Collectibles Terms and Conditions

These Terms and Conditions (these "Terms") form a legally binding agreement between Tilt Rips LLC, a Nevada limited liability company ("Company," "we," "us," or "our"), and each person or entity that accesses or uses the Platform (defined below) ("user," "you" or "your").

BY AGREEING TO THESE TERMS, IF YOU RESIDE IN THE UNITED STATES, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND THE COMPANY THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT, AND NOT AS A CLASS ARBITRATION, CLASS ACTION, ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. IF YOU DO NOT WISH TO ARBITRATE DISPUTES WITH THE COMPANY, YOU MAY OPT OUT OF ARBITRATION BY FOLLOWING THE INSTRUCTIONS PROVIDED IN SECTION 34(c), OR OTHERWISE ONE OF THE EXCEPTIONS IN SECTION 34(h) MAY APPLY.

WE RESERVE THE RIGHT TO ENFORCE ANY PROVISION OF THESE TERMS, IN WHOLE OR IN PART, AT ANY TIME AND IN ITS SOLE DISCRETION. ANY DECISION BY US NOT TO ENFORCE A PARTICULAR PROVISION, RIGHT, OR REMEDY ON A GIVEN OCCASION SHALL NOT CONSTITUTE A WAIVER OF THAT PROVISION, RIGHT, OR REMEDY, NOR SHALL IT PRECLUDE US FROM ENFORCING IT IN THE FUTURE.

For purposes of these Terms:

"Account" means any account created to access or use the Platform.

"Applicable Law" means all laws, regulations, rules, guidance, codes, orders, judgments, and regulatory requirements applicable to a party, the Platform, or any transaction.

"Collectable" means any physical or digital item offered, sold, stored, traded, redeemed, or otherwise made available through the Platform, including trading cards, memorabilia, comics, sealed products, mystery products, graded items, authenticated items, and any associated packaging, accessories, certificates, or related entitlements.

"Content" means all text, graphics, photos, video, audio, software, data, trademarks, logos, listings, descriptions, reviews, comments, and other materials made available on or through the Platform.

"Marketplace Transaction" means any transaction between users or between a user and a third-party seller facilitated through the Platform.

"Order" means any order, request, reservation, listing, bid, purchase, sale, redemption, vault release, or other transaction submitted through the Platform.

"Platform" means our website, mobile apps, software, interfaces, APIs, communications, customer support channels, social pages, promotions, services, and all related functionality.

"Randomized Product" means any product, pack, box, drop, reveal, opening, or similar experience where the exact Collectable received is not known to the customer in advance, provided that the customer is purchasing a product and not entering a game of chance for a prize.

"Seller" means any third party or user offering Collectables through the Platform.

"Stored Asset" means any Collectable held by us or our service providers for authentication, grading, safekeeping, vaulting, storage, consignment, or fulfillment.

"User Content" means any Content submitted, uploaded, posted, transmitted, or otherwise made available by you.

You may use the Platform only if:

• you are at least eighteen (18) years old, or the age of majority in your jurisdiction if higher;
• you have capacity to enter into a binding agreement;
• you are not barred from using the Platform under Applicable Law;
• you are not located in, ordinarily residing in, or using the Platform from any jurisdiction where the Platform or any feature of it would be unlawful; and
• you are not using the Platform on behalf of any person or entity subject to sanctions, export restrictions, blocked-party restrictions, or other legal prohibitions.

Your account is held by a natural person and not for the benefit of any company or entity. The Company may restrict the Platform to jurisdictions in which access to and use of the Platform is permissible under Applicable Law. Notwithstanding the foregoing, you agree that you are responsible for knowing and understanding the law applicable to you and you agree that you will not use the Platform in any location in which any aspect of the Platform is not allowed.

Without limiting the foregoing, the Platform is not currently available to persons located in, ordinarily residing in, or accessing the Platform from Afghanistan, Belarus, Bosnia and Herzegovina, Burundi, Central African Republic, China, Cuba, Czechia (the Czech Republic), Democratic Republic of the Congo, Ethiopia, Haiti, Iran, Iraq, Italy, Libya, Lithuania, Mali, Myanmar, Nicaragua, North Korea, Romania, Russia, Somalia, South Sudan, Spain, Syria, Yemen or Venezuela (each, a "Restricted Territory"). We may add to, remove from, or otherwise update the list of Restricted Territories at any time by posting an updated list on the Platform.

Additionally, if there exists a limit on purchases in any jurisdiction in which you access the Platform or Services you agree that you will not exceed the amount that would result in a claim against the Company or any other user of the Platform.

We may modify, amend or update these Terms at any time and in our sole discretion. When we make changes, we will update the "Last Updated" date at the top of these Terms. Your continued use of the Platform after the effective date of updated Terms constitutes acceptance of the updated Terms. Where required by applicable law or whenever a change would limit your current rights or otherwise if we make material changes, we will provide you with notice of such changes through the Platform or via other reasonable means, and you will be required to confirm your acceptance prior to using the Platform. In such event, if you do not agree to the revised Terms, you must stop using the Platform once you have been provided notice of the revised Terms, in which case the revised Terms will not apply to you. In all cases, if you do not agree to any revised Terms, your sole and exclusive remedy is to discontinue your use of the Platform.

You may be required to create an Account to access some or all features of the Platform. You agree to provide accurate, complete, and current information and to keep that information updated.

You are responsible for:

• safeguarding your login credentials and devices;
• all activity under your Account;
• maintaining accurate contact, shipping, billing, and payout information; and
• promptly notifying us of any unauthorized access, suspected fraud, or security incident involving your Account.

We may refuse registration, require identity verification, suspend or disable an Account, reclaim usernames, or impose account-level restrictions where reasonably necessary for legal compliance, fraud prevention, security, operational integrity, or protection of the Platform or its users.

The Platform may include one or more of the following roles, depending on the transaction:

• principal seller of Company inventory;
• disclosed or undisclosed marketplace operator or facilitator;
• payment facilitator or payment collection agent for Sellers;
• consignment agent, warehouse provider, or fulfillment coordinator;
• authentication, grading, vaulting, storage, or logistics facilitator; and/or
• service provider supporting listings, settlement, redemption, resale, or customer support.

Except to the extent expressly stated for a specific transaction, we do not guarantee that any Seller, buyer, or other user will complete a transaction, that any listing is accurate, that any Collectable will meet expectations, or that any item is free from defects, disputes, competing claims, or changes in market value.

Where a transaction is a Marketplace Transaction and we are not the seller of record, you acknowledge that the sale is between buyer and Seller, not between buyer and us, even if we facilitate listing, payments, authentication, storage, or shipping.

