Event Organizers, Merchants and Dashboard Users
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      Master Services Agreement

      Last Updated: April 4, 2025

      This Master Services Agreement ("Agreement") is entered into by and between MMJI CHILLZ, LLC, a Delaware limited liability company operating as Linkstub ("Linkstub," "we," "us," or "our"), and the individual or entity accessing or using Linkstub's services ("Merchant," "Organizer," "you," or "your"). This Agreement governs your access to and use of Linkstub's event management, online ticketing, marketing, promotion and customer engagement tools, and related services (collectively, the "Services"). By using the Services, you agree to comply with and be bound by this Agreement. If you do not agree with any part of this Agreement, you must discontinue your use of the Services immediately.

      1. DEFINITIONS AND INTERPRETATION

      1.1 Definitions

      For the purposes of this Agreement and any other agreement provided by Linkstub, unless explicitly superseded by terms in such other agreement:

      • "Attendee" refers to any individual purchasing or otherwise obtaining a ticket to an event organized by you.
      • "Content" means all text, images, videos, audio, or other material uploaded, shared, or displayed through the Services by you or your authorized representatives.
      • "Dashboard" refers to the administrative interface provided by Linkstub that allows you to manage Events, view analytics, and access other features of the Services.
      • "Data Protection Laws" means all applicable laws, regulations, and binding guidelines relating to the processing of personal data and privacy, including but not limited to the General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), and similar regulations in relevant jurisdictions.
      • "Effective Date" means the date on which you first access or use the Services, thereby accepting the terms of this Agreement.
      • "Event" means any gathering, performance, conference, or similar activity for which you use the Services to manage or facilitate ticket sales.
      • "Fees" refers to all charges payable by you to Linkstub for the use of the Services, including but not limited to subscription fees, transaction fees, and any additional service fees. This term also includes processing fees and service charges that may be paid by end users (Attendees) when purchasing tickets to your Events, as these fees may impact your net payout and/or be subject to revenue sharing arrangements as specified in your pricing plan.
      • "Force Majeure" means circumstances beyond a party's reasonable control that prevent them from fulfilling contractual obligations, such as natural disasters, acts of terrorism, strikes, cyberattacks, epidemics, pandemics, or governmental regulations.
      • "Fraudulent Activity" includes but is not limited to credit card fraud, chargeback abuse, deceptive marketing, event misrepresentation, and any other activity deemed fraudulent by Linkstub in its sole discretion.
      • "Intellectual Property Rights" means all intellectual property rights of any kind, wherever in the world, whether registered or unregistered, including but not limited to patents, trademarks, service marks, trade names, design rights, copyright, database rights, and all similar and equivalent rights in each case.
      • "Linkstub Platform" refers to the proprietary software, applications, interfaces, and systems that comprise the Services offered by Linkstub.
      • "Merchant" or "Organizer" refers to the individual or entity that creates an account with Linkstub for the purpose of managing events, selling tickets, collecting RSVPs, engaging with attendees/customers or potential ones, managing venues, events, performances, sales and promotion teams, processing payments, analyzing data, and utilizing other features of the Services.
      • "Payout" refers to the transfer of funds from Linkstub to you via your bank account or other payout method set by you. This includes funds collected through the Linkstub platform from ticket sales, as well as any other balance that may be due to you (such as rewards, commissions, rebates, or other earnings), subject to this Agreement.
      • "Privacy Policy" means Linkstub's privacy policy, as updated from time to time, which describes how we collect, use, and disclose personal information.
      • "Refund Policy" means your specific terms or guidelines concerning the refund or cancellation of ticket purchases.
      • "Services" means the event management, online ticketing, marketing, promotion and customer engagement tools, and related services provided by Linkstub to Merchants, including but not limited to tools for managing events, venues, performances, teams, selling tickets, collecting RSVPs, processing payments, analyzing data, and engaging with existing and potential customers.
      • "Stripe Connect" refers to the third-party payment processing service used to facilitate transactions between Merchants and Attendees.
      • "Term" means the period during which this Agreement is in effect, beginning on the Effective Date and continuing until terminated in accordance with Section 8.
      • "Third-Party Services" means any services, software, or products provided by entities other than Linkstub that integrate with or are used in connection with the Services.
      • "User Data" means all data collected from Attendees in connection with their use of the Services, including personal information, transaction data, and Event attendance information, as well as any data about customers, leads, or contacts that you manually upload, import, or otherwise add to the platform that was previously collected by you through any means.
      • "Good Standing" means an account that: (i) is not suspended or restricted; (ii) has no outstanding unpaid balances beyond payment terms; (iii) has no pending or unresolved violations of this Agreement or other Linkstub policies; and (iv) is not subject to investigation for fraudulent or improper activity.
      • "In Writing" means either: (1) email communication sent to the registered email address that you provided to Linkstub during account registration or subsequently updated in your account settings; or (2) trackable mail (such as certified mail, registered mail, courier service with tracking, or other delivery method that provides proof of delivery) delivered to the physical address on record. For notices from you to Linkstub, "in writing" means email to support@linkstub.com or legal@linkstub.com, or trackable mail delivered to Linkstub's official address as stated in the Notices section of this Agreement. Electronic records of email communications shall be considered valid written records for all purposes under this Agreement.

      1.2 Interpretation

      The headings in this Agreement are for convenience only and do not affect its interpretation. References to "including" mean "including but not limited to." Any ambiguities in this Agreement shall not be construed against the drafting party. The singular includes the plural and vice versa. Unless otherwise specified, references to Sections are to sections of this Agreement. The words "herein," "hereof," and "hereunder" refer to this Agreement as a whole. References to any legislation or legislative provision include any statutory modification or re-enactment of, or legislative provision substituted for, and any subordinate legislation issued under, that legislation or legislative provision. If any provision of this Agreement is held to be unenforceable, the remaining provisions shall continue in full force and effect.

      2. SERVICES

      2.1 Ticketing Solutions and Event Management

      Linkstub provides an online platform that enables Merchants to create, manage, and sell tickets for various types of Events, including but not limited to concerts, conferences, workshops, private gatherings, and fundraisers. Our Event Management solutions allow you to control all aspects of your events, from creation through execution. You, as the Merchant, remain fully responsible for determining ticket pricing, formulating refund policies, and accurately detailing all relevant aspects of your Event, such as timing, location, and admission requirements. Linkstub's role is strictly that of an intermediary, and we disclaim all liability for the actual performance, content, quality, or execution of any Event.

