify or authentic any user, including any user's identity, qualifications, personal information, skills, expertise, or any other data, information, or Content provided or made available by any user. You should not share your information with anyone you do not trust. You understand and agree that you are solely responsible for conducting any appropriate background checks and obtaining references prior to engaging another user to perform services. You further understand and agree that you are solely responsible for making your own evaluations, decisions and assessments about whether to engage other users to perform services, accepting any engagements offered by other users or otherwise interacting with other users. Momma Merch hereby expressly disclaims, and you hereby expressly release Momma Merch and its affiliates from, any and all liability whatsoever for any controversies, claims, suits, injuries, loss, harm or damages arising from or in any way related to: (x) any inaccuracy, untimeliness or incompleteness of a user's eligibility or profile information; and/or (y) any misstatements or misrepresentations made by any users. 11. DISCLAIMER OF WARRANTIES (a) General Disclaimer. YOUR ACCESS TO AND USE OF THE SERVICES AND ANY CONTENT FROM MOMMA MERCH OR ANY THIRD PARTY IS AT YOUR SOLE RISK. THE SERVICES AND ANY CONTENT FROM MOMMA MERCH OR ANY THIRD PARTY ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MOMMA MERCH PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED OR ARISING FROM STATUTE, COURSE OF DEALING, USAGE OF TRADE OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. (b) No Implied Representations and Warranties. MOMMA MERCH PARTIES MAKE NO WARRANTY OR REPRESENTATION THAT: (i) THE SERVICES OR ANY CONTENT FROM MOMMA MERCH OR ANY THIRD PARTY WILL MEET YOUR REQUIREMENTS; (ii) ACCESS TO THE SERVICES OR ANY CONTENT FROM MOMMA MERCH OR ANY THIRD PARTY WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, OR ERROR-FREE; OR (iii) THE CONTENT THAT MAY BE OBTAINED FROM ACCESS TO OR USE OF THE SERVICES OR ANY CONTENT FROM MOMMA MERCH OR ANY THIRD PARTY WILL BE ACCURATE, RELIABLE, CURRENT, OR COMPLETE. (c) Non-Reliance. ALL CONTENT FROM MOMMA MERCH OR ANY THIRD PARTY MADE AVAILABLE THROUGH THE SERVICES IS MADE AVAILABLE FOR INFORMATIONAL PURPOSES ONLY. YOU ARE SOLELY RESPONSIBLE FOR CONFIRMING THE ACCURACY OF ALL CONTENT FROM MOMMA MERCH OR ANY THIRD PARTY BEFORE TAKING OR OMITTING ANY ACTION. YOU SHOULD NOT RELY ON THE SERVICES AND YOU SHOULD NOT USE THE SERVICES FOR ADVICE OF ANY KIND. (d) Disclaimer Limitation. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE EFFECTIVE DATE OF THESE TERMS (UNLESS SUCH LAW PROVIDES OTHERWISE). 12. LIMITATION OF LIABILITY TO THE EXTENT PERMITTED BY APPLICABLE LAW, MOMMA MERCH PARTIES SHALL NOT BE LIABLE FOR ANY LOST PROFITS, LOSS OF DATA OR GOODWILL, OR COST OF COVER, OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES ARISING FROM ANY TYPE OR MANNER OF COMMERCIAL, BUSINESS, OR FINANCIAL LOSS, EVEN IF MOMMA MERCH PARTIES HAD ACTUAL OR CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE. EXCEPT AS SET FORTH IN SECTION 13(b) , IN NO EVENT SHALL THE MOMMA MERCH PARTIES' TOTAL LIABILITY TO YOU EXCEED ONE-THOUSAND DOLLARS ($1,000). THE FOREGOING LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS APPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. THE PARTIES AGREE THAT THE LIMITATIONS ON LIABILITIES SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. 13. BETA SERVICES (a) Beta Services Disclaimer. AS FURTHER SET FORTH IN SECTION 10 , ALL MOMMA MERCH SERVICES LABELED ALPHA, BETA, PRE-RELEASE, TRIAL, PREVIEW OR SIMILARLY ("Beta Services") ARE PROVIDED "AS IS", "AS AVAILABLE", WITH ALL FAULTS, AND CUSTOMER'S USE OF SUCH BETA SERVICES IS AT ITS SOLE RISK AND MOMMA MERCH DISCLAIMS ANY WARRANTY OR LIABILITY OBLIGATIONS OF ANY KIND. Momma Merch has no obligations in connection with or in the course of providing the Beta Services. Any expectations and estimates regarding Beta Services are based on factors currently known and actual events or results could differ materially. Momma Merch does not assume any obligation to update any Beta Services. In addition, any information about Momma Merch's roadmap outlines Momma Merch's general product direction and is subject to change at any time without notice. It is for informational purposes only and shall not be incorporated into these Terms or any contract or other commitment. Momma Merch undertakes no obligation either to develop the features or functionality provided in the Beta Services, or to include any such feature or functionality in a future release of the Services. You expressly acknowledge that the Beta Services have not been fully tested and may contain defects or deficiencies which may not be corrected by Momma Merch. The Beta Services may undergo significant changes prior to release of the corresponding generally available final version. (b) Beta Services Liability Waiver. NOTWITHSTANDING SECTION 11(d) , WHERE LEGAL LIABILITY CANNOT BE EXCLUDED BUT MAY BE LIMITED, MOMMA MERCH'S LIABILITY AND THAT OF ITS SUPPLIERS AND AUTHORIZED PARTNERS SHALL BE LIMITED TO THE SUM OF ONE HUNDRED DOLLARS ($100) FOR ANY AND ALL CLAIMS ARISING FROM OR RELATING TO THE BETA SERVICES. 