COLLECTABLES ARE SPECULATIVE, SUBJECTIVE, AND OFTEN VOLATILE ASSETS. PRICES CAN MOVE MATERIALLY AND UNEXPECTEDLY WHICH MEANS THE VALUE OF WHAT YOU PURCHASE COULD DECLINE MATERIALLY. POPULATION REPORTS, GRADING TRENDS, ATHLETE PERFORMANCE, FRANCHISE DEVELOPMENTS, PRINT RUNS, CULTURAL RELEVANCE, SCARCITY PERCEPTIONS, MARKET LIQUIDITY, SOCIAL MEDIA ACTIVITY, AND COLLECTOR SENTIMENT CAN ALL AFFECT VALUE.

You acknowledge and agree that:

• Collectables are purchased for ownership, collecting, fandom, entertainment, or personal enjoyment, and not with any guarantee of appreciation, liquidity, future resale opportunity, or investment return;
• we do not provide investment, financial, tax, legal, or appraisal advice;
• historical pricing, marketplace comps, estimated values, floor prices, buyback quotes, ratings, rarity indications, and similar information are informational only and may be inaccurate, incomplete, delayed, or unavailable;
• market value can be lower than purchase price and may decline to zero; and
• you bear all market and economic risk associated with any Collectable or transaction.

We try to present accurate information, but listings, descriptions, images, grading details, metadata, pack checklists, estimated odds, values, artist names, set information, card populations, autographs, provenance, release timing, and availability may contain errors or omissions.

Images may be illustrative only. Packaging, condition, centering, edges, surfaces, corners, print lines, seals, labels, slabs, serial numbers, inserts, accessories, and contents may vary.

We reserve the right to correct any error, inaccuracy, or omission, and to change or update information, cancel affected Orders, or revoke promotions, whether before or after an Order is placed, subject to Applicable Law. All decision are made according to our sole discretion and shall be considered final and binding.

If we cancel an Order after payment has been taken, our sole obligation will be to refund the amount actually paid for that Order, except where Applicable Law requires otherwise.

We may offer Randomized Products. By purchasing a Randomized Product, you acknowledge and agree that:

• you are purchasing a product experience, not entering a sweepstakes, contest, or lottery, unless expressly stated otherwise in separate official rules;
• the exact Collectable to be received may not be known in advance, but the applicable product page or drop terms may disclose relevant categories, ranges, checklists, probabilities, odds, bands, exclusions, values, conditions, or other product information;
• any stated odds, checklists, hit rates, chase rates, pull ranges, expected value information, or illustrative examples are based on the applicable configuration at the time of publication and may be updated or corrected if materially inaccurate;
• all reveals, openings, or random allocations conducted by or through the Platform are final once the reveal or opening has been completed, except where Required by Law or where we determine a material technical malfunction occurred;
• in our sole discretion, we may void, unwind, re-run, delay, or cancel a reveal, opening, or drop if we reasonably suspect a bug, exploit, manipulation, payment issue, fraud event, botting, or operational error. All decisions are final and binding.

By submitting an Order, you make a binding offer to complete the transaction. We may accept, reject, limit, or cancel any Order in our discretion to the extent permitted by Applicable Law, including for pricing errors, suspicious activity, inventory issues, legal restrictions, fraud concerns, sanctions screening, technical issues, seller default, operational constraints, legal obligations, or for any other reason we deem necessary.

You authorize us and our payment processors to charge your selected payment method for all amounts due, including product price, shipping, taxes, duties, insurance, service fees, storage fees, seller fees, authentication fees, redemption fees, marketplace fees, processing fees, convenience fees, chargeback-related costs, and any other disclosed amounts.

Availability of payment methods may vary. Certain payment methods, including PayPal and Venmo, are available for receiving refunds, payouts, or other disbursements only if you have previously made a payment or deposit on the Platform using that same payment method. If you have not paid or deposited with a given payment method, that method will not be available to you for receiving funds, and we may require any disbursement to be made to your original payment method or to another supported payment method.

You are responsible for all sales, use, VAT, GST, customs, import duties, brokerage fees, withholding taxes, and similar governmental charges arising from your use of the Platform or any transaction, except taxes based on our net income.

If taxes are not collected at checkout, you remain solely responsible for self-assessing and remitting them where required.

For Marketplace Transactions, we may charge marketplace transaction fees, buyer fees, seller fees, listing fees, settlement fees, or other marketplace-related charges as disclosed on the Platform or in any applicable marketplace terms.

We may offer credits, rewards, points, coupons, rebates, or promotional balances (collectively, "Promotional Benefits"). Unless expressly stated otherwise in applicable program terms:

Promotional Benefits have no cash value, are personal, non-transferable, revocable, and may expire.

Promotional Benefits are not property, are not bank deposits, do not earn interest, and do not create any fiduciary or custodial relationship.

We may designate certain Promotional Benefits as Rip Credits. Rip Credits may be earned only through qualifying activity or promotional grants that we make available. Unless we expressly permit otherwise in writing, Rip Credits may not be purchased, sold, transferred, assigned, pledged, exchanged for cash, or withdrawn.

Unless expressly stated otherwise in applicable program terms or on the Platform, Rip Credits expire forty-five (45) days after your most recent qualifying activity. We may specify additional eligibility, lock, unlock, expiration, redemption, or forfeiture conditions in applicable program terms or on the Platform.

Rip Credits may be redeemed only for packs, shipping, marketplace purchases, or other products or services that we expressly make available on the Platform. Rip Credits may not be used for taxes, duties, or other excluded charges unless we expressly permit otherwise.

We may withhold, reverse, cancel, expire, or claw back Promotional Benefits, including Rip Credits, where we reasonably determine that fraud, chargeback activity, self-referrals, duplicate accounts, technical error, sanctions or AML concerns, promotional abuse, bug-induced over-crediting, manipulation, or violation of these Terms or applicable program terms has occurred.

Promotional Benefits may be subject to additional program terms, eligibility rules, disclosures, and feature-specific restrictions that we publish on the Platform or otherwise make available.

Payments and deposits made using certain payment methods, including PayPal and Venmo, are not eligible to earn or qualify for Promotional Benefits (including Rip Credits), unless we expressly state otherwise in applicable program terms. We may designate any payment method as ineligible for Promotional Benefits at any time.

Referral and Affiliate Program

The Company may, from time to time, offer a referral and/or affiliate program (the "Referral Program") through which eligible users may receive commissions, rewards, credits, bonuses, or other incentives for referring new customers to the Platform.

Participation in the Referral Program is entirely voluntary and remains subject to these Terms and any additional rules, policies, or guidelines published by the Company from time to time.