      Additionally, you agree to:

      • Ensure that your Events comply with all applicable laws and regulations, including but not limited to health and safety requirements, licensing obligations, and capacity restrictions.
      • Provide accurate and truthful information about the Event, including descriptions, ticket pricing, and refund policies.
      • Not engage in misleading or deceptive marketing practices related to your Events.
      • Maintain appropriate insurance coverage for your Events, as required by applicable laws or venue requirements.
      • Promptly communicate any material changes to Event details, such as date, time, venue, or performer changes, to both Linkstub and Attendees.
      • Handle customer service inquiries related to the Event content, performance, or execution in a timely and professional manner.
      • Comply with all venue-specific rules and regulations applicable to your Event.
      • Implement appropriate security measures at your Events to ensure the safety of all Attendees.
      • Obtain all necessary permits, licenses, and authorizations required to lawfully conduct your Event.
      • Not discriminate against any Attendees on the basis of race, color, religion, gender, gender identity, sexual orientation, national origin, disability, age, or any other legally protected characteristic.

      The Services include features such as:

      1. Event Creation and Management: Tools to create Event listings, set ticket types and pricing, manage capacities, and establish scheduling.
      2. Customizable Event Pages: Options to personalize the appearance of your Event listings with images, descriptions, and branding elements.
      3. Ticket Sales Processing: Secure transaction processing for online ticket purchases.
      4. Attendee Management: Tools to view, manage, and communicate with registered Attendees.
      5. Check-in Solutions: Digital or physical options for validating tickets and managing Event entry.
      6. Analytics & Reporting: Comprehensive reporting on sales, attendee demographics, team performance, user engagement metrics, traffic sources, conversion rates, and other relevant analytics. Tools for tracking and analyzing the performance of sales and promotion teams, monitoring customer journey touchpoints, evaluating marketing effectiveness, and generating insights to optimize operations.

      Linkstub reserves the right to add, modify, or remove features from the Services at any time, with or without notice. The availability of certain features may depend on your subscription tier or additional payments.

      2.2 Marketing Tools and CRM System

      We offer a comprehensive Customer Relationship Management (CRM) system with integrated email and SMS marketing tools to assist you in managing contacts, building relationships, and efficiently growing your customer base. This system enables you to segment audiences, track customer interactions, personalize communications, and promote your Events through multiple channels. By using these tools, you warrant that you will comply with applicable laws, such as the CAN-SPAM Act, the Telephone Consumer Protection Act (TCPA), and any relevant data protection regulations (e.g., GDPR). You must obtain valid consent from recipients and include clear instructions for opting out of future messages. Linkstub does not assume responsibility for any misuse of these tools and may revoke access if we determine you are engaging in unlawful or unethical marketing practices.

      You further acknowledge that:

      • Linkstub reserves the right to limit or restrict access to its marketing tools at any time if abuse is detected.
      • Linkstub may impose restrictions on the number of messages sent to prevent spam and ensure compliance with regulations.
      • You are solely responsible for the content of all marketing communications sent using our tools.
      • You will maintain accurate records of consent and opt-out requests from recipients.
      • You will promptly honor opt-out requests in accordance with applicable laws.
      • You will not use the marketing tools to send messages containing inappropriate, offensive, or illegal content.
      • You will not harvest email addresses or phone numbers from unauthorized sources for use with our marketing tools.
      • You understand that violations of marketing regulations may result in significant legal penalties for which you, not Linkstub, will be responsible.

      The marketing tools may include features such as:

      1. Email Campaign Management: Tools to design, send, and track email marketing campaigns to promote your Events.
      2. SMS Notification System: Capabilities to send text message notifications and promotions to opted-in recipients.
      3. Template Library: Pre-designed templates for common marketing communications.
      4. Audience Segmentation: Tools to target specific subsets of your audience based on various criteria.
      5. Performance Analytics: Reporting on open rates, click-through rates, conversion rates, and other relevant metrics.
      6. A/B Testing: Functionality to test different versions of marketing materials to optimize performance.
      7. Scheduled Sending: Options to schedule marketing communications for future delivery.
      8. Automated Messaging: Capabilities to set up triggered messages based on specific actions or timeframes.

      Linkstub may modify these marketing tools or introduce usage limitations based on your subscription tier or to ensure platform stability and compliance with relevant regulations.

      2.3 Communication Services

      2.3.1 SMS Services

      By opting in to use SMS services provided by Linkstub as part of the Services, you agree to be bound by the following terms:

      1. SMS Service Description: Linkstub provides SMS services that allow Merchants to send important updates, notifications, promotional messages, and other relevant information to Attendees via SMS. These messages may include but are not limited to event notifications, alerts, marketing materials, promotions, and offers.

      2. Consent to Send SMS Messages: By using the SMS services, you acknowledge and agree that you will only send messages to individuals who have provided express consent to receive such messages, and that you will maintain records of such consent as required by applicable laws and regulations.

      3. Message Frequency: You shall inform recipients about the expected frequency of SMS messages they may receive. You understand that you may be subject to limitations on the number of messages that can be sent during specific time periods.

      4. Fee Disclosure: You shall inform recipients that standard messaging and data rates may apply to the SMS messages they receive. These rates are determined by the recipient's mobile service provider.

      5. Opt-Out Instructions: You shall include clear instructions in your messages about how recipients can opt out of receiving future SMS messages. You agree to promptly honor all opt-out requests.

      6. Privacy and Data Collection: You shall comply with all applicable data protection laws and regulations regarding the collection, use, and storage of recipient data. You shall provide recipients with a link to your privacy policy or information about your data practices.

      7. Message Content: You shall ensure that all message content complies with applicable laws and regulations, including but not limited to the Telephone Consumer Protection Act (TCPA) and the CAN-SPAM Act. You shall not send messages containing inappropriate, offensive, or illegal content.

      8. Indemnification: You agree to indemnify and hold harmless Linkstub from any claims, damages, or liabilities arising from your use of the SMS services, including but not limited to claims related to violations of applicable laws or regulations.

      Linkstub reserves the right to monitor and audit your use of the SMS services to ensure compliance with these terms and applicable laws. Linkstub may suspend or terminate your access to the SMS services if we determine, in our sole discretion, that you have violated these terms or applicable laws.

      2.3.2 Email Marketing

      By using the email marketing features of the Services, you agree to be bound by the following terms:

      1. Email Service Description: Linkstub provides email marketing services that allow Merchants to send important updates, notifications, promotional messages, and other relevant information to Attendees via email. These messages may include but are not limited to event notifications, alerts, marketing materials, promotions, and offers.

      2. Consent to Send Email Messages: By using the email marketing services, you acknowledge and agree that you will only send messages to individuals who have provided express consent to receive such messages or for whom you have a lawful basis for sending such messages under applicable laws and regulations. You will maintain records of such consent or lawful basis as required by applicable laws and regulations.

      3. Compliance with CAN-SPAM and Similar Laws: You shall comply with all applicable laws and regulations governing email marketing, including but not limited to the CAN-SPAM Act. This includes:

        • Including your valid physical postal address in all email messages
        • Providing clear and conspicuous disclosure that the message is an advertisement or solicitation
        • Providing a clear and conspicuous mechanism for recipients to opt out of receiving future messages
        • Promptly honoring all opt-out requests
        • Using truthful and non-deceptive subject lines and message content

      4. Message Content: You shall ensure that all message content complies with applicable laws and regulations. You shall not send messages containing inappropriate, offensive, or illegal content.