14. SUSPENSION AND TERMINATION (a) Termination for Convenience. Either party may terminate these Terms at any time. To terminate this agreement, you may navigate to your Account and follow the instructions provided therein or reach out to Momma Merch at info@momma-merch.com . (b) Termination or Suspension for Cause. If you violate these Terms, Momma Merch may, with or without notice to you, immediately suspend, or terminate your access and use of the Services. (c) Right to Modify Services. Momma Merch reserves the right at any time to modify, suspend, or discontinue the Services (or any portion thereof) with or without notice, and Momma Merch shall not be liable to you or any third party for any such modification or discontinuance. 7 (d) Effect of Termination; Survival. Upon termination of these Terms for any reason: (i) Momma Merch, in its sole discretion, may remove and discard your Content and other information; (ii) you will immediately cease your use of the Services; and (iii) any provision that, by its terms, is intended to survive the expiration or termination of these Terms shall survive such expiration or termination. Further, you agree that Momma Merch shall not be liable to you or any third party for any termination of your Account or access to the Services. 15. GOVERNING LAW These Terms shall be governed by and construed and enforced in accordance with the United States Federal Arbitration Act, other applicable federal laws, and the laws of the State of Texas, without regard to conflict of laws principles. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms, regardless of the states in which the parties do business or are incorporated. 16. BINDING ARBITRATION AND CLASS ACTION WAIVER (a) Binding Arbitration. ALL CLAIMS ARISING IN CONNECTION WITH THESE TERMS SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION RATHER THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN SMALL CLAIMS COURT (DEFINED FOR THE PURPOSES OF THESE TERMS AS A COURT OF LIMITED JURISDICTION THAT MAY ONLY HEAR CLAIMS NOT EXCEEDING $10,000) IF YOUR CLAIMS ARE WITHIN THE COURT'S JURISDICTION. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. (b) Arbitration Procedure. The arbitration shall be conducted by the American Arbitration Association (AAA) under its then-applicable Commercial Arbitration Rules or, as appropriate, its Consumer Arbitration Rules. The AAA's rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees shall be governed by the AAA's rules. The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that such hearing shall be conducted in Travis County, Texas, or if the Consumer Arbitration Rules apply, another location reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances, as determined by the arbitrator. The decision of the arbitrator shall be final and binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction. (c) Class Action Waiver. WE EACH AGREE THAT ALL CLAIMS SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR OTHER SIMILAR PROCESS (INCLUDING ARBITRATION). IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE BROUGHT ONLY IN A COURT OF COMPETENT JURISDICTION IN TRAVIS COUNTY, TEXAS. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR GROUNDS WITH RESPECT TO ANY SUCH CLAIM. (d) Injunctive Relief. Notwithstanding anything to the contrary, either party may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction, whether in aid of, pending, or independently of the resolution of any dispute pursuant to the arbitration procedures set forth in this Section 16 . (e) Effect of Changes. If Momma Merch implements any material change to this Section 16 , such change shall not apply to any claim for which you provided written notice to Momma Merch before the implementation of the change. 17. LEGAL COMPLIANCE You represent and warrant that you will comply with all applicable foreign, federal, state, and local laws, rules and regulations, including without limitation, U.S. export laws and import and use laws of the country where any goods or services are delivered or used and you are not: (i) located in a country that is subject to a U.S. Government embargo, or designated by the U.S. Government as a "terrorist supporting" country; and (ii) listed on any U.S. Government list of prohibited or restricted parties, including the Specially Designated Nationals List. 18. U.S. GOVERNMENT ENTITIES This section applies to access to or use of the Services by a branch or agency of the United States Government. The Services includes "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. § 12.212 and qualifies as "commercial items" as defined in 48 C.F.R. § 2.101. Such items are provided to the United States Government: (i) for acquisition by or on behalf of civilian agencies, consistent with the policy set forth in 48 C.F.R. § 12.212; or (ii) for acquisition by or on behalf of units of the Department of Defense, consistent with the policies set forth in 48 C.F.R. §§ 227.7202-1 and 227.7202- 3. The United States Government shall acquire only those rights set forth in these Terms with respect to the such items, and any access to or use of the Services by the United States Government constitutes: (a) agreement by the United States Government that such items are "commercial computer software" and "commercial computer software documentation" as defined in this section; and (b) acceptance of the rights and obligations herein. 19. PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT If you believe that your work has been made available through the Services in a way that constitutes copyright infringement please provide Momma Merch's Agent for Notice of Copyright Claims the following information: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) a description of the work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (iii) a description of the material that you claim is infringing and where that material may be accessed within the Services; (iv) your address, telephone number and email address; (v) a statement by you 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 the law; and (vi) a statement from you that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, please contact Momma Merch's Agent for Notice of Copyright Claims. Momma Merch's Agent for Notice of Copyright Claims can be reached as follows: Agent for Notice of Copyright Claims 1101 W 34th ST, #101 Austin, TX 78705 Phone Number: 512-920-2793 Email: copyright@momma-merch.com 20. CALIFORNIA USERS & RESIDENTS In accordance with California Civil Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting such unit in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210. 21. GENERAL PROVISIONS These Terms constitutes the entire agreement between you and Momma Merch concerning your access to and use of the Services. It supersedes all prior and contemporaneous oral or written negotiations and agreements between you and Momma Merch with respect to such subject matter. In the event of any conflict between or among these Terms and any other agreement, privacy policy, or usage guidelines to which these Terms refers, the terms and conditions of these Terms shall take precedence and govern. These Terms may not be amended by you except in a writing executed by you and an authorized representative of Momma Merch. You hereby consent and authorize Momma Merch to contact and communicate with you through electronic means, including through email. Except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms. For the purposes of these Terms, the words "such as," "include," "includes" and "including" shall be deemed to be followed by the words "without limitation." You may not assign or delegate any right or obligation under these Terms without the prior written consent of Momma Merch. The failure of Momma Merch to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held to be invalid or unenforceable under applicable law, then such provision shall be construed, limited, modified or, if necessary, severed to the extent necessary to eliminate its invalidity or unenforceability, without in any way affecting the remaining parts of these Terms. Any prevention of 9 or delay in performance by Momma Merch hereunder due to labor disputes, acts of god, failure of the Internet, governmental restrictions, enemy or hostile governmental action, fire or other casualty or other causes beyond its reasonable control shall excuse the performance of its obligations for a period equal to the duration of any such prevention or delay. PRIVACY POLICY Last Revised: 08.08.24 Your privacy is important to us. This Momma Merch Privacy Policy ("Privacy Policy") describes how Momma Merch, LLC ("Momma Merch", "we", "us", or "our") may collect, use, store, disclose, process, and transfer your personal information, through your access to or use of Momma Merch products and services, including those at www.momma-merch.com subdomains, any website of ours that links to this Privacy Policy, related websites, mobile software applications, and other offerings (collectively, the "Services"). By using the Services, you signify your acceptance of this Privacy Policy. If you do not agree to this Privacy Policy, please do not use the Services. Momma Merch may change this Privacy Policy from time to time by posting changes at https://www.momma-merch.com/legal and may send notification emails regarding such changes. Your continued use of the Services following the posting of such changes will be deemed your acceptance of those changes. Momma Merch encourages you to read this Privacy Policy in its entirety, but here are a few key points of our privacy practices: Privacy Policy Applicability This Privacy Policy applies when you access the Services or share information with Momma Merch. Momma Merch may revise this Privacy Policy at any time. More Information We Collect from You We collect all information that you provide including information you provide via the Services, your devices (e.g., computers, smartphones, and tablets), telephone and email, as well as information we receive from partners and using cookies and other such technologies. More How We Use Your Information We process your personal information only with your consent or as needed to provide you the Services. We may also use your personal information to comply with legal obligations, operate our business, protect the vital interests of you, our customers, or the public, or for other legitimate interests of Momma Merch. More How We Share Your Information 2 We share your information with our partners, service providers, contractors, agents, and third- party vendors as they need it to help us provide the Services or your subscription to the Services, or for other requests you make of Momma Merch. Your personal information may also be shared with the public if you make your personal information available in a review or public profile. We may also share your information to comply with law or for other legitimate