The Company reserves the absolute right, at any time and in its sole discretion, to:

(a) amend, modify, replace, suspend, restrict or terminate the Referral Program;

(b) change the commission structure, reward amounts, eligibility criteria, payment methodology, payment schedule, qualification requirements, or any other aspect of the Referral Program;

(c) introduce new conditions or remove existing benefits;

(d) discontinue payment of any category of referral reward or commission; and

(e) determine whether any referral qualifies under the Referral Program.

Application of Changes

Any modification to the Referral Program shall apply prospectively from its effective date to all referral activity and all future referral payments, including payments relating to users who were referred prior to the effective date of the modification.

Participation in the Referral Program does not create any vested, accrued, contractual, or continuing right to receive commissions or rewards under any previous commission structure, nor does it guarantee that any particular commission rate or reward structure will remain available.

The Company shall have no obligation to continue paying referral commissions or rewards under any previous version of the Referral Program.

Self-Referrals

Self-referrals are strictly prohibited.

Without limitation, a self-referral includes any attempt by a participant, directly or indirectly, to obtain referral commissions or rewards through:

• creating or controlling multiple accounts;
• referring themselves;
• referring accounts owned or controlled by them;
• referring accounts operated for their benefit;
• using family members, friends, businesses, nominees or third parties to circumvent this restriction; or
• any arrangement designed to generate referral commissions without genuine independent customer acquisition.

Where the Company determines, in its sole discretion, that self-referral or attempted self-referral has occurred, it may:

• refuse to pay any referral commission or reward;
• reverse previously credited commissions or rewards;
• cancel pending payments;
• suspend or terminate participation in the Referral Program;
• suspend or close any related account(s); and
• take any additional action permitted under these Terms.

Fraud, Abuse and Payment Discretion

The Company reserves the right, in its sole discretion, to investigate any referral activity.

The Company may refuse, withhold, delay, adjust, reverse or cancel any referral commission, reward or payment where it reasonably believes that:

• these Terms or the Referral Program rules have been breached;
• fraudulent, deceptive or abusive conduct has occurred;
• referral activity is artificial or not generated through genuine customer acquisition;
• accounts are linked through common ownership, control or coordinated activity;
• the participant has engaged in self-referral;
• the participant has manipulated, attempted to manipulate, or abused the Referral Program;
• the referral activity presents legal, regulatory, AML, fraud, compliance or reputational concerns; or
• payment would otherwise be inappropriate or contrary to the legitimate interests of the Company.

The Company's determination regarding eligibility for referral payments and compliance with the Referral Program shall be final and binding.

No Guarantee of Payments

Referral commissions and rewards are conditional incentives only and shall not be considered earned until the Company has completed all required verification and determined, in its sole discretion, that all applicable eligibility requirements have been satisfied.

Nothing in these Terms obliges the Company to make any referral payment where it reasonably determines that payment should not be made under these Terms or the applicable Referral Program rules.

Referral Payments

Referral commissions and other payouts under the Referral Program are contractual payment obligations of the Company only. They are not customer funds, stored value, deposits, or bank balances, and may be designated as pending, available, paid, reserved, or held. The Company may impose payout schedules, minimum payout thresholds, payment methods, reserves, hold periods, identity verification requirements, tax documentation requirements, clawbacks, reversals, setoff rights, and negative balance enforcement in applicable program terms.

Referrer Conduct

Participants must promote the Platform lawfully, accurately, and in a manner consistent with these Terms. Without limitation, participants must not:

• send unsolicited commercial messages or otherwise violate anti-spam, telemarketing, or privacy laws in connection with any referral;
• make false, misleading, or unsubstantiated claims regarding the Platform, Collectables, odds, outcomes, potential winnings, or potential earnings;
• represent themselves as an employee, agent, or representative of the Company, or use the Company's names, logos, or trademarks except as expressly authorized in writing;
• bid on the Company's trademarks or confusingly similar terms in search or app-store advertising, or register domains, handles, or accounts incorporating the Company's marks;
• direct referral marketing at minors or at persons in jurisdictions where the Platform or any feature of it is unavailable or unlawful; or
• fail to clearly and conspicuously disclose their material connection to the Company where required by Applicable Law, including endorsement and testimonial disclosure requirements.

Any breach of this subsection is a breach of these Terms and may result in the actions described in this Section 11, including forfeiture or reversal of commissions and termination of participation.

No Agency

Participation in the Referral Program does not create any employment, agency, partnership, joint venture, or franchise relationship between any participant and the Company. Participants have no authority to act for, bind, or make any representation, warranty, or commitment on behalf of the Company.

Final Interpretation

The Company reserves the exclusive right to interpret, administer and enforce the Referral Program and these provisions. All decisions relating to referral eligibility, qualification, payment and enforcement shall be made by the Company in its sole discretion and shall be final.

Prices, bids, reserve levels, market prices, valuations, and buyback quotes may change at any time. You assume the risk of engaging in a buyback, instant offer, or resale.

Any buyback, instant offer, or resale quote:

is optional unless expressly stated as guaranteed in writing;

may be subject to quantity caps, condition requirements, identity checks, timing limits, fraud screening, operational availability, product-specific rules, and source-of-funds or source-of-acquisition review;

• may specify the form of consideration payable by us, including cash, store credit, Rip Credits, or other Promotional Benefits, depending on the applicable product flow or rules published on the Platform;
• may differ depending on whether the underlying Collectable was acquired through cash, Rip Credits, mixed consideration, promotions, marketplace activity, or other product flows, and some items may be ineligible for cash buyback or subject to different buyback mechanics;
• may be revised or withdrawn before your acceptance; and
• does not guarantee future liquidity, future pricing, or any minimum resale opportunity.

We may, directly or through third parties, provide or facilitate authentication, condition review, grading, inspection, encapsulation, imaging, or related services.

You acknowledge and agree that:

• grading and authenticity assessments are opinion-based and inherently subjective;
• two experts may reasonably disagree about grade, condition, centering, authenticity, restoration, trimming, cleaning, recoloring, defects, or alterations;
• grades and authenticity determinations may change over time or differ across graders, resubmissions, or holders;
• tampering, microscopic defects, hidden defects, or sophisticated counterfeits may not always be detected and we will not be liable for any decrease in value attributable to any such defect or variance;
• references to a grading company or authenticator do not constitute our own representation or warranty; and
• unless expressly stated otherwise, Collectables are sold in the condition actually delivered, subject to any specific return rights expressly granted by us.