      5. Prohibited Practices: You shall not engage in any prohibited email marketing practices, including but not limited to:

        • Harvesting email addresses from websites or online services that contain a notice prohibiting the harvesting of email addresses
        • Using automated means to register for multiple email accounts to send commercial email
        • Relaying emails through a computer or network without permission
        • Using false or misleading transmission information or deceptive subject lines
        • Continuing to send messages to recipients who have opted out

      6. Indemnification: You agree to indemnify and hold harmless Linkstub from any claims, damages, or liabilities arising from your use of the email marketing services, including but not limited to claims related to violations of applicable laws or regulations.

      Linkstub reserves the right to monitor and audit your use of the email marketing services to ensure compliance with these terms and applicable laws. Linkstub may suspend or terminate your access to the email marketing services if we determine, in our sole discretion, that you have violated these terms or applicable laws.

      2.4 Pricing Plans & Changes

      Linkstub offers multiple pricing structures tailored to various organizational needs. The specific terms of your chosen plan will be disclosed at sign-up. We reserve the right to revise our pricing or introduce new fees at any time, providing reasonable notice where possible. Your continued use of the Services after such a change constitutes acceptance of the updated pricing.

      In addition:

      • Linkstub reserves the right to introduce promotional pricing, discounts, or loyalty-based incentives.
      • Any failure to make timely payments for your pricing plan may result in service suspension or account termination.
      • All fees are exclusive of applicable taxes, which will be charged separately where required by law.
      • Linkstub may offer different tiers of service with varying features and capabilities.
      • Premium features may be subject to additional charges beyond the base subscription fee.
      • Transaction fees, which are separate from subscription fees, may be charged as a percentage of ticket sales or as a flat fee per transaction.
      • Processing fees charged by payment processors (such as Stripe) are separate from and in addition to Linkstub's fees.
      • All fees are non-refundable unless otherwise specified or required by law.
      • Linkstub may offer free trial periods for certain Services, after which regular pricing will apply unless you cancel.
      • You are responsible for reviewing your billing statements for accuracy and notifying Linkstub of any discrepancies within 30 days.

      Linkstub may implement tiered pricing structures in the future, which may include various plans with differing features and fee structures. When available, the specific details of each plan, including pricing, will be provided on our website or through direct communication. Enterprise customers may negotiate custom terms through separate written agreements, which will supersede the standard terms in this Agreement to the extent they conflict.

      2.5 Service Level Commitments

      Linkstub strives to maintain a high level of service availability and reliability. However, we do not guarantee uninterrupted access to the Services. Maintenance, updates, and unforeseen technical issues may occasionally impact availability. For scheduled maintenance, we will attempt to provide advance notice when possible through our status page or direct communication.

      Our service level commitments include:

      1. Platform Uptime: We target 99.5% uptime for the Linkstub Platform, excluding scheduled maintenance periods.
      2. Data Backup: Regular backups of system data to minimize the risk of data loss.
      3. Security Monitoring: Continuous monitoring for potential security threats or vulnerabilities.
      4. Response Times: We aim to respond to support inquiries within 24 hours for standard plans and more rapidly for higher-tier subscriptions.

      These commitments represent goals rather than guarantees. Linkstub will not be liable for any damages or losses resulting from service interruptions or performance issues, except as expressly provided in this Agreement.

      2.6 Support Services

      Linkstub provides technical support for the Services through various channels, which may include email, in-app messaging, knowledge base articles, availability on iMessage during operation hours, and, for eligible subscription tiers, phone support. Support is limited to addressing issues directly related to the functionality of the Services and does not include assistance with third-party services, custom integrations not developed by Linkstub, or general business advice.

      Support coverage includes:

      1. Technical Assistance: Help with platform functionality, features, and known issues.
      2. Account Management: Assistance with account configuration, settings, and basic customization.
      3. Error Resolution: Investigation and resolution of errors within the Linkstub Platform.
      4. Feature Guidance: Information on how to use specific features and capabilities.

      Support does not include:

      1. Custom development or programming services.
      2. Training beyond standard onboarding materials.
      3. Design services for Event pages or marketing materials.
      4. Consulting on Event management best practices.
      5. Assistance with issues caused by your hardware, internet connectivity, or third-party services.
      6. Operating the platform on your behalf - Linkstub's support team will not use the platform for you or act as your assistant in performing your business operations.

      Additional support services beyond these parameters may be available for an additional fee.

      3. ACCOUNT REGISTRATION & MANAGEMENT

      3.1 Account Creation

      To access the Services, you must create an account by providing truthful and current information. You are solely responsible for maintaining the confidentiality of your account credentials, including any passwords or security tokens. In the event of unauthorized account access, notify us immediately to minimize potential losses or disruptions.

      Your responsibilities include:

      • Keeping your account information up to date, including contact details, payment information, and organizational information.
      • Ensuring that your account is not accessed or used by unauthorized third parties.
      • Acknowledging that Linkstub is not responsible for any losses due to account compromise resulting from negligence.
      • Creating strong, unique passwords, changing your passwords periodically, and implementing additional security measures when available, such as two-factor authentication.
      • Not sharing account credentials with unauthorized individuals.
      • Logging out of your account when using public or shared devices.
      • Promptly reporting any suspicious activity on your account to Linkstub's security team.
      • Implementing appropriate access controls for team members who require access to your account.
      • Reviewing account activity regularly to detect unauthorized access or suspicious transactions.
      • Ensuring that former employees or contractors no longer have access to your Linkstub account.

      Linkstub reserves the right to verify the information provided during account creation and may request additional documentation for identity or business verification purposes. Providing false or misleading information may result in immediate account termination.

      3.2 Account Termination

      Linkstub retains the right to suspend or terminate accounts for reasons including, but not limited to, suspected fraudulent activity, violation of this Agreement, or other actions that risk harm to our platform or community. If your account is terminated, you remain responsible for any outstanding fees, and Linkstub shall not be liable for any loss of data or revenue related to the closure of your account.

      Grounds for account suspension or termination include:

      1. Violation of any terms of this Agreement.
      2. Suspected fraudulent or illegal activities.
      3. Non-payment of fees or chargebacks.
      4. Excessive refund and dispute rates (at the discretion of Linkstub).
      5. Misrepresentation of Events or ticketing practices.
      6. Violation of applicable laws or regulations.
      7. Creating multiple accounts to circumvent restrictions or limitations.
      8. Sending abusive, threatening, or harassing communications to Linkstub staff or users.
      9. Using the Services in a manner that disrupts the platform or negatively impacts other users.
      10. Attempting to bypass or circumvent any security measures or usage limitations.
      11. Inactivity for an extended period, as defined in our Inactive Account Policy.
      12. Upon request by law enforcement or regulatory authorities.