interests. More How We Store and Secure Your Information Momma Merch may store your information in any country where Momma Merch or its affiliates, partners, or providers operate facilities, and we will retain your information as long as necessary for the purposes outlined in this Privacy Policy or for so long as permitted by law, whichever is shorter. Momma Merch takes technological and organizational measures designed to protect your personal information against loss, theft, and unauthorized access, use, disclosure, or modification. More Accessing and Updating Your Information You can access, get copies of, delete, change, or correct your personal information, or request changes to our use of your personal information by using the contact information below. You may have additional rights based on where you reside. More Additional Privacy Information Momma Merch's databases are located in the United States, and you consent to the transfer of your personal information from your location to the United States. The Services are not for use by children under the age of 18 years old or the lowest age permitted by applicable law. You may have additional rights under applicable law. If you have any questions about this privacy policy, please contact us via the information below. More Privacy Policy Applicability This Privacy Policy applies when you use or access the Services or share information with Momma Merch. By accessing or using the Services, you consent to this Privacy Policy. Momma Merch may update this Privacy Policy at any time. If you do not consent to this Privacy Policy for any reason, please do not access or use the Services or share your information with us. Please note that this Privacy Policy applies only to the Services and not to any other third-party website linked to or from it, or any third-party website in which Momma Merch's content or functionality is embedded. We do not control the privacy policies or practices of others. 3 Information We Collect from You In general, we receive and collect all information you provide via the Services, including through website input fields (including advertisements), phone, email (including email campaigns), web chat, or other such ways. This includes personal information that can identify or relates to you, including, but not limited to: Category of Personal Information Examples of Personal Information We Collect Categories of Sources from which such Personal Information is Collected Categories of Third Parties or Services Providers with whom we share such Personal Information Profile or Contact Data Examples may include: First and last name Email address Unique identifiers, such as usernames and passwords You We do not share this information. Demographic Data Examples may include: Age Birthday Zip code Disability Any information you may make available in public reviews or posts (including information that may be inferred from your posts) You We do not share this information. Personal Identifiers Examples may include: Social identifiers (e.g., persons with children, caregivers for specific populations, personality traits) Number of children Type of caregiver Caregiver preferences You We do not share this information. Commercial Data Examples may include: Consumer profiles Records of products or services sold, used, or purchased You Service providers Data analytics providers Service providers Device/IP Data Examples may include: Information collected automatically through cookies and similar technology, device You Service providers Data analytics providers Service providers type, domain names, and access time/logs Geolocation Data Examples may include: General physical location Cookie ID You Service providers Data analytics providers Service providers Web Analytics Examples may include: Web page interactions Referring webpage/source through which you accessed the Services Browsing activity, including the addresses of websites that you visit Statistics associated with the interaction between device or browser and the Services You Service providers Data analytics providers Service providers Professional or Employment-Related Data Examples may include: Resume Education history (including which school you attended and your degree) Caregiving experience and certifications You We do not share this information. Financial and Payment Data Examples may include: Billing address You Service providers Service providers Social Network Data Examples may include: Data, information, or materials accessible through your social media that you link to the Services (including Instagram, Facebook, and LinkedIn) Email, phone number, and social media ID associated with your social media accounts You Other independent third-party sources We do not share this information. Sensory Data Examples may include: Photos You Other independent third-party sources We do not share this information. Inferences Drawn Examples may include: You Data analytics providers 5 from Other Personal Data Collected Profiles reflecting user attributes Profiles reflecting user behavior Service providers Service providers Other Identifying Information that You Voluntarily Decide to Provide Examples may include: Identifying information in emails, texts, letters, or other communications you send us Identifying information you post to blogs, competitions, live chats, forums, or message boards You Service providers Other