For raw, ungraded, or opened Collectables, condition may vary materially and may include edge wear, corner wear, print defects, centering issues, surface scratches, dents, factory defects, seal variance, staining, fading, and other imperfections, whether visible in images or not. We will not be liable for any decrease in value attributable to any such defect or variance.

For Marketplace Transactions, the following additional rules apply:

• the Seller, not we, is responsible for the underlying item unless we are expressly identified as seller of record;
• we may collect payment from the buyer as the Seller's limited payment collection agent;
• the Seller appoints us as its limited agent solely for payment collection, refunds, chargeback handling, facilitation, settlement, tax handling, and related marketplace administration;
• payment by the buyer to us satisfies the buyer's payment obligation to the Seller for the amount received by us;
• the Seller remains responsible for the legality, safety, authenticity, description, fulfillment, and title of the Collectable, subject to any services we agree to perform;
• we may delay, reserve, withhold, reverse, or adjust seller payouts pending delivery confirmation, the expiry of any applicable return or dispute window, identity verification, fraud review, sanctions review, chargeback review, tax review, or other compliance or risk checks;
• where a buyer uses Rip Credits or other Promotional Benefits in connection with a Marketplace Transaction, we may absorb all or part of that value as our own promotional expense and may settle the Seller separately in cash, store credit, or other consideration determined by us under the applicable marketplace rules;
• we may collect, remit, or facilitate the collection or remittance of sales tax, marketplace facilitator tax, VAT, GST, or similar transaction taxes where required or where we determine it is operationally appropriate to do so; and
• we may publish separate marketplace, consignment, seller, trading, dispute, shipping, settlement, or payout terms that supplement these Terms. In the event of a conflict, those supplemental terms control for the relevant marketplace functionality.
• We may charge marketplace transaction fees, buyer fees, seller fees, listing fees, settlement fees, processing fees, or other marketplace-related charges in connection with Marketplace Transactions. Unless otherwise stated on the Platform or in applicable marketplace terms, we may charge a marketplace transaction fee from two percent (2%) of the applicable transaction value. We may change marketplace fees from time to time by updating the Platform or the applicable marketplace terms.
• We may deduct any marketplace fees, taxes, refunds, chargebacks, credits, promotional adjustments, shipping-related adjustments, reserves, penalties, offsets, or other amounts owed to us or required in connection with the transaction from amounts otherwise payable to a Seller. Seller payout amounts, where applicable, may therefore be net of such deductions.

We may allow Collectables to be stored with us or with third-party custodians, warehouses, depositories, grading partners, or logistics providers.

By electing vaulting, storage, or related services, you acknowledge and agree that:

• storage may be pooled, segregated, identified, or managed using internal recordkeeping systems, depending on the service model;
• you may receive only contractual rights to delivery, redemption, transfer, or sale according to our records and procedures;
• access to, withdrawal of, or transfer of Stored Assets may be subject to verification, fees, timing constraints, legal holds, sanctions checks, fraud screening, inventory controls, insurance procedures, and operational delays;
• we and our service providers may repackage, relabel, image, inspect, scan, barcode, catalog, move, or otherwise handle Stored Assets in the ordinary course;
• we may require minimum holding periods or cooling-off periods for fraud prevention, settlement, payment clearing, operational integrity, or any other reason we deem necessary;
• storage may be suspended, delayed, or unavailable due to third-party failures, force majeure, security incidents, disputes, legal restrictions, inventory audits, or any other reason we deem necessary.

Unless expressly stated otherwise in writing, title to a Collectable remains with the person shown in our records as the owner of that Collectable, subject to any lien, offset, right of retention, or other rights granted under these Terms.

Risk of loss and title transfer as follows, unless otherwise stated in a specific product flow:

• for Company direct sales shipped to you, title and risk of loss pass upon our delivery to the carrier;
• for Marketplace Transactions shipped by a Seller, title and risk of loss pass according to the applicable marketplace flow and shipping terms, but in any event no later than delivery to the carrier unless Applicable Law requires otherwise;
• for Stored Assets, risk of loss is governed by the storage program terms and any insurance limitations disclosed for that program;
• for redeemed, withdrawn, or released items, risk of loss passes when the item is handed to the carrier or made available for collection, unless Applicable Law requires a different rule.

Delivery dates are estimates only unless expressly guaranteed. We do not guarantee uninterrupted shipping services, customs clearance timelines, warehouse processing times, or carrier performance.

You are responsible for providing accurate delivery details and for complying with all import, export, customs, sanctions, and local legal requirements applicable to your shipment or redemption. We will not be liable for any loss, delay, or incorrect delivery in the event you provide us with inaccurate delivery details.

Shipping quantity limits. Unless otherwise stated in a specific product flow, each shipping or redemption order may include a maximum of three (3) graded (slabbed) cards and three (3) raw (ungraded) cards. Requests exceeding these limits must be submitted as separate orders, or we may split them into multiple orders or shipments at our discretion. We may update these limits from time to time.

To submit a complaint about any shipment that has not been received, please contact customer support at [email protected] and provide your order number, the items being shipped, and any information we reasonably request.

We may experience shipment, redemption, grading, storage, authentication, customs, or fulfillment delays. We may also experience delays caused by inventory mismatches, force majeure, fraud checks, payment holds, security incidents, courier issues, weather, labor disruptions, or government action.

Where Applicable Law requires a shipment notice, delayed-shipment consent, substitute option, or refund, we will comply with those requirements. Otherwise, delays do not entitle you to cancel or recover damages unless we expressly agree in writing.

Except as expressly set out in this Section 18, ALL SALES ARE FINAL.

Orders may not be cancelled once submitted, except where cancellation is required by Applicable Law or expressly approved by us in writing.

The following are non-cancellable, non-returnable, and non-refundable once submitted, completed, opened, revealed, redeemed, or otherwise processed:

• opened packs or boxes;
• revealed or randomized products;
• redeemed items;
• personalized or made-to-order items;
• marketplace purchases;
• auction or bid purchases; and
• any item identified as final sale or non-returnable at the time of purchase.

Subject to this Section 18, physical sealed packs purchased directly from us and shipped to you may be returned only if:

• the return is requested within fourteen (14) calendar days after confirmed delivery;
• the packs are unopened, unused, and in original sealed condition;
• all original packaging, inserts, labels, shrink wrap, and accompanying materials are included and intact;
• the packs have not been tampered with, damaged, altered, resealed, or materially handled beyond what is reasonably necessary to inspect the exterior of the shipment; and
• you obtain return authorization from us before sending the item back.

We reserve the right to reject any return that does not strictly comply with these requirements. All decisions are final and binding.

To request a return, you must contact customer support at [email protected] within the fourteen (14) day period described above and provide your order number, the items you wish to return, and any information we reasonably request.