      You may terminate your account at any time by reaching out to Linkstub via its support channels. Upon termination:

      1. You will lose access to all features and functions of the Services.
      2. Any outstanding Events will be canceled, and you are responsible for communicating with and refunding Attendees as appropriate.
      3. You remain liable for any outstanding fees or obligations incurred prior to termination.
      4. Linkstub will retain your data as required by law or for legitimate business purposes.
      5. Certain provisions of this Agreement will survive termination, including payment obligations, confidentiality requirements, and indemnification provisions.

      3.3 User Roles and Permissions

      Linkstub allows you to grant different permission levels to other users to manage access to your organization, events, and account settings. As the account owner, you are responsible for:

      1. Maintaining appropriate access controls for all users associated with your account.
      2. Promptly removing access for users who should no longer have access to your account.
      3. Configuring permission levels appropriately based on each user's responsibilities.
      4. Monitoring user activity to detect unauthorized actions.
      5. Ensuring all users comply with this Agreement and any applicable policies.

      Linkstub provides a range of role-based access controls that determine what actions a user can perform and what data they can access. These roles may include administrative roles with full access to account features, limited access roles for specific functions (such as event management, check-in operations, or marketing), and read-only roles for viewing data without editing capabilities.

      You acknowledge and agree that:

      1. All actions taken by any user you authorize to access your account will be deemed to be actions taken by you for purposes of this Agreement.
      2. You are solely responsible for any breach of this Agreement by any user you authorize.
      3. You will immediately revoke access for any user who no longer requires access or who may pose a security risk.
      4. Linkstub may modify available roles and permissions from time to time, which may affect the scope and permissions of existing roles and assignments.
      5. You will review user access levels periodically to ensure they remain appropriate, especially after platform updates that modify role capabilities.

      The specific roles and permissions available may vary based on your subscription tier and platform updates. Details about current role capabilities are available in your Dashboard and Linkstub's knowledge base and will change from time to time.

      3.4 Account Security Responsibilities

      You are responsible for implementing appropriate security measures to protect your account and maintain the confidentiality of your login credentials. These responsibilities include:

      1. Creating strong, unique passwords for all user accounts.
      2. Enabling two-factor authentication when available.
      3. Regularly reviewing account access logs and user activities.
      4. Implementing appropriate device security measures, including current anti-virus and anti-malware protection.
      5. Ensuring that all users understand security best practices and their obligations to maintain account security.
      6. Promptly reporting any security incidents or suspicious activities to Linkstub.
      7. Regularly reviewing and updating security settings and permissions.
      8. Implementing session timeout policies and automatic logout on shared devices.
      9. Restricting access to the minimum necessary privileges for each user.
      10. Conducting periodic security reviews of your account settings and user access.

      Failure to maintain appropriate security measures may result in unauthorized access, for which Linkstub disclaims all liability except as expressly provided in this Agreement.

      4. PAYOUTS & FRAUD PREVENTION

      4.1 Payment Processing

      All payments and payouts are facilitated through Stripe Connect (or an alternative payment provider specified by Linkstub). By using our Services, you also agree to comply with the terms and conditions imposed by these payment processors. Linkstub is not liable for any processing errors, delays, or disputes arising from the third-party payment service.

      As part of your account registration, you will need to set up a connected account with our payment processor. This process may require you to provide additional information, including but not limited to:

      1. Full legal name and business information.
      2. Tax identification number or Social Security number.
      3. Banking details for receiving payouts.
      4. Identification documents for verification purposes.
      5. Business registration documents, if applicable.
      6. Information about beneficial owners and controllers for business entities.

      You are responsible for ensuring the accuracy and completeness of all information provided to payment processors. Inaccurate or incomplete information may result in delayed or rejected payouts.

      The payment processors have their own Know Your Customer (KYC), validation, and credit processes and may not approve you or may impose limitations on your usage at their sole discretion. Any such decisions or limitations are determined exclusively by the payment processor and are not controlled by or the responsibility of Linkstub. Your ability to use certain features of our Services may be contingent on approval by these payment processors.

      Payment processors may impose their own fees, terms, and conditions on your use of their services. These fees are separate from and in addition to Linkstub's fees. You should review the payment processor's terms carefully to understand all applicable fees and requirements.

      4.2 Payout Schedule

      Event proceeds will be released from the connected account once fully available in your Stripe connected account (completed processing) and after the event has occurred. These payouts are processed automatically through your Stripe Connected Account without a monthly schedule or minimum threshold requirement. Linkstub may adjust this timeline if there is evidence of increased fraud risk, compliance concerns, or other extraordinary circumstances.

      Payouts for rewards, rebates, ambassador commissions, and similar earnings are processed once per month on the 15th of each month (or the next business day if the 15th falls on a weekend or holiday). These payouts only include funds earned through the end of the prior month and are subject to a minimum threshold of $400, unless determined otherwise under a specific program's terms or a custom contract. If the threshold is not met, earnings will roll over to the next monthly payout cycle.

      All types of payouts are subject to the following conditions:

      1. Payment Method: All payouts are exclusively processed through Stripe Connected Accounts linked to your Linkstub profile.
      2. Bank Processing Time: Once Linkstub initiates a payout, additional processing time may be required by your financial institution before funds are available in your account.
      3. Weekend and Holiday Adjustments: Payouts scheduled for weekends or banking holidays will typically be processed on the next business day.
      4. Currency Conversion: If applicable, currency conversion will be performed at the current exchange rate at the time of payout, which may include conversion fees.
      5. Minimum Payout Threshold: For rewards, rebates, and commissions only, payouts will only be processed when the accumulated amount exceeds the minimum threshold of $400, unless determined otherwise under a specific program's terms or a custom contract.

      For all types of payouts, you are responsible for ensuring the accuracy of your payout information and updating it as needed. Linkstub will provide a detailed breakdown of each payout, including ticket sales, fees, rewards, rebates, commissions, refunds, and any adjustments, through your Dashboard. You should review this information promptly and notify Linkstub of any discrepancies within thirty (30) days.

      4.3 Fraud Prevention & Withholding Payouts

      To protect our platform and users, Linkstub employs various measures to detect and mitigate fraud. We reserve the right to withhold payouts, either partially or in full, if we suspect improper or illegal conduct. In such cases, you agree to cooperate fully, providing any documentation or information needed to review the situation. Linkstub may, at its sole discretion, release or permanently withhold funds based on its findings.

      Factors that may trigger fraud prevention measures include, but are not limited to:

      1. Unusual transaction patterns or volumes compared to your historical activity.
      2. Multiple transactions from the same payment method or IP address.
      3. Transactions from high-risk geographic regions.
      4. Excessive refund requests or chargebacks.
      5. Mismatched billing and shipping information.
      6. Suspicious Event descriptions or pricing structures.
      7. Customer complaints about misrepresentation or non-delivery of services.
      8. Negative information from identity verification or credit checks.
      9. Association with previously identified fraudulent accounts or activities.
      10. Rapid scaling of transaction volume without prior history.