independent third-party sources We do not share this information. You have the choice on what information to share and the Services you want to engage. You can choose not to provide information to us, but in general, some information about you is required in order for you to access certain functionalities of the Services. We also may periodically obtain information about you from affiliated entities, partners and other independent third-party sources and will add it to our database of information. For one example, you may provide personal information to us in connection with a third-party social media platform, such as Instagram, Facebook, or LinkedIn (each, a "Third-Party Platform"). If you link your profile to a Third-Party Platform, we may use your personal information available on those platforms to fill out your profile. We may use cookies, device identifiers, and similar tracking technologies, including those from third-party service providers like Google Analytics and other cloud-based tools, to automatically collect your preferences, performance data, and information about your web usage when you visit the Services. For example, we may collect your IP address, device and Internet service provider information, Web browser details and the address of any referring website. We may also collect information about your online activity, such as pages viewed and interactions with other users. By collecting and using this information, we may operate and personalize the Services for you, including to provide more relevant ads and search results. For more information on how we use cookies, please see the "Cookies" section below. The Services are not designed to recognize or respond to "do not track" signals received from browsers. You can control the information collected by such tracking technologies or be alerted when cookies are sent by adjusting the settings on your Internet browser or devices, but such adjustments may affect or disable certain functionality of the Services. You can learn more about Google Analytics and your options for opting out of interest-based Google ads at https://adssettings.google.com. You can learn more about targeted ads and your ability to opt 6 out of receiving interest-based ads at optout.aboutads.info and www.networkadvertising.org/choices. Sensitive Information. Momma Merch does not collect any sensitive personal information through our Services. Sensitive personal information, as defined by applicable data protection laws, includes information relating to your race, ethnicity, religious beliefs, moral beliefs, philosophical beliefs, sex life, sexual orientation, gender identity, political opinions, trade union membership, medical information (including mental health), genetic data, biometric data, or financial information (such as account numbers). We also do not collect any information about criminal convictions or offenses. Cookies Cookies, also known as tracking cookies or browser cookies, and similar technologies such as web beacons, clear GIFs, pixel tags, and JavaScript (collectively, "Cookies") are small pieces of data, usually text files, placed on a computer, tablet, phone, or similar device when you use that device to access the Services. We use the following types of Cookies: Essential Cookies. Essential Cookies are necessary for providing you with services and features that you requested. For example, these Cookies allow you to log into and stay logged into secure areas of the Services, save language preferences, and more. These Cookies are required to make the Services available to you, so they cannot be disabled. Functional Cookies. Functional Cookies are utilized to record your choices and settings, maintain your preferences over time, and recognize you when you return to our Services. These Cookies help us personalize our content for you, greet you by name, and remember your preferences. Some examples include your ability to comment on a blog, facilitate web chat services, update user preferences, and more. Performance/Analytical Cookies. Performance/Analytical Cookies allow us to understand how visitors (like you) use our Services. These Cookies accomplish this by collecting information about the number of visitors to the Services, what pages visitors view the most, and how long visitors view specific pages. These Cookies also help us measure and manage the performance of our advertising campaigns in order to help us improve the campaigns and the Services' content. For example, Google LLC ("Google") uses cookies in connection with its Google Analytics services. Google's ability to use and share information collected by Google Analytics about your visits to the Services is subject to the Google Analytics Terms of Use and the Google Privacy Policy. You have the option to opt-out of Google's use of Cookies by visiting the Google advertising opt- 7 out page at http://www.google.com/privacy_ads.html or the Google Analytics Opt-out Browser Add-on at https://tools.google.com/dlpage/gaoptout/. You have the option to decide through your internet browser's settings whether or not to accept Cookies. Most browsers allow users to choose whether to turn off the Cookie feature, which will prevent your browser from accepting new Cookies, as well as (depending on the browser) allow you to toggle whether to accept each new Cookie. You can also clear all Cookies that are already on your device. If you do this, however, you may have to manually adjust some preferences every time you visit the Services and some functionalities may not work. To explore what Cookie settings are available to you, look in the "settings", "preferences" or "options" section of your browser's menu. To find out more information about Cookies, including information about how to manage and delete Cookies generally, please visit http://www.allaboutcookies.org/. How We Use Your Information We process your personal information with your consent or as needed to provide you the Services. We may also use your personal information to comply with legal obligations, operate our business, protect the vital interests of you, our customers, or the public, or for other legitimate interests of Momma Merch as described in this Privacy Policy. More specifically, we may use your personal information to: Optimize and improve the Services. We continually try to improve the Services based on the information and feedback we receive from you and our other users, including by optimizing the content on or functionalities of the Services. Personalize the user experience. We may use your information to measure engagement with the Services and to understand how you and our other users interact with and use the Services and other resources we provide. Improve customer service. Your information helps us to more effectively develop the Services and respond to your support needs. To send periodic communications. The communication methods you provide through our contact forms will be used to send information and updates pertaining to the Services. It may also be used to respond to your inquiries or other requests. If you opt into our mailing list, you may receive emails that include Momma Merch news, updates, product offerings and service information, and marketing material. If at any time you 8 would like to unsubscribe from receiving future emails, we include detailed unsubscribe instructions at the bottom of each email or you may contact us via the contact information below. To send periodic SMS messages. We may occasionally send you SMS messages through the number you provided to us. The messages will be sent based on Momma Merch's legitimate business needs and for non-promotional reasons. If at any time you would like to unsubscribe from receiving future SMS messages, we include detailed unsubscribe instructions for how to do so or you may contact us via the contact information below. Carry out other legitimate business interests. We may use the information you provide to carry out other legitimate business purposes, as well as other lawful purposes. We may use any aggregated information (as described below) for any purpose. How We Share Your Information We share your information with our partners, service providers, contractors, agents, and third- party vendors as needed to fulfill Services. Please note that our partners may contact you as necessary to obtain additional information about you, facilitate any use of the Services, or respond to a request you submit. Third-party vendors who provide products, services or functions on our behalf may include business analytics companies, customer service vendors, communications service vendors, marketing vendors, and security vendors. We may also authorize third-party vendors to collect information on our behalf, including as necessary to operate features of the Services. Third- party vendors have access to and may collect personal information only as needed to perform their functions, may only use personal information consistent with this Privacy Policy and other appropriate confidentiality and security measures, and are not permitted to share or use the information for any other purpose. We also may share your information: In response to subpoenas, court orders, or other legal process; to establish or exercise our legal rights; to defend against legal claims; or as otherwise required by law. In such cases we reserve the right to raise or waive any legal objection or right available to us. 9 When we believe it is appropriate to investigate, prevent, or take action regarding illegal or suspected illegal activities; to protect and defend the rights, interests, or safety of our company or the Services, our customers, or others; or in connection with our Terms of Service and other agreements. In connection with a corporate transaction, such as a divestiture, merger, consolidation, or asset sale, or in the unlikely event of bankruptcy. Other than as set out above, we will attempt to notify you when your personal information will be shared with third parties. Personal Information You Post in Public Areas. When you post a message in a Momma Merch forum, chat room, message board, review, or customer feedback, the information you post may be accessible to other users of the Services and the public. If you post personal information anywhere on the Services that is accessible to other users or the public, you are advised that such personal information can be read, collected, used, or disseminated by others and could be used to send you unsolicited information or for other purposes. Momma Merch is not responsible in any way for personal information you choose to post in these public areas. Aggregated Information. We may publish, share, distribute, or disclose personal information that has been aggregated with information from other users or otherwise de-identified data in a manner that does not allow third parties, including Momma Merch partners, sponsors, and advisers, to de-aggregate the data and identify it as originating from you. Such information may help Momma Merch identify and analyze training, demographic, and psychographic trends and information, and report to third parties how many people saw, visited, or clicked on certain content, areas of the Services, ads, or other materials. We may also use such data for research purposes and optimizing the Services' functionality. How We Store and Secure Your Information Personal information collected by Momma Merch may be stored and processed in your region, in the United States, and in any other country where Momma Merch or its affiliates, subsidiaries, or service providers operate facilities. These countries may have data protection laws that are different to the laws of your country (and, in some cases, may not be as protective). However, we have taken appropriate safeguards to require that your personal information will remain protected in accordance with this Privacy Policy. Momma Merch currently uses a third-party payment processor for payment, analytics, and other business services (the "Payment Processor"). The Payment Processor collects identifying 10 information about the devices that connect to each of their services, and the Payment Processor uses this information to operate and improve the services they provide to Momma Merch, including for fraud detection. As with all third-party providers, Momma Merch is not a party to any agreement between you and the Payment Processor and does not control the Payment Processor's privacy and data security policies. Momma Merch reserves the right to change payment processors at any time. Momma Merch complies with applicable data protection laws, including applicable security breach notification requirements. Data Retention Momma Merch will retain your information as long as necessary for the purposes outlined in this Privacy Policy, in a manner consistent with our data retention policy discussed below, and for a commercially reasonable time thereafter for backup, archival, fraud prevention or detection or audit purposes. Momma Merch will retain your personal information consistent with the original purpose of collection or as long as necessary to comply with our legal obligations; maintain accurate accounting, financial and other operational records; resolve disputes; and enforce our agreements. We will never retain your information for a period longer than permitted by law. We determine the appropriate retention period for personal information on the basis of the amount, nature, and sensitivity of the personal information being processed; the potential risk of harm from unauthorized use or disclosure of the personal information; whether we can achieve the purposes of the processing through other means; and on the basis of applicable legal requirements. After expiration of the applicable retention periods, your personal information will be deleted. Accessing and Updating Your Information To the extent provided by the law of your jurisdiction, you may: i. Have the right to access certain personal information we maintain about you and request details about how we process it; ii. Request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes; iii. Request that we update or correct inaccuracies regarding your personal information; iv. Object to our use of your personal information; v. Ask us to block or delete your personal information from our database; 11 vi. Request to download the information you have shared on the Services; and vii. Confirm whether Momma Merch stores your data in the United States. You may make these requests and any other inquiries about this Privacy Policy by emailing info@momma-merch.com. Any such requests are subject to the protection of other individuals' rights and applicable law. Additionally, to help protect your privacy and maintain security, we may take steps to verify your identity before granting you access to the information. Additional Privacy Information Data Transfer. Our databases are currently located in the United States. Momma Merch makes no claim that its Services are appropriate or lawful for use or access outside the United States. If you access the Services from outside the United States, you are consenting to the transfer of your personal information from your location to the United States. You are solely responsible for complying with all local laws, rules and regulations regarding online conduct and access to the Services. By sending us your information, you further consent to its storage within the United States. Collection of Data from Children. The Services are not directed to children, and you may not use the Services or provide any personal information to Momma Merch if you are under the age of 18 (or the lowest age permitted by applicable law) or if you are not old enough to consent to the processing of your personal information in your country. Unless you have legal authority to do so, do not submit, post or make available any personal information relating to minors on the Services. California Resident Privacy Rights. California Civil Code Section 1798.83 permits our customers who are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please e-mail us or write to us at the addresses above.