If the return is approved, we may issue you a return authorization and return instructions. No return will be accepted without prior return authorization.

Authorized returns must be shipped to:

Tilt Rips LLC

16192 Coastal Highway

Lewes, Delaware 19958

Unless the return is due to our material error, material misdescription, or an item that arrived damaged before risk of loss passed to you, you are responsible for all return shipping costs, insurance, duties, taxes, and other return-related charges.

You bear the risk of loss for returned items until they are actually received and accepted by us at the return address. We recommend tracked and insured shipping.

All returned items are subject to inspection and verification upon receipt. If we determine, in our reasonable discretion, that the return satisfies this Section 18, we will issue either:

• a refund to the original payment method for the purchase price actually paid for the returned item; or
• store credit, if expressly agreed by us.

Original shipping charges, insurance charges, taxes, duties, and similar amounts are non-refundable unless required by Applicable Law or unless the return is due to our material error or a damaged or materially misdescribed item.

If a returned item does not satisfy this Section 18, we may reject the return and:

• deny any refund or credit;
• ship the item back to you at your cost; and/or
• hold the item for collection or further instructions for a reasonable period.

If you receive an item that is damaged, incorrect, or materially misdescribed, you must notify us promptly, and in any event within three (3) calendar days after delivery, with reasonable supporting evidence, including photographs, videos, packaging images, and any other information we reasonably request.

If we determine that the item was materially misdescribed by us, materially damaged before risk passed to you, or incorrectly fulfilled, then, as your exclusive remedy except where prohibited by law, we may elect to:

• replace the item;
• provide store credit;
• reverse the transaction; or
• refund the amount actually paid.

Any abusive return activity, false damage claims, tampering, resealing, item switching, or other suspected fraud may result in denial of the return, suspension or termination of your account, reversal of credits or benefits, and any other action permitted under these Terms.

Nothing in this Section 18 limits any non-waivable statutory rights you may have under Applicable Law.

You agree not to initiate a chargeback, payment reversal, dispute, or similar claim except in good faith after first contacting customer support to attempt resolution.

If you initiate a chargeback or payment dispute, we may:

• suspend or restrict your Account;
• reverse credits, rewards, or promotional benefits;
• place holds on Stored Assets or payouts;
• recover fees, costs, losses, and chargeback amounts to the fullest extent permitted by law;
• offset amounts owed to you;
• provide transaction records, communications, identity data, shipment records, device data, and account evidence to the payment provider or card network.

Fraudulent or abusive chargebacks are a material breach of these Terms and grounds for termination of your Account.

You must not, and must not attempt to:

• violate any law or regulation;
• use the Platform for unlawful, misleading, deceptive, exploitative, or abusive purposes;
• use bots, scripts, scrapers, automation, spoofing, or other unauthorized technology;
• bypass rate limits, geoblocks, verification controls, or security measures;
• manipulate drops, queues, reveals, odds, inventory, pricing, rankings, or marketplace activity;
• shill bid, wash trade, self-deal, collude, or artificially inflate market activity;
• upload malware or interfere with Platform operation;
• impersonate another person or misrepresent affiliation;
• harass, threaten, dox, defame, or infringe rights of others;
• submit counterfeit, stolen, resealed, altered, or infringing Collectables or Content;
• circumvent fees, take transactions off-platform to evade fees, or solicit other users to do so;
• use the Platform for purposes of concealing or otherwise holding funds obtained through illegal means;
• use the Platform in a way that could create legal, regulatory, or reputational risk for us or our users.

We may conduct screening, identity verification, sanctions checks, anti-fraud reviews, source-of-funds reviews, geolocation checks, device intelligence reviews, and transaction monitoring.

You agree to provide any information or documentation we reasonably request to verify identity, ownership, payment authorization, source of goods, source of funds, shipping details, tax status, resale status, or legal compliance.

We may delay, reject, freeze, cancel, report, or reverse any transaction, listing, redemption, payout, or transfer where we reasonably suspect fraud, criminal activity, sanctions exposure, counterfeit risk, payment risk, market manipulation, policy abuse, or legal non-compliance. All decisions are final and binding.

You consent to receive electronic communications from us, including operational emails, receipts, notices, policy updates, fraud alerts, customer service messages, and disclosures.

By using the Platform, you consent to transact electronically, and you agree that your electronic submissions, consents, clicks, and confirmations constitute your signature and acceptance of records and agreements in electronic form.

You are responsible for maintaining a valid and up-to-date email address and other contact information.

Marketing messages are subject to your consent choices and applicable marketing laws.

The Platform and all Content other than User Content are owned by us or our licensors and are protected by intellectual property and other laws.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform for its intended purpose.

You must not copy, modify, distribute, publicly display, reverse engineer, decompile, create derivative works from, or exploit the Platform or any Content except as expressly permitted by us in writing or by Applicable Law.

All trademarks, service marks, logos, trade dress, and brand features are owned by their respective owners. References to third-party brands, leagues, teams, publishers, grading companies, artists, or franchises do not imply affiliation, endorsement, or sponsorship unless expressly stated.

We may display third-party product names, card names, game names, character names, logos, artwork, trade dress, and other intellectual property solely to identify genuine products offered, sold, or resold through the Platform. All such intellectual property remains the property of its respective owners. References to third-party intellectual property do not imply any affiliation, endorsement, sponsorship, or approval by the relevant rights holder unless expressly stated by us in writing.

You must not upload, post, list, transmit, or otherwise make available any content, images, materials, or Collectables that infringe, misappropriate, dilute, counterfeit, or otherwise violate any intellectual property or proprietary rights of any person. Without limiting the foregoing, you must not list counterfeit goods or use unauthorized third-party images, artwork, logos, or other protected materials in connection with any listing or content.

We may remove or disable access to any listing, content, or material, suspend or terminate accounts, freeze payouts, withhold proceeds, or take any other action we reasonably deem appropriate if we suspect infringement, counterfeiting, unauthorized use of intellectual property, or related misconduct.

If you believe any content or listing on the Platform infringes your copyright, you may send a notice under the Digital Millennium Copyright Act to:

Tilt Rips LLC

Email: [email protected]

Attn: DMCA Agent

Your notice must include sufficient detail for us to identify the allegedly infringing material and assess the complaint including the following:

• A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.
• Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
• A statement that the complaining party has 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.
• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

We may request additional information, remove or disable access to the challenged material, notify the affected user, and take any other action we reasonably deem appropriate.

We reserve the right to terminate, in appropriate circumstances, users or account holders who repeatedly infringe or are reasonably suspected of repeatedly infringing the intellectual property rights of others.