      If fraud prevention measures are triggered, Linkstub may:

      1. Temporarily hold funds pending investigation.
      2. Request additional verification documentation.
      3. Limit certain features or capabilities of your account.
      4. Implement additional security measures for future transactions.
      5. Terminate your account and permanently withhold funds in cases of confirmed fraud.

      You agree to cooperate with all fraud investigations, including providing requested documentation promptly. Failure to cooperate may result in extended holding periods or permanent withholding of funds.

      4.4 Refunds and Chargebacks

      As a Merchant, you are responsible for establishing and communicating a clear Refund Policy to Attendees. Linkstub will process refunds in accordance with your stated Refund Policy, provided it complies with applicable laws and the terms of this Agreement.

      For refunds:

      1. You may authorize refunds through your Dashboard up until the payout has been processed.
      2. After payout processing, refunds may still be issued but will be deducted from future payouts or charged to your payment method on file.
      3. Refund processing fees may apply and are non-refundable.
      4. Linkstub reserves the right to issue refunds without your authorization in cases of clear policy violations, fraudulent activity, or as required by law.

      For chargebacks:

      1. Linkstub takes care of responding to disputes, providing detailed evidence to the inquiring institutions.
      2. Any disputed amount is withdrawn from the connected account and represented within the Linkstub Dashboard.
      3. In the case of a successful dispute resolution, the amount is reinstated back to the Stripe account balance.
      4. There is no guarantee of winning a chargeback dispute, regardless of the evidence provided.
      5. Chargeback fees will apply regardless of the outcome of the dispute.
      6. Excessive chargebacks may result in higher fees, holding periods, or account termination.
      7. You must maintain records of all transactions, Event fulfillment, and customer communications that may be needed as evidence in chargeback disputes.
      8. You are required to maintain a chargeback rate below the thresholds established by payment processors and card networks. Linkstub may take preventative measures, including holding reserves from your payouts, if your chargeback rate approaches these thresholds.

      4.5 Payment Disputes and Reconciliation

      In the event of a dispute regarding payments, fees, or payouts, you must notify Linkstub in writing within thirty (30) days of the disputed transaction or payout. Notifications should include:

      1. Your account information.
      2. The specific transaction(s) in dispute.
      3. The nature of the dispute and any supporting documentation.
      4. Your proposed resolution.

      Linkstub will investigate all properly submitted disputes and work toward a resolution in good faith. During the investigation period, Linkstub may temporarily withhold additional payouts related to the disputed amounts.

      Resolution of payment disputes may include:

      1. Adjustment of fees or charges.
      2. Processing of corrected payments.
      3. Providing documentation or clarification of the disputed amounts.
      4. Determination that the original calculation was correct.

      If you fail to notify Linkstub of a dispute within the thirty (30) day period, the transactions and payouts will be deemed accepted and correct.

      4.6 Rebate and Ambassador Programs

      Linkstub offers special reward programs for eligible participants as outlined below. Detailed terms and conditions for each program are available in separate documents which are incorporated by reference into this Agreement.

      4.6.1 Rebate Program

      For select Merchants, Linkstub may offer a monetary rebate defined as a percentage of net ticketing fees earned from the Merchant's events. This program is not a default offering but is part of customized engagements approved by Linkstub representatives. The specific rebate percentage, payment process, and other terms are determined on a case-by-case basis. Full details are provided in the Linkstub Rebate Program Terms and Conditions.

      4.6.2 Ambassador Program

      The Ambassador Program allows participants to refer event organizers to Linkstub and earn commissions on the net ticketing fees generated by their referrals. The standard commission rate is 10%, though this may vary based on individual agreements. Referrals must meet specific validity criteria as outlined in the Linkstub Ambassador Program Terms and Conditions.

      4.6.3 General Provisions for Both Programs

      For both programs, the following general provisions apply:

      1. Payments are processed monthly and subject to minimum thresholds ($200 for Rebate Program, $50 for Ambassador Program).
      2. Any outstanding debt on your account will be deducted from amounts due to you.
      3. Participants are independent contractors, not employees of Linkstub.
      4. Linkstub reserves the right to modify or terminate these programs with reasonable notice.
      5. Prohibited activities, including fraudulent referrals or misrepresentation, may result in program termination.

      By participating in either program, you agree to the terms contained in the applicable program-specific Terms and Conditions document, which forms part of this Agreement.

      5. LIABILITY & INDEMNIFICATION

      5.1 Limitation of Liability

      To the fullest extent permitted by law, Linkstub shall not be liable for indirect, incidental, punitive, or consequential damages, including but not limited to lost revenue, profits, or data, resulting from your use of the Services or inability to access them. Our total liability to you under this Agreement is limited to the total fees you paid to Linkstub for the particular Services in the six months preceding the claim.

      This limitation of liability applies to all claims, whether based on warranty, contract, tort, or any other legal theory, and whether or not Linkstub has been advised of the possibility of such damages. This limitation applies to all Services and aspects of the Linkstub Platform, including but not limited to:

      1. Platform availability and performance.
      2. Security incidents or data breaches, except as required by applicable data protection laws.
      3. Errors or inaccuracies in the Services.
      4. Third-party services integrated with the Linkstub Platform.
      5. Actions taken by Linkstub to comply with laws or regulations.
      6. Decisions made by Linkstub regarding account termination or suspension.
      7. Changes to features, functionality, or terms of service.
      8. Disputes between you and Attendees or other third parties.
      9. Technical support or customer service interactions.
      10. Marketing or promotional activities conducted through the Services.

      Certain jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you. In such jurisdictions, Linkstub's liability is limited to the greatest extent permitted by law.

      5.2 Indemnification

      You agree to defend, indemnify, and hold harmless Linkstub, its officers, directors, employees, and affiliates from and against any and all claims, liabilities, damages, losses, or expenses (including reasonable attorney fees) arising from your actions, including but not limited to breaches of this Agreement, violations of applicable laws, or disputes with Attendees. This duty of indemnification survives the termination or expiration of this Agreement.

      Indemnified claims include, but are not limited to, those arising from:

      1. Content you upload, publish, or display through the Services.
      2. Your Events, including cancellations, postponements, or quality issues.
      3. Misrepresentations in Event descriptions or marketing materials.
      4. Violations of intellectual property rights.
      5. Failure to obtain necessary permits, licenses, or authorizations for Events.
      6. Violation of applicable tax laws or regulations.
      7. Privacy or data protection violations related to Attendee information.
      8. Discriminatory practices or violations of consumer protection laws.
      9. Breaches of your Refund Policy or terms of service with Attendees.
      10. Claims by your employees, contractors, or agents related to the Services.

      Linkstub will:

      1. Promptly notify you of any indemnifiable claim.
      2. Provide reasonable cooperation in the defense of such claim at your expense.
      3. Allow you to control the defense and settlement of the claim, provided that no settlement imposing any obligation on Linkstub may be made without Linkstub's prior written consent.

