DRAFT Terms of Service

1. Fourthwall Service Overview.
   
   ‍This Section describes the Service and some of its features.
   
   Fourthwall is a technology platform that allows you to design a fully branded website (“Creator Site”) that will enable you to better connect with your fans and followers by, among other things, allowing you to: (a) set up a merchandise store whereby you can design and/or designate physical or digital products with your logo or other designs (“Products”) that will be sourced and sold by Fourthwall (subject to royalty payments to you described below); (b) set up memberships where fans can receive access to exclusive Products and other content (“Memberships”); and (c) receive monetary donations from your fans (“Donations”).
   
   1.    Service Tiers and Feature Access. Fourthwall may offer multiple tiers of the Service, including free and paid plans, each with different levels of functionality, support, or access to features. Your access to specific features of the Service may depend on the tier you have selected. The description of each tier, including any fees, feature limits, and upgrade or downgrade options, will be made available on our website or through your Creator account dashboard. We reserve the right to modify the tiers, features, and associated pricing from time to time, subject to these  Terms.
2. Eligibility
   
   ‍This Section describes who may use the Service.
   
   You must be at least 16 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 16 years old; (b) if you are under the age of 18, your parent or guardian agrees to these Terms; (c) you have not previously been suspended or removed from the Service; and (d) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have the authority to bind you to these Terms, and you agree to be bound by these Terms.
3. Accounts and Registration.
   
   ‍This Section describes the mechanics of your account on the Service.
   
   To use the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us at support@fourthwall.com.
4. Your Creator Site
   
   ‍This Section sets forth obligations related to the operation of your Creator Site.
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   1. Creator Site. Except as expressly set forth in these Terms, you are solely responsible for your Creator Site and the Creator Site’s compliance with all applicable laws, rules, and regulations. For clarity, you will be in breach of these Terms if the Creator Site is not compliant with applicable law or any requirements set forth in these Terms. You can take down the Creator Site at any time by deleting your account on the Service.
   2. Creator Site Terms. Fourthwall will enter into terms of service with end users of the Creator Site with respect to the Products and Memberships sold by Fourthwall and related Fourthwall services (“Merchandise Terms of Service”). You must ensure that the Creator Site displays our Merchandise Terms of Service and Fourthwall’s privacy policy at the bottom of all inventory and checkout pages. Additionally, your Creator Site must include, and you must follow (i) your privacy policy that clearly discloses how you collect, use, share, and disclose personal information and (ii) your terms of service between you and end users regarding their use of the Creator Site (“Website Terms of Service”). The Website Terms of Service are directly between you and the end users, and Fourthwall is not and will not be a party to the Website Terms of Service. For avoidance of doubt, nothing in the Merchandise Terms of Service or Website Terms of Service will supersede any of Fourthwall’s obligations or liability towards you, or any of your obligations or liability to Fourthwall, under these Terms. We have provided a template of the Website Terms of Service (“Template Website Terms of Service”) and a template of a privacy policy (“Template Privacy Policy”) to provide examples that you may use, but Fourthwall is not authorized to provide legal advice so the Template Website Terms of Service and Template Privacy Policy are just suggestions. You may modify each of these sets of terms, provided that you will not make any changes to sections of the terms that reference Fourthwall or otherwise use Fourthwall’s name in the Template Website Terms of Service, without our permission. You agree that your Website Terms of Service will indicate that Fourthwall, not you, is the seller of all Products and Memberships available on the Creator Site.
      
      Because the Template Website Terms of Service and Template Privacy Policy (collectively, “End User Terms”) are provided solely for informational purposes, the End User Terms are not legal advice, and by using the End User Terms (either in whole or part) you agree to the following disclaimer:
      
      The End User Terms are provided for informational purposes only and is not legal advice. Fourthwall is not your attorney and in no way represents you regarding any legal matters or otherwise. The End User Terms are not intended to and in no way establishes an attorney-client relationship between you and Fourthwall. Do not rely on the End User Terms as a replacement for legal advice provided by a professional attorney in good standing and licensed to practice in your jurisdiction. You should consult independent legal advice before publishing any End User Terms. Fourthwall expressly disclaims all liability in connection with any actions taken or not taken based on any or all of the contents of the End User Terms or related information.
5. Product Purchases
   