You grant us a worldwide, non-exclusive, royalty-free, sublicensable, transferable license to use, host, store, reproduce, modify for formatting purposes, adapt, display, publish, distribute, and otherwise exploit your User Content in connection with operating, improving, marketing, and protecting the Platform.

You represent and warrant that you have all rights necessary to grant this license and that your User Content does not infringe or violate any third-party rights or Applicable Law.

We may remove, refuse, or moderate User Content in our discretion.

We are committed to maintaining a safe, respectful, and lawful environment on the Platform.

You must not upload, post, list, transmit, message, display, or otherwise make available any User Content or other material that:

• is unlawful, fraudulent, misleading, defamatory, obscene, sexually explicit, or otherwise objectionable;
• promotes or depicts violence, hate speech, terrorism, harassment, bullying, threats, abuse, or discrimination;
• infringes, misappropriates, or otherwise violates any intellectual property, privacy, publicity, confidentiality, or other rights of any person;
• contains spam, scams, malicious code, malware, phishing content, deceptive links, or other harmful or disruptive material;
• impersonates any person or entity or misrepresents affiliation, endorsement, or origin;
• facilitates unlawful activity or violates these Terms or any applicable law; or
• is otherwise harmful, abusive, inappropriate, or objectionable in our reasonable judgment.

We maintain a zero-tolerance approach to unlawful, abusive, infringing, and other seriously objectionable content.

If you believe content on the Platform violates these Terms, you may report it through any in-app reporting functionality we make available or by contacting us at [email protected] or [email protected], as applicable. We may review reported content and take any action we reasonably deem appropriate.

Where functionality is made available by us, users may block other users from interacting with them through the Platform's user controls. We do not guarantee that any blocking, filtering, or reporting tool will be available, error-free, or effective in all circumstances.

We reserve the right, in our sole discretion and without notice where permitted by law, to remove, restrict, disable access to, or refuse to display any User Content or other material that we believe violates these Terms or is otherwise unlawful, harmful, abusive, infringing, inappropriate, or objectionable.

We also reserve the right to suspend, restrict, or permanently terminate Accounts of users who violate these Terms, engage in abusive conduct, or create legal, regulatory, security, or reputational risk for us, the Platform, or other users. Repeated or serious violations may result in immediate suspension or termination without prior notice.

We may preserve, review, and disclose content, account information, and related records where reasonably necessary to enforce these Terms, protect users or the Platform, comply with applicable law, respond to legal process, or cooperate with law enforcement or regulatory authorities.

If you provide suggestions, ideas, feature requests, comments, or other feedback, you grant us an unrestricted, perpetual, irrevocable, worldwide, royalty-free right to use that feedback for any purpose without compensation or attribution.

The Platform may integrate with or link to third-party services, including payment processors, carriers, grading companies, wallet providers, storage vendors, marketplaces, analytics providers, customer support tools, social media platforms, and authentication partners.

We are not responsible for third-party services, their content, availability, security, acts, omissions, or terms. Your use of third-party services may be subject to separate terms and privacy policies.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PLATFORM, ALL COLLECTABLES, ALL CONTENT, ALL LISTINGS, ALL STORAGE SERVICES, AND ALL RELATED SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

WITHOUT LIMITING THE FOREGOING, WE DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, NON-INFRINGEMENT, ACCURACY, CONDITION, AUTHENTICITY, GRADE, RARITY, VALUE, INVESTMENT PERFORMANCE, MARKETABILITY, COMPATIBILITY, SECURITY, AND AVAILABILITY.

WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HACKS, BUGS, DELAYS, OR DATA LOSS, OR THAT ANY ITEM, REVEAL, DROP, LISTING, MARKETPLACE TRANSACTION, OR STORED ASSET WILL MEET YOUR EXPECTATIONS.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, OPPORTUNITY, DATA, USE, MARKET VALUE, OR EXPECTED SAVINGS;
• WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM THIRD-PARTY SELLERS, THIRD-PARTY BUYERS, GRADING COMPANIES, AUTHENTICATORS, CARRIERS, PAYMENT PROVIDERS, STORAGE PROVIDERS, OR OTHER THIRD PARTIES;
• OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE PLATFORM OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU PAID TO US IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

NOTHING IN THESE TERMS EXCLUDES LIABILITY THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.

You will defend, indemnify, and hold harmless the Company and its affiliates, and their respective officers, directors, employees, contractors, agents, service providers, licensors, successors, and assigns (collectively , the "Company Parties"), from and against any claims, demands, actions, losses, liabilities, damages, judgments, penalties, fines, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to:

• your use of the Platform;
• your Orders, listings, Stored Assets, or Marketplace Transactions;
• your User Content;
• your breach of these Terms;
• your violation of Applicable Law or third-party rights;
• any allegation that any Collectable, listing, or materials you provide are counterfeit, stolen, infringing, unlawful, misdescribed, or otherwise defective.

We may assume exclusive defense and control of any matter subject to indemnification, and you agree to cooperate fully.

We may suspend, restrict, or terminate your access to all or any part of the Platform at any time, with or without notice, if we believe:

• you breached these Terms;
• you pose fraud, legal, regulatory, credit, security, reputational, or operational risk;
• your Account is inactive for an extended period (i.e., more than one (1) year);
• we are required to do so by law or by a service provider; or
• continued provision of the Platform is no longer commercially or operationally viable;
• termination is warranted for any other reason in our sole discretion.

Termination does not affect rights and obligations accrued before termination, including payment obligations, indemnities, dispute provisions, limitation provisions, and rights relating to Stored Assets or unresolved transactions.

If you fail to pay storage fees, fail to respond to notices, fail to redeem or claim Stored Assets, or abandon your Account or Collectables and such period lasts for more than one (1) year, we may, to the extent permitted by Applicable Law and after any required notice period:

• charge storage or administrative fees;
• suspend access or withdrawals;
• exercise a contractual lien, right of retention, or right of sale against Stored Assets to satisfy unpaid amounts;
• transfer unclaimed property as required by law; and/or
• dispose of low-value or unsafe items where legally permitted.

You agree that we may offset any unpaid amounts against amounts otherwise payable to you.

We are not liable for any delay, interruption, failure, loss, or damage caused by events beyond our reasonable control, including acts of God, natural disasters, fire, flood, war, terrorism, civil unrest, labor disputes, embargoes, pandemics, governmental actions, cyberattacks, carrier disruptions, utility failures, vendor failures, internet outages, payment network issues, or shortages of materials or inventory.