      Linkstub reserves the right to assume control of the defense and settlement of any claim at any time if, in Linkstub's reasonable judgment, you fail to mount an adequate defense or if the claim may significantly impact Linkstub's business or reputation.

      5.3 Disclaimer of Warranties

      EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. LINKSTUB DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

      Linkstub does not guarantee:

      1. That the Services will meet your specific requirements or expectations.
      2. That defects in the Services will be corrected.
      3. That the Services will be available at any particular time or location.
      4. The accuracy, reliability, or completeness of any information provided through the Services.
      5. That the results obtained from using the Services will be effective, accurate, or reliable.
      6. The quality of any products, services, information, or other material purchased or obtained through the Services.
      7. That third-party integrations will continue to function or remain available.

      These disclaimers apply to all aspects of the Services, including any advice or recommendations provided by Linkstub or its representatives. No advice or information, whether oral or written, obtained from Linkstub or through the Services will create any warranty not expressly stated in this Agreement.

      5.4 Force Majeure

      Neither party shall be liable for any failure or delay in performance under this Agreement (other than for payment obligations) due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, acts of war or terrorism, riots, civil disorders, rebellions, fires, floods, sabotage, power outages, telecommunications or internet failures, acts or omissions of third parties, or governmental actions.

      The affected party shall:

      1. Promptly notify the other party of the nature, extent, and expected duration of the force majeure event.
      2. Use commercially reasonable efforts to minimize the impact of the force majeure event.
      3. Resume performance as soon as reasonably practicable after the force majeure event has been resolved.

      If a force majeure event continues for more than thirty (30) consecutive days, either party may terminate this Agreement upon written notice to the other party, without liability for such termination.

      5.5 Third-Party Services and Content

      The Services may integrate with or provide access to third-party services, websites, applications, or content. Linkstub does not endorse, control, or assume responsibility for any third-party services or content accessed through the Services. Your use of third-party services is subject to the terms and conditions and privacy policies of those third parties, which are separate from this Agreement.

      You acknowledge and agree that:

      1. Linkstub has no control over third-party services or content.
      2. Linkstub makes no representations or warranties regarding third-party services or content.
      3. Linkstub shall not be liable for any damages arising from your use of third-party services or content.
      4. Third-party services may be discontinued or modified without notice to Linkstub or you.
      5. Integration with third-party services may require you to create accounts with those services and to provide additional personal or business information.

      You are solely responsible for reviewing and complying with all terms and conditions governing your use of third-party services.

      6. Exclusivity

      6.1 Exclusivity Requirements

      If specified in your Account Setup & Service Terms document, you agree to use Linkstub as your sole and exclusive provider of ticketing, event management, and related services for all events during the term of this Agreement. This exclusivity requirement means: a) You will not use any other ticketing platform, event management software, or similar services that compete with Linkstub's core offerings; b) All tickets for your events will be sold exclusively through Linkstub, with no secondary or alternative ticketing channels; c) You will not direct potential attendees to purchase tickets through any platform other than Linkstub; d) You will prominently display Linkstub's ticketing links on your promotional materials, website, and social media accounts; and e) You will not create or maintain direct competing services yourself or through affiliated entities.

      6.2 Exclusivity Exceptions

      Unless otherwise specified in your Account Setup & Service Terms document, the following exceptions to exclusivity may apply: a) Events that were contractually committed to other platforms prior to entering into this Agreement, provided that documentation of such prior commitment is supplied to Linkstub within thirty (30) days of entering into this Agreement; b) Events where a venue or third-party promoter contractually requires the use of a specific ticketing platform, provided that you provide Linkstub with documentation of such requirement at least thirty (30) days prior to the event; c) Free events where no ticketing or registration fee is charged, unless specifically included in your exclusivity terms; or d) Events specifically exempted in writing by Linkstub in your Account Setup & Service Terms document or through subsequent written agreement.

      6.3 Verification and Compliance

      Linkstub reserves the right to: a) Periodically review your events, website, social media accounts, and marketing materials to verify compliance with exclusivity requirements; b) Request certification of compliance with exclusivity requirements at any time during the term of the Agreement; and c) Require you to remedy any violations within five (5) business days of notification.

      6.4 Consequences of Violation

      In the event of a violation of the exclusivity provisions specified in your Account Setup & Service Terms document: a) All preferential rates, rebates, fee discounts, and special terms granted in your Account Setup & Service Terms document shall immediately and automatically terminate; b) Standard rates as published on Linkstub's website at the time of violation will apply to all future transactions; c) You shall be required to reimburse Linkstub for the value of any preferential treatment received during the term of the Agreement prior to the violation, calculated as the difference between standard rates and the preferential rates applied, within fourteen (14) days of written notice of breach; d) Linkstub may, at its sole discretion, terminate this Agreement immediately upon written notice; e) You shall remain liable for any outstanding fees, reimbursements, or other obligations accrued prior to termination; and f) Linkstub may pursue additional remedies as provided under this Agreement or applicable law, including but not limited to claims for breach of contract.

      6.5 Notification of Potential Conflicts

      You agree to promptly notify Linkstub of any situation that may potentially conflict with your exclusivity obligations, including but not limited to: a) Acquisition offers from competing ticketing or event management platforms; b) Venue requirements to use alternative ticketing services; c) Partnerships or co-promotion opportunities that involve other ticketing platforms; or d) Changes in your business structure or operations that may impact your ability to comply with exclusivity requirements. Upon such notification, Linkstub will work with you in good faith to determine whether an exception is warranted or whether the situation constitutes a violation of the exclusivity provisions.

      6.6 Term and Renewal

      a) The exclusivity provisions shall remain in effect for the duration of the Initial Term specified in your Account Setup & Service Terms document. b) If the Agreement is renewed, the exclusivity provisions will automatically renew for the Renewal Term unless specifically modified in writing. c) Early termination of the Agreement for any reason shall also terminate the exclusivity provisions, but shall not relieve you of liability for violations occurring prior to termination.

      6.7 Modification of Exclusivity Terms

      Exclusivity terms may only be modified through a written amendment to your Account Setup & Service Terms document signed by both parties. Verbal agreements or representations regarding modifications to exclusivity requirements shall have no force or effect.

      7. INTELLECTUAL PROPERTY & DATA OWNERSHIP

      7.1 Linkstub Intellectual Property

      All right, title, and interest in and to the Linkstub Platform, including all intellectual property rights, remain the exclusive property of Linkstub and its licensors. Nothing in this Agreement transfers any rights in the Linkstub Platform to you except for the limited license expressly granted herein.

      Protected elements include, but are not limited to:

      1. Software code, algorithms, and architecture.
      2. User interface designs and visual elements.
      3. Logos, trademarks, and brand identifiers.
      4. Documentation, tutorials, and knowledge base content.
      5. Data structures and organizational schemas.
      6. Proprietary methods and processes.
      7. Patents, patent applications, and trade secrets.
      8. Copyrighted works and derivative works.