   ‍This Section describes how Users may order and return Products using the Service.
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   1. Product Orders. End users may purchase Products or Memberships you design or designate from Fourthwall through the Creator Site (“Product Orders”). Except as set forth below, Fourthwall will be responsible for sourcing, shipping, returns and refunds associated with each Product Order, and each Product Order is a transaction directly between Fourthwall and the end user.  You agree not to make any warranties to end users regarding Products on Fourthwall’s behalf.  While the purchase of a Membership is from Fourthwall, the Membership benefits are provided by you. You agree to provide all Membership benefits to end users that purchase Memberships through the Creator Site and that you are responsible for failure to provide the advertised Membership benefits.
   2. Manufacture and Sourcing. When an end user places a Product Order through the Creator Site, the Service will, if applicable, automatically submit a purchase order for the Product to the applicable third-party manufacturer (“Supplier”). For certain Products, the Service may allow you to select which Supplier will manufacture the Product on Fourthwall’s behalf. Additional information about which Suppliers are available for each Product is available on the Service. We may also allow you to indicate that you will act as the manufacturer or supplier of the Product to Fourthwall, in which case you will be treated as a Vendor of Fourthwall (“Vendor”) and you agree to manufacture that Product in accordance with the standards we specify.
   3. Logistics Services. With respect to Vendors, Fourthwall may provide a service to facilitate the shipping of Products that you have manufactured on your own or using a third-party manufacturer (“Pre-Made Products”) and may provide storage for such Pre-Made Products (collectively, “Logistics Services”). If you are acting as a Vendor, you are fully responsible for the manufacture and delivery of any Pre-Made Products to Fourthwall at an address to be agreed upon by you and Fourthwall, including all related costs. Fourthwall will not be held responsible for any loss or damage to Pre-Made Products by the carrier or due to incorrect shipping information. Subject to these Terms, you will retain title to all Pre-Made Products until they are delivered to Fourthwall. The fees for the Logistics Services are set forth on the pricing page (“Logistics Fees”).
      
   4. Shipping.  If you act as a Vendor and do not use the Fourthwall Logistics Services, you are agreeing to provide shipping services for the Products on Fourthwall’s behalf, and agree that you are responsible to Fourthwall for any failure or delay in shipping of Products. As a vendor, you are solely responsible for providing accurate tracking numbers and fulfilling all Product Orders within a commercially reasonable timeframe, generally not exceeding 14 calendar days unless otherwise communicated to the customer. Failure to provide tracking information or fulfill orders in a timely manner may result in withholding of royalty payments, suspension of your Creator Site, or reimbursement of affected customers. To the extent Fourthwall collects shipping fees from end users, Fourthwall will pay those shipping fees to Vendors responsible for shipping. In all other cases, Fourthwall is responsible for shipping Products to end users using the address and shipping preferences provided by the end user in the Product Order. If you request that Fourthwall provide free shipping to end users, you agree to pay to Fourthwall the shipping fees Fourthwall would have otherwise charged to end users (“Shipping Fees”).
   5. Returns and Refunds. Fourthwall will accept all returns from end users within 30 days of the Product Order for Products with a defect that is covered by a Supplier warranty (“Supplier Defective Product”). Fourthwall will refund to the end user the purchase price of the Supplier Defective Products and will be responsible for all costs in connection with returns of Supplier Defective Products. Fourthwall does not accept returns of, or issue refunds for, Products that are not defective.  You may request that Fourthwall accept a return and issue a refund to an end user for the Product that is not a Supplier Defective Product. If you so request and we agree to do so, you agree that you will be responsible to Fourthwall for the amount of such refund. In the event of recurring customer disputes or a high chargeback rate related to your self-fulfilled Products, Fourthwall may suspend payouts, require advance deposits, or terminate your access to the Service.
6. Creator Site Fees and Payment Terms.
   
   ‍‍This Section describes the payment of fees forthe Service. It also specifies that Fourthwall will collect and remit taxes andserve as the Merchant of Record for all Products and Memberships.
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   1. Payment Processing. Fourthwall will process and receive payment from end users for all Product Orders, Memberships, and Donations made through the Creator Site. You acknowledge that if we decide to accept a payment from an end user in a currency other than U.S. Dollars, we convert that payment into U.S. Dollars using an exchange rate set by Open Exchange Rates Ltd. (https://openexchangerates.org/), and an additional amount above the exchange rate price (the “Conversion Buffer Fee”) will be charged to you to protect against fluctuations to the exchange rate. The Conversion Buffer Fee, specified here, may change from time to time as determined by Fourthwall in its sole discretion.  Fourthwall reserves the right to not authorize or settle any payment Fourthwall believes is in violation of the Merchandise Terms of Service or these Terms or is fraudulent.
   2. Fees; Calculation of Royalty Payment. The following fees shall be deducted for purposes of calculating the Net Royalty Payments (as defined below): (a) 3% of the transaction amount for all digital Products; (b) 5% of the transaction amount for all Memberships; (c) for every credit card payment made in connection with a Product Order made on the Creator Site, (i) a payment processing fee equal to 2.9% of the transaction plus 30 cents if the credit card used was issued by a domestic issuer, or (ii) a payment processing fee equal to 3.9% of the transaction plus 30 cents if the credit card used was issued by a foreign issuer; (d) for every PayPal payment made in connection with a Product Order made on a Creator Site, (i) a payment processing fee equal to 3.9% of the transaction amount plus 49 cents if the PayPal payment was made using U.S. dollars, or (ii) a payment processing fee equal to 5.4% of the transaction amount plus 49 cents if the PayPal payment was made using a foreign currency; (e) Shipping Fees; (f) Conversion Buffer Fees, if any; (g) Logistics Fees, if any; (h) all Taxes collected by Fourthwall in connection with the sale of Products or Memberships or for Donations, including sales Taxes and value-added Taxes, and any costs related to calculating and collecting such Taxes; (i) any refunds or returns you request Fourthwall accept/provide other than for Supplier Defective Products; (j) all amounts for other credits, chargebacks, and fraudulent transactions, if any (clauses “(a)” through “(j),” collectively, the "Fees"). Any subscription or access fees paid by you for use of premium tiers of the Service are separate from and not included in the calculation of Net Royalty Payment. Details on available tiers, features, and fees are available on our Pricing Page.
   3. Payments to You. Within 7 business days after the end of each calendar month, Fourthwall will pay to you the Gross Royalty Payment and Donation Revenue, less all Fees for that month (the “Net Royalty Payment”). Fourthwall may, in its sole discretion, exclude or withhold from any payment due to you any amount: (i) received in connection with a violation of these Terms; (ii) that Fourthwall believes to be fraudulent; or (iii) as necessary to comply with any law, rule, or regulation.  "Gross Royalty Payment” means the amounts received by Fourthwall from end users in connection with Product Orders, less all amounts owed to Suppliers with respect to the Products sold pursuant to such Product Orders. “Donation Revenue” means all amounts received by Fourthwall in connection with Donations made through the Creator Site.
   4. Threshold for Payment. Fourthwall will not be obligated to make a payment to you if the total amount owed to you under these Terms is less than $100 (“Payment Threshold”). Any amounts owed to you under the Payment Threshold will accrue until the total amount owed to you is equal to or greater than the Payment Threshold..
   5. Payment Information. Fourthwall will pay you any amounts owed under these Terms to the payment method that you choose from the payment options made available through the Service. To ensure proper payment, you are responsible for providing and maintaining accurate contact and payment information through the Service.
   6. Currency. All payments made by Fourthwall under these Terms will be made in U.S. Dollars. If Fourthwall is required to make a payment in a currency that is not U.S. Dollars, Fourthwall will use an exchange rate at its discretion and may charge you fees or charges for the conversion.
   7. Taxes. Other than net income taxes imposed on Fourthwall, you will bear all taxes, duties, and other governmental charges (collectively, “Taxes”) resulting from these Terms, including all taxes in connection with transactions and payments made through the Services or otherwise made pursuant to these Terms. Fourthwall will deduct from your Product Revenue and Donation Revenue all costs related to Fourthwall’s calculation and collection of the sales Taxes and value-added Taxes applicable to Product Orders or Donations, as the case may be, and the payment of such Taxes to the appropriate tax authorities. For sales tax purposes, Fourthwall will serve as the Merchant of Record.
   8. Right of Set Off; Overpayment. At any time, Fourthwall may offset returns, refunds, or other amounts owed by you to Fourthwall against amounts Fourthwall owes to you. If any excess payment has been made to you for any reason whatsoever, Fourthwall reserves the right to adjust or offset the same against any subsequent amounts payable to you under these Terms.
7. License to Creator
   
   ‍This Section grants you the right to use the Service, describes some restrictions on that right, and gives Fourthwall the right to use any feedback you provide.
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   1. Limited License. Subject to your complete and ongoing compliance with these Terms, Fourthwall grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service.
   2. License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, or publicly perform the Service; (b) make modifications to the Service; or (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it.
   3. Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service or if an end user of the Service provides any such feedback (“Feedback”), then you hereby grant Fourthwall an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.
8. Ownership; Proprietary Rights.
   
   ‍This Section clarifies that Fourthwall owns the Service. This does not give Fourthwall any ownership rights in the materials you upload to the Creator Site or any of your other intellectual property.
   
   The Service is owned and operated by Fourthwall. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by Fourthwall are protected by intellectual property and other laws. All Materials included in the Service are the property of Fourthwall or its third party licensors. Except as expressly authorized by Fourthwall, you may not make use of the Materials. Fourthwall reserves all rights to the Materials not granted expressly in these Terms. For avoidance of doubt, Materials shall not be deemed to include User Content, which is discussed in Section 10 and Fourthwall shall not take ownership of your User Content under these terms except as expressly set forth in these Terms.
9. Third Party Terms
   
   ‍This Section describes what third party terms are applicable to your use of the Service.
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   1. Third Party Services and Linked Websites. Fourthwall may provide tools through the Service that enable you to export information, including User Content, to third party services, including through features that allow you to link your account on Fourthwall with an account on the third party service, such as Twitter or Facebook, or through our implementation of third party buttons (such as “like” or “share” buttons). By using one of these tools, you agree that Fourthwall may transfer that information to the applicable third party service. Third party services are not under Fourthwall’s control, and, to the fullest extent permitted by law, Fourthwall is not responsible for any third party service’s use of your exported information. The Service may also contain links to third party websites. Linked websites are not under Fourthwall’s control, and Fourthwall is not responsible for their content.
   2. Third Party Software. The Service may include or incorporate third party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third Party Components under the applicable third party licenses or to limit your use of Third Party Components under those third party licenses.
10. User Content
    
    ‍This Section gives Fourthwall the right to use anything you post on the Service to provide the Service to you and includes some restrictions on what you may post.
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    1. User Content Generally. Certain features of the Service may permit users to choose a unique domain for their Creator Site and to upload content to the Service, including Product designs, artwork, messages, reviews, photos, video, images, folders, data, text, and other types of works or digital content (“User Content”) and to publish User Content on the Service, including your Creator Site. You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Service, including your Creator Site.
    2. Limited License Grant to Fourthwall. By providing User Content to or via the Service, you grant Fourthwall a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, in any media formats and through any media channels now known or hereafter developed in order to provide the Service.
    3. Limited License Grant to Other Users. By providing User Content to or via the Service to other users of the Service, you grant those users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Service.
    4. User Content Representations and Warranties. Fourthwall disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant that:
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       1. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Fourthwall and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by Fourthwall, the Service, and these Terms;
       2. your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; (iii) cause Fourthwall to violate any law or regulation; or (iv) violate the Fourthwall Acceptable Use Policy at fourthwall.com/acceptable-use-policy (the “AUP”); and
       3. your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
    5. User Content Disclaimer. We are under no obligation to edit or control any Creator Site or any User Content that you or other users post or publish, and will not be in any way responsible or liable for User Content. Fourthwall may, however, at any time and without prior notice, screen, remove, edit, or block any User Content, including User Content on any Creator Site, that in Fourthwall’s sole judgment violates these Terms or is otherwise objectionable. You understand that when using the Service you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Fourthwall with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, Fourthwall does not permit copyright-infringing activities on the Service.
    6. Monitoring Content. Fourthwall does not control and does not have any obligation to monitor: (a) any Creator Site; (b) User Content; (c) any content made available by third parties; or (d) the use of the Service by its users. You acknowledge and agree that Fourthwall reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service, including Creator Sites, for operational and other purposes. If at any time Fourthwall chooses to monitor the content, Fourthwall still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy.
11. Prohibited Conduct.
    
    ‍This Section describes what you may not do on the Service.
    
    BY USING THE SERVICE YOU AGREE NOT TO:
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    1. use the Service for any illegal purpose or in violation of any local, state, national, or international law or the AUP;
    2. harass, threaten, demean, embarrass, or otherwise harm any person;
    3. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
    4. interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
    5. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
    6. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;
    7. sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 7) or any right or ability to view, access, or use any Materials; or
    8. attempt to do any of the acts described in this Section 11 or assist or permit any person in engaging in any of the acts described in this Section 11.
12. Digital Millennium Copyright Act
    
    ‍This Section describes what happens if infringing content is posted on the Service.
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    1. DMCA Notification.
       
       We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended). If you have an intellectual property rights-related complaint about material posted on the Service, you may contact our Designated Agent at the following address:
       
       Fourthwall, Inc
       ATTN: Legal Department (Copyright Notification)
       212 Pacific Avenue
       Venice, CA 90291
       1-831-350-6016
       Email: legal@fourthwall.com
       
       Any notice alleging that materials hosted by or distributed through the Service infringe intellectual property rights must include the following information:
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       1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
       2. a description of the copyrighted work or other intellectual property that you claim has been infringed;
       3. a description of the material that you claim is infringing and where it is located on the Service;
       4. your address, telephone number, and email address;
       5. a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright owner, its agent, or the law; and
       6. a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
    2. Repeat Infringers. Fourthwall will promptly terminate the accounts of users that are determined by Fourthwall to be repeat infringers.
13. Modification of these Terms.
    
    ‍This Section gives Fourthwall the right to modify these Terms and describes how we may do so.
    
    Fourthwall may amend any of these Terms by posting the amended Terms on its website and updating the "Last Updated" date above, or, if any amendment would materially and adversely affect your rights or obligations under these Terms, Fourthwall will give you notice of the amended Terms either by sending you an email to the email address associated with your Creator account or providing in-Service notification. Changes to these Terms that would materially and adversely affect your rights or obligations will become effective after a period of time specified in the notice we give you. All other changes will become effective immediately. Please check these Terms periodically for changes. Your continued use of the Service after any change to these Terms means you agree to such change. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
14. Term, Termination and Modification of the Service
    
    ‍This Section describes when and how these Terms and your use of the Service may be terminated.
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    1. Term. These Terms are effective beginning when you accept these Terms or first download, install, access, or use the Service, and ending when terminated as described in Section 15.2.
    2. Termination. If you violate any provision of these Terms, your authorization to access the Service and these Terms automatically terminates. In addition, Fourthwall may, at its sole discretion, terminate these Terms or your account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice. You may terminate your account and these Terms at any time by contacting customer service at support@fourthwall.com.
    3. Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; (c) your Creator Site will be taken offline; (d) you must pay Fourthwall any unpaid amounts that are due to Fourthwall; (e) Fourthwall will pay to you any undisputed amounts owed to you under these Terms and not yet paid; and (f) Sections 7.3, 8, 14,3, 14.4, 14.5, 15, 16, 17, 18, and 19 will survive.
    4. Abandoned Pre-Made Products. In the event of termination, you are responsible for all reasonable costs to deliver remaining Pre-Made Products back to you. Your Pre-Made Products will only be released once all Fees have been paid in full. In the event of your failure to pay all fees within 120 days, Fourthwall reserves the right to sell, in accordance with local and federal laws, any Pre-Made Products in our possession to settle the past due balances. Any remaining inventory after all Fees have been paid will be returned to you.
    5. Modification of the Service. Fourthwall reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service or the Creator Site), temporarily or permanently, without notice to you. Fourthwall will have no liability for any change to the Service or any suspension or termination of your access to or use of the Service. This includes the right to introduce, modify, or remove free or paid tiers of the Service and their associated features.
15. Indemnity.
    
    ‍This Section states that you will indemnify Fourthwall if a claim is brought against us in connection with or for a misuse of the Service, violation of these terms or any other rights, third party disputes, or related to the Creator Site, Products, Memberships, or User Content.
    
    To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Fourthwall and its officers, directors, employees, consultants, affiliates, subsidiaries and agents from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; (d) any dispute or issue between you and any third party; or (e) your User Content or any Product or Membership sold by Fourthwall. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
16. Disclaimers; No Warranties
    
    ‍This Section limits the warranties Fourthwall makes about the Service and clarifies what we do not say the Service will do.
    
    THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. FOURTHWALL DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. FOURTHWALL DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND FOURTHWALL DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR FOURTHWALL OR ANY OF ITS AFFILIATES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING FOURTHWALL OR ANY OF ITS AFFILIATES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Fourthwall does not disclaim any warranty or other right that Fourthwall is prohibited from disclaiming under applicable law.
17. Limitation of Liability
    
    ‍This Section limits Fourthwall’s liability for providing the Service.
    
    TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL FOURTHWALL OR ANY OF ITS AFFILIATES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, OR ANY DAMAGE TO OR LOSS OF ANY PRE-MADE PRODUCTS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY FOURTHWALL ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE FOURTHWALL ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO FOURTHWALL FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; OR (B) $100. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 17 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
18. Dispute Resolution and Arbitration
    
    ‍This Section describes how disputes will be resolved under these Terms.
    ‍
    1. Generally. In the interest of resolving disputes between you and Fourthwall in the most expedient and cost effective manner, and except as described in Section 18.2 and 18.3, you and Fourthwall agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND FOURTHWALL ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
    2. Exceptions. Despite the provisions of Section 18.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
    3. Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 18 within 30 days after the date that you agree to these Terms by sending a letter to Fourthwall, Inc., Attention: Legal Department – Arbitration Opt-Out, PO Box 5696, Santa Monica, CA 90405 that specifies: your full legal name, the email address associated with your account on the Service, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once Fourthwall receives your Opt-Out Notice, this Section 18 will be void and any action arising out of these Terms will be resolved as set forth in Section 19.2. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
    4. Arbitrator. Any arbitration between you and Fourthwall will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Fourthwall. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
    5. Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Fourthwall’s address for Notice is: Fourthwall, Inc., PO Box 5696, Santa Monica, CA 90405. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Fourthwall may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Fourthwall must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Fourthwall in settlement of the dispute prior to the award, Fourthwall will pay to you the higher of: (i) the amount awarded by the arbitrator; or (ii) $10,000.
    6. Fees. If you commence arbitration in accordance with these Terms, Fourthwall will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in San Francisco County, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Fourthwall for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
    7. No Class Actions. YOU AND FOURTHWALL AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Fourthwall agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
    8. Modifications to this Arbitration Provision. If Fourthwall makes any future change to this arbitration provision, other than a change to Fourthwall’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to Fourthwall’s address for Notice of Arbitration, in which case your account with Fourthwall will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
    9. Enforceability. If Section 18.7 or the entirety of this Section 18 is found to be unenforceable, or if Fourthwall receives an Opt-Out Notice from you, then the entirety of this Section 18 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 19.2 will govern any action arising out of or related to these Terms.
19. Miscellaneous
    
    This Section includes any other terms that are applicable to your use of the Service.
    ‍
    1. General Terms. These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Fourthwall regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers and descriptions in these Terms are for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to”. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
    2. Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Fourthwall submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Los Angeles County, California for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in California, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
    3. Privacy Policy. Please read the Fourthwall Privacy Policy at fourthwall.com/privacy-policy/ carefully for information relating to our collection, use, storage, disclosure of your personal information. The Fourthwall Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
    4. Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
    5. Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
    6. Email. We may send you emails concerning our products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.
    7. Contact Information. The Service is offered by Fourthwall, Inc., located at PO Box 5696, Santa Monica, CA 90405. You may contact us by sending correspondence to that address or by emailing us at support@fourthwall.com.
    8. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
    9. No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.
    10. Data Backup. Fourthwall is not obligated to back up any data, files, materials, content, or information available on or provided to the Service or Fourthwall or otherwise stored on Fourthwall servers, including your Creator Site and any User Content. IT IS SOLELY YOUR DUTY AND RESPONSIBILITY TO BACKUP SEPARATELY YOUR FILES AND DATA THAT MAY RESIDE ON FOURTHWALL SERVERS. UNDER NO CIRCUMSTANCES WILL FOURTHWALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, FOR LOSS OF FILES OR DATA ON ANY FOURTHWALL SERVER.
    11. International Use. The Service is intended for visitors located within the United States. We make no representation that the Service is appropriate or available for use outside of the United States. Access to the Service from countries or territories or by individuals where such access is illegal is prohibited.

1. We do not sell your fan/supporter’s data or market other people’s products to them.
   We are here to be your partner and support you. We do not repurpose your data or sell it in any way. See sections 10 and our Privacy Policy.
2. We will pay you the full amount earned directly to your bank account once per month.
   Fourthwall is obligated to pay you your earnings once per month. See section 6.3.
3. You are not locked in to Fourthwall or obligated to stay for any reason.
   If you ever don’t feel like we’re the best option for you, you can leave at any time for any reason. See section 14.2.
4. You retain the rights to the artwork and designs you upload to the platform.
   When you upload artwork to our platform we don’t claim any ownership over it. It’s yours to use as you see fit, on and off Fourthwall. See sections 8, 10.1, and 10.2.
5. You are responsible for ensuring that you have the rights to use artwork and designs you sell.
   We provide you with software to run your own store. We are trusting you that you’ve made sure you have any necessary rights and permissions to use the artwork you’re selling. See sections 10.4 and 12.