Some provisions of Sections 33 and 34 of these Terms are jurisdiction-specific and apply only to users whose Country of Residence corresponds with the stated condition. As used in these Terms, your "Country of Residence" is the country where you maintain your primary legal permanent residence. If you also regularly access the Platform from a different country, your Country of Residence nonetheless shall be determined by your primary legal permanent residence. If you maintain legal permanent residence in more than one country, your Country of Residence shall be the one with which you have the closest and most established connection.

IF YOUR COUNTRY OF RESIDENCE IS THE UNITED KINGDOM OR IN THE EUROPEAN ECONOMIC AREA, NO PROVISION IN THIS SECTION 33 WILL EXCLUDE OR RESTRICT ANY OF YOUR STATUTORY RIGHTS THAT YOU MAY HAVE AS A CONSUMER BASED ON THE APPLICABLE LAWS OF YOUR COUNTRY OF RESIDENCE, INCLUDING YOUR ABILITY TO ASSERT A CLAIM BASED ON THE TERMINATION OR SUSPENSION OF YOUR ACCOUNT.

(a) Governing Law.

(i) If your Country of Residence is the United States, these Terms, your use of the Platform, and our entire relationship (including any Disputes as defined under Section 34 of these Terms), will be interpreted in accordance with and governed by the laws of the State of Delaware, without regard to conflict- or choice-of-law principles. The agreement to arbitrate contained in Section 34, its scope, and its enforcement will also be governed by the United States Federal Arbitration Act without regard to conflict- or choice-of-law principles. You and the Company acknowledge these Terms affect interstate commerce.

(ii) If your Country of Residence is not the United States, except as otherwise required by applicable law, these Terms, your use of the Platform, and our entire relationship (including any Disputes), including the arbitration agreement contained in Section 34, will be interpreted in accordance with and governed by the laws of the State of Delaware, without regard to conflict- or choice-of-law principles.

(b) Judicial Forum for Disputes. Except as otherwise required by applicable law, you and the Company agree that any Dispute that is not subject to arbitration pursuant to Section 34 and not permitted to be filed in the relevant courts in accordance with the exceptions in Section 34(h) may only be brought in a court of competent jurisdiction in the State of Delaware. Both you and the Company consent to exclusive venue and personal jurisdiction there. Notwithstanding the foregoing, you and the Company agree that either of us may move to compel arbitration or to enforce or compel an arbitral award before any court of competent jurisdiction.

By agreeing to these Terms, you and the Company agree that any and all past, present and future disputes, claims or causes of action between you and the Company arising out of or relating to these Terms, the Platform, the formation of these Terms, our relationship or any other dispute between you and the Company or any of Company Parties, and whether arising prior to or after your agreement to this Section 34, (collectively, "Dispute(s)") will be governed by the procedure outlined below. You and the Company further agree that any arbitration pursuant to this Section shall not proceed as a class, group or representative action, except as expressly provided herein.

a. Informal Dispute Resolution. The parties shall first attempt to resolve any Dispute informally for at least 60 days before initiating arbitration (or, as permitted, litigation). The informal negotiations begin upon the sending of a properly addressed written notice from one party to the other ("Notice of Dispute"). The Notice of Dispute must: (i) include the full name and contact information of the complaining party; (ii) include additional information to identify the complaining party and the relevant Account(s), including postal address and telephone number, email address(es) used to establish your Account(s), and Device ID; (iii) describe the nature and basis of the Dispute; and (iii) set forth the specific relief sought. The Notice of Dispute to the Company shall be sent to [email protected] . The Company will send the Notice of Dispute to the most recent email address you have provided as part of your Account information. You agree to participate in at least one telephonic or virtual meeting with us to attempt to resolve any Dispute you initiate. We agree to do the same. If you are represented by counsel, your counsel may participate in the meeting, but you must also fully participate in the meeting. If a Dispute is not resolved within 60 days after the Notice of Dispute is sent, you or the Company may initiate an arbitration proceeding as described below; provided that a party's failure to satisfy the conditions precedent of a valid Notice of Dispute and individual meeting, and completion of the 60-day period, entitles the opposing party to seek immediate dismissal of the arbitration or (where permitted under these Terms) litigation and the right to seek reimbursement of its costs. The amount of any settlement offer made by any party may not be disclosed to the arbitrator (or court, as applicable) until after the arbitrator (or court, as applicable) has determined the amount of the award, if any, to which either party is entitled.

b. We Both Agree To Arbitrate. By agreeing to these Terms, and to the extent permitted by applicable law, you and the Company each and both agree to resolve any Disputes not resolved through Informal Dispute Resolution as discussed under Section 34(a) above exclusively through final and binding arbitration as discussed herein, except as set forth under "Exceptions to Agreement To Arbitrate" below. Any challenge to the validity, scope, severability or enforceability of this Section 34 shall be determined exclusively by the arbitrator.

c. Opt-out of Agreement to Arbitrate. You may decline this Section 34 (agreement to arbitrate on an individual basis) by contacting [email protected] within 30 days of first accepting these Terms and stating that you decline this arbitration agreement. You must include your first and last name, email address, postal address and device ID, and you must personally hand-sign and date your notice. You can attach the notice to your email as a pdf, photograph or by any other means that clearly displays the required information and demonstrates that you have complied with these requirements. By opting out of the agreement to arbitrate, you will not be precluded from using the Platform, but you and the Company will not be permitted to invoke the mutual agreement to arbitrate to resolve Disputes under the Terms otherwise provided herein. For avoidance of doubt, in the event you exercise your right to opt out of the agreement to arbitrate, those limitations and restrictions applicable to litigation that are set out in Subsections 34(a) and 34(g) shall continue to apply to you. In addition, if you opt out of this agreement to arbitrate and at the time of your receipt of these Terms you were bound by an existing agreement to arbitrate disputes arising out of or related to your use of or access to the Platform, that existing arbitration agreement (but not the remainder of those prior Terms) will remain in full force and effect. In other words, if you are bound by an agreement to arbitrate at the time you opt out of this one, that prior agreement to arbitrate will continue to apply to you. The remainder of these Terms (aside from this Section 34) shall supersede the prior version.

d. Arbitration Procedures and Fees.

(i) You and the Company agree that JAMS will administer the arbitration under its Streamlined Arbitration Rules and Procedures in effect at the time arbitration is sought ("JAMS Rules") Those rules are available at www.jamsadr.com. Arbitration will proceed on an individual basis, except as provided for in subsection (f), and will be handled by a sole arbitrator in accordance with those rules as modified by these Terms; provided that the parties will be presented with a list of at least five potential arbitrators and will rank those potential arbitrators in order of preference with the ability to strike at least one of the candidates. JAMS, at its discretion or upon the parties' agreement, may provide a larger list with the ability to strike more than one candidate. JAMS will select the arbitrator with the highest combined preference who has not been struck by either party (e.g., if both parties select a potential arbitrator as their top preference, that arbitrator will be selected). You and the Company further agree that to the extent not prohibited under JAMS Rules, the arbitration will be held in English in Wilmington, Delaware, or, at your election, will be conducted telephonically or via other remote electronic means. The JAMS Rules will govern payment of all arbitration fees. Notwithstanding anything to the contrary set out herein, the arbitrator will be authorized to award any remedies, including injunctive relief, that would be available to you in an individual lawsuit and that are not waivable under applicable law.

(ii) You and the Company both agree that (A) the arbitrator will be bound by these Terms, (B) the arbitrator will have exclusive authority to determine questions of arbitrability, and (C) that all arbitration proceedings and resulting awards conducted pursuant to Section 34 will be confidential. Any such award may not be disclosed to third parties other than to a party's legal, accounting, or financial advisors (each of whom will be subject to that same confidentiality obligation) except (i) by either party in support of its pursuit or defense of its legal rights or obligations in another litigation or arbitration (whether involving the same or different parties), (ii) to the extent disclosed in connection with a petition or motion to confirm, enforce, or recognize the award, or (iii) otherwise as required or permitted by applicable law.

e. Appeals. You and the Company agree that any award issued by an arbitrator pursuant to this Section 34 may be appealed in accordance with the applicable appeal procedures (e.g., JAMS Optional Arbitration Appeal Procedures) at either party's election. In the event of an appeal, the award shall not take effect until the appeal has been decided.

f. Mass Arbitration. To increase efficiency of resolution, in the event 25 or more similar arbitration demands against the Company (including its subsidiaries or affiliates), presented by or with the assistance of the same law firm or organization or group of law firms or organizations acting together, are submitted to JAMS, the JAMS Mass Arbitration Procedures and Guidelines ("JAMS Mass Rules") shall apply. In such event, the JAMS Process Administrator (as described in the JAMS Mass Rules) shall have the authority to implement the procedures set forth in the JAMS Mass Rules, including the authority to batch together individual arbitration demands into a single coordinated proceeding. Arbitrators appointed in accordance with this Section 34(f) must be retired judges with experience arbitrating or mediating disputes. All provisions of this Section 34 that are not in conflict with the JAMS Mass Rules, including the appointment process for the arbitrators, shall continue to apply.

g. Class Action and Collective Arbitration Waiver.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW (AND EXCEPT AS EXPRESSLY PROVIDED IN SECTION 34(f)), NEITHER YOU NOR THE COMPANY SHALL BE ENTITLED: TO CONSOLIDATE, JOIN OR COORDINATE DISPUTES BY OR AGAINST OTHER INDIVIDUALS OR ENTITIES; TO PARTICIPATE IN ANY GROUP, CLASS, COLLECTIVE OR MASS ARBITRATION OR LITIGATION; TO ARBITRATE OR LITIGATE ANY DISPUTE IN A REPRESENTATIVE CAPACITY, INCLUDING AS A REPRESENTATIVE MEMBER OF A CLASS; TO ARBITRATE OR LITIGATE ANY DISPUTE IN A PRIVATE ATTORNEY GENERAL CAPACITY; OR OTHERWISE TO SEEK RECOVERY OF LOSSES OR DAMAGES (WHETHER FOR YOURSELF OR OTHERS) INCURRED BY THIRD PARTIES OTHER THAN MEMBERS OF YOUR IMMEDIATE FAMILY OR FOR WHOM YOU HAVE BEEN APPOINTED AS LEGAL GUARDIAN, ADMINISTRATOR, EXECUTOR, CONSERVATOR OR THE EQUIVALENT. IN CONNECTION WITH ANY DISPUTE (AS DEFINED ABOVE), ANY AND ALL SUCH RIGHTS ARE HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVED. ANY CHALLENGE TO THE VALIDITY OR ENFORCEABILITY OF THIS SECTION 34(g) SHALL BE DETERMINED EXCLUSIVELY BY THE ARBITRATOR. NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH IN THESE TERMS, IN THE EVENT ALL OR ANY PORTION OF SUBSECTIONS 34(e), 34(f) OR OF THIS SUBSECTION 34(g) IS FOUND TO BE INVALID OR LESS THAN FULLY ENFORCEABLE IN A PARTICULAR DISPUTE, THEN THE ENTIRETY OF THE PARTIES' AGREEMENT TO ARBITRATE (BUT NOT THOSE LIMITATIONS AND RESTRICTIONS APPLICABLE TO LITIGATION THAT ARE SET OUT IN SECTIONS 34(a) AND 34(g)) MAY BE DEEMED VOID AND AS HAVING NO EFFECT FOR PURPOSES OF THAT DISPUTE, UPON EITHER PARTY'S ELECTION.

h. Exceptions to Agreement to Arbitrate. Notwithstanding your and Company's agreement to arbitrate Disputes:

(i) either you or the Company may bring a lawsuit in a court of competent jurisdiction to compel arbitration pursuant to this Section 34 or to enforce any arbitral award issued hereunder;

(ii) if your Country of Residence is the United States, either you or the Company may also assert individual claims in small claims court in your county of residence as long as the claim qualifies for small claims court and the court does not permit class or similar representative actions or relief;

(iii) if your Country of Residence is the United Kingdom or in the European Economic Area, either you or the Company may alternatively assert claims, if they qualify, through the relevant claims track in the courts of your Country of Residence; and

(iv) if your Country of Residence is not the United States, the United Kingdom or in the European Economic Area, either you or the Company may also assert claims, if they qualify, through a court of competent jurisdiction in Delaware, or if a court in your Country of Residence would not recognize such a requirement (notwithstanding the provisions of this Section 34), then in a small claims court or the equivalent in your Country of Residence.

These Terms, together with any policies, supplemental terms, official rules, order-specific terms, and the Privacy Policy expressly incorporated by reference, constitute the entire agreement between you and us regarding the Platform.

If any provision is held invalid or unenforceable, the remaining provisions remain in full force and effect.

Our failure to enforce any provision is not a waiver.

You may not assign or transfer these Terms or any rights or obligations under them without our prior written consent. We may assign these Terms freely, including in connection with a merger, sale, financing, reorganization, or asset transfer.

Section headings are for convenience only.

If any provision of these Terms and Conditions are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will, to that extent, be severed from these Terms and Conditions. All remaining terms, conditions and provisions will continue to be valid to the fullest extent permitted by law. In such cases, the part deemed invalid or unenforceable will be amended in a manner consistent with the applicable law to reflect, as closely as possible, the Company's original intent.