      You agree not to:

      1. Copy, modify, or create derivative works based on the Linkstub Platform.
      2. Reverse engineer, decompile, or disassemble the Linkstub Platform.
      3. Remove, obscure, or alter any proprietary notices on the Linkstub Platform.
      4. Sell, license, sublicense, or otherwise transfer rights to the Linkstub Platform.
      5. Use the Linkstub Platform for purposes not authorized by this Agreement.
      6. Attempt to gain unauthorized access to the Linkstub Platform or related systems.
      7. Use the Linkstub Platform to build a competitive product or service.

      7.2 Your Content and Data

      You retain all rights to the Content you upload, share, or display through the Services. By using the Services, you grant Linkstub a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, distribute, and display such Content solely for the purpose of providing and improving the Services. This license terminates when you remove the content from your account or when you close your account, except to the extent required for legal or regulatory compliance purposes.

      You are responsible for:

      1. Ensuring you have all necessary rights and permissions to use, upload, and share your Content.
      2. Ensuring your Content complies with all applicable laws and does not infringe upon the rights of any third party.
      3. Maintaining appropriate backups of your Content independently of the Services.
      4. Ensuring your Content does not contain any viruses, malware, or other harmful code.
      5. Properly categorizing and labeling your Content as required by applicable laws or regulations.

      With respect to Content that you upload, you represent and warrant that:

      1. You are the owner of such Content or have obtained all necessary permissions, licenses, or rights to use and share such Content.
      2. The Content does not infringe upon or misappropriate any intellectual property rights, privacy rights, publicity rights, or other rights of any third party.
      3. The Content does not violate any applicable laws, regulations, or obligations.
      4. The Content is not defamatory, obscene, harmful, or otherwise objectionable.

      7.3 User Data and Privacy

      Linkstub collects, processes, and stores User Data in accordance with its Privacy Policy and applicable Data Protection Laws. You acknowledge that Linkstub will collect User Data directly from Attendees who purchase tickets to your Events. With respect to User Data, the parties agree that:

      1. Both parties are independent data controllers with respect to User Data.
      2. Each party shall comply with applicable Data Protection Laws in relation to its processing of User Data.
      3. You shall only use User Data for legitimate purposes directly related to your Events, such as Event administration, communication with Attendees, and analysis of attendance patterns.
      4. You shall not sell, rent, or otherwise commercialize User Data without explicit consent from the Attendees.
      5. You shall implement appropriate technical and organizational measures to protect User Data from unauthorized access, disclosure, or breach.
      6. In the event of a data breach affecting User Data in your possession, you shall promptly notify Linkstub and affected Attendees as required by applicable Data Protection Laws.
      7. You shall respect Attendee privacy preferences and honor opt-out requests promptly.
      8. You shall retain User Data only for as long as necessary to fulfill the purposes for which it was collected or as required by applicable laws.

      Linkstub and you shall cooperate with each other in good faith to address any data subject requests, regulatory inquiries, or compliance issues related to User Data.

      7.4 Analytics and Aggregate Data

      Linkstub may collect, analyze, and use data relating to your use of the Services, including aggregated and anonymized data derived from User Data, for the purposes of operating, maintaining, and improving the Services. Linkstub owns all right, title, and interest in and to such analytics and aggregate data.

      This aggregate data may be used for purposes including:

      1. Improving the performance, features, and functionality of the Services.
      2. Developing new products or services.
      3. Generating industry insights and benchmarks.
      4. Creating marketing materials and case studies (without identifying you specifically unless you provide consent).
      5. Analyzing usage patterns and trends.
      6. Monitoring and improving security measures.
      7. Identifying potential fraud or misuse of the Services.
      8. Optimizing the user experience.

      Linkstub may share aggregate data with third parties, provided that such data is anonymized and does not identify you or your Attendees. Nothing in this Agreement restricts Linkstub's right to use and exploit aggregate data.

      7.5 Feedback and Suggestions

      If you provide Linkstub with any feedback, suggestions, ideas, or recommendations regarding the Services ("Feedback"), you grant Linkstub a worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, modify, create derivative works from, distribute, and display such Feedback for any purpose. Linkstub shall have no obligation to implement any Feedback or to provide any compensation for Feedback.

      You acknowledge and agree that:

      1. All Feedback is provided voluntarily and without restriction.
      2. Feedback does not contain confidential or proprietary information.
      3. Linkstub is not under any obligation of confidentiality with respect to Feedback.
      4. Linkstub may have developed or may develop in the future ideas similar or identical to your Feedback.
      5. You will not receive any compensation or consideration for your Feedback unless expressly agreed in writing.

      Your provision of Feedback shall not create any obligation on the part of Linkstub to implement or incorporate such Feedback into the Services.

      8. COMPLIANCE WITH LAWS

      8.1 General Compliance

      You agree to use the Services in compliance with all applicable federal, state, local, and international laws, regulations, and guidelines. This includes, but is not limited to, laws regarding intellectual property, data privacy, consumer protection, unfair competition, anti-discrimination, and tax reporting. You are solely responsible for determining which laws and regulations apply to your use of the Services and your Events, and for ensuring compliance with such laws and regulations.

      Specific areas of legal compliance include:

      1. Business registration and licensing requirements.
      2. Tax collection, reporting, and remittance obligations.
      3. Consumer protection regulations, including refund and cancellation policies.
      4. Accessibility requirements for public Events.
      5. Anti-spam and electronic communication laws.
      6. Alcohol and regulated substance laws if applicable to your Events.
      7. Music licensing and copyright clearances for public performances.
      8. Health and safety regulations for public gatherings.
      9. Age verification requirements for age-restricted Events.
      10. Export control regulations for international attendees.

      You acknowledge that Linkstub does not provide legal advice and that you should consult with qualified legal counsel regarding your compliance obligations.

      8.2 Prohibited Activities

      You shall not use the Services to:

      1. Violate any applicable laws, regulations, or third-party rights.
      2. Sell tickets to Events that involve illegal activities or promotion of harm.
      3. Engage in or promote discriminatory practices based on race, color, religion, gender, gender identity, sexual orientation, national origin, disability, age, or any other legally protected characteristic.
      4. Infringe on intellectual property rights, including trademark, copyright, patent, or trade secret rights.
      5. Distribute malware, spyware, or other malicious code.
      6. Engage in deceptive marketing practices or false advertising.
      7. Harvest or collect email addresses or other contact information without proper consent.
      8. Interfere with or disrupt the Services or servers or networks connected to the Services.
      9. Attempt to gain unauthorized access to any portion of the Services or any other accounts, computer systems, or networks connected to the Services.
      10. Use the Services for any high-risk activities, including the operation of critical infrastructure, emergency services, or any application where failure could lead to death, personal injury, or environmental damage.
      11. Sell tickets to Events that have not been confirmed or for which you lack proper authorization.
      12. Create fake Events for the purpose of collecting payment or personal information.
      13. Use the Services to facilitate money laundering, terrorist financing, or other financial crimes.
      14. Impersonate any person or entity, including Linkstub employees or representatives.
      15. Publish, post, upload, or distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable.

      Violation of these prohibitions may result in immediate termination of your account and may subject you to legal liability.

      8.3 Tax Compliance

      You are solely responsible for determining your tax obligations related to the sale of tickets through the Services and for collecting, reporting, and remitting all applicable taxes to the appropriate tax authorities. This includes, but is not limited to, sales tax, value-added tax (VAT), goods and services tax (GST), and income tax.

      Your tax compliance responsibilities include:

      1. Registering with appropriate tax authorities as required by law.
      2. Determining the correct tax rates to apply to ticket sales based on Event location, Attendee location, and applicable laws.
      3. Properly configuring tax settings within the Services to collect the correct amount of tax from Attendees.
      4. Maintaining accurate records of all transactions and collected taxes.
      5. Filing all required tax returns and remitting collected taxes to the appropriate authorities.
      6. Responding to any tax audits or inquiries from tax authorities.
      7. Complying with any tax information reporting requirements.

      Linkstub may provide tools or features to assist with tax calculation and collection, but these are provided as a convenience only and without any warranty as to their accuracy or completeness. You should consult with a qualified tax professional to ensure compliance with all applicable tax laws.

      8.4 Export Control Compliance

      The Services may be subject to export control laws and regulations of the United States and other jurisdictions. You agree to comply with all such laws and regulations and acknowledge that you are responsible for obtaining any licenses or permits required to export, re-export, or transfer the Services or related technical data.

      You represent and warrant that:

      1. You are not located in, and will not use the Services from, a country that is subject to a U.S. Government embargo or that has been designated as a "terrorist supporting" country.
      2. You are not listed on any U.S. Government list of prohibited or restricted parties.
      3. You will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture, or production of nuclear, missile, chemical, or biological weapons.

      If you become aware of any actual or potential violation of export control laws related to your use of the Services, you must immediately notify Linkstub and cease all activities that may violate such laws.

      8.5 Compliance with Anti-Money Laundering Laws

      You agree to comply with all applicable anti-money laundering laws and regulations, including the Bank Secrecy Act and the USA PATRIOT Act if applicable. You shall not use the Services to facilitate money laundering, terrorist financing, or other financial crimes.

      Your responsibilities include:

      1. Verifying the identity of high-value ticket purchasers where required by law.
      2. Monitoring for and reporting suspicious transactions as required by applicable laws.
      3. Maintaining appropriate records of transactions as required by law.
      4. Implementing appropriate internal controls to prevent and detect money laundering activities.
      5. Cooperating with any investigations or inquiries from law enforcement or regulatory authorities.

      Linkstub reserves the right to monitor transactions processed through the Services for potential money laundering or other illegal activities and to report suspicious activities to appropriate authorities.

      9. TERM & TERMINATION

      9.1 Term

      This Agreement commences on the Effective Date and continues until terminated in accordance with the provisions of this Agreement. The initial term shall be determined by the subscription plan selected during account registration, after which the Agreement shall automatically renew for successive terms equal to the initial term unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the current term.

      For month-to-month subscriptions, the initial term is one month. For annual subscriptions, the initial term is one year. For custom Enterprise agreements, the initial term shall be as specified in the separate written agreement.

      9.2 Termination for Convenience

      You may terminate this Agreement at any time by providing written notice to Linkstub and closing your account. Termination will be effective upon receipt of your notice and confirmation of account closure by Linkstub. Linkstub may terminate this Agreement for any reason or no reason upon thirty (30) days' prior written notice to you.

      Upon termination for convenience:

      1. You remain liable for all fees incurred up to the effective date of termination.
      2. No refunds will be issued for prepaid fees unless otherwise required by law.
      3. You are responsible for fulfilling all obligations related to Events scheduled prior to the effective date of termination.
      4. You must promptly communicate the termination to all affected Attendees.

      9.3 Termination for Cause

      Either party may terminate this Agreement immediately upon written notice if the other party:

      1. Materially breaches any provision of this Agreement and fails to cure such breach within fifteen (15) days after receiving written notice of the breach.
      2. Becomes insolvent, makes an assignment for the benefit of creditors, or becomes subject to bankruptcy or receivership proceedings.
      3. Violates applicable laws in connection with the use of the Services.

      Linkstub may terminate this Agreement immediately without notice if:

      1. You violate the prohibited activities section of this Agreement.
      2. You fail to pay any fees when due.
      3. You engage in fraudulent activity or misrepresentation.
      4. Your use of the Services poses a security risk or could subject Linkstub to liability.
      5. Continued provision of the Services would be unlawful.

      9.4 Effect of Termination

      Upon termination or expiration of this Agreement for any reason:

      1. All licenses and rights granted to you under this Agreement shall immediately terminate.
      2. You will immediately cease all use of the Services.
      3. You will pay all outstanding fees and amounts due to Linkstub.
      4. Linkstub may delete or make inaccessible all of your Content and account information.
      5. All Events scheduled after the effective date of termination will be canceled.
      6. You remain responsible for refunding Attendees for canceled Events in accordance with your Refund Policy.
      7. Linkstub may, at its sole discretion, provide limited access to the Services for a reasonable period solely for the purpose of retrieving your Content.

      The following provisions will survive termination or expiration of this Agreement: Sections 4 (Payouts & Fraud Prevention), 5 (Liability & Indemnification), 7 (Intellectual Property & Data Ownership), 10 (Confidentiality), and any other provisions that by their nature should survive termination.

      9.5 Suspension of Services

      Linkstub may suspend your access to the Services, in whole or in part, without terminating this Agreement, in the following circumstances:

      1. You fail to pay any fees when due.
      2. Linkstub reasonably believes that your use of the Services poses a security risk or could subject Linkstub to liability.
      3. Linkstub reasonably suspects fraudulent activity or violation of applicable laws.
      4. Suspension is necessary to comply with applicable laws or regulations.
      5. You exceed usage limitations or otherwise use the Services in a manner that disrupts or degrades the Services for other users.
      6. Maintenance or technical issues require temporary suspension of the Services.

      During any suspension period:

      1. You may not create or publish new Events.
      2. Existing Events may be temporarily unavailable or marked as suspended.
      3. You remain responsible for all fees incurred during the suspension period.
      4. Suspension does not entitle you to any refunds or credits unless otherwise specified in this Agreement.

      Linkstub will provide notice of suspension when reasonably practicable and will restore access to the Services promptly once the cause for suspension has been resolved to Linkstub's satisfaction.

      10. CONFIDENTIALITY

      10.1 Confidential Information

      "Confidential Information" means all non-public information disclosed by one party ("Disclosing Party") to the other party ("Receiving Party") that is designated as confidential or that, given the nature of the information or circumstances surrounding its disclosure, reasonably should be understood to be confidential. Confidential Information includes, but is not limited to:

      1. Business plans, strategies, forecasts, and financial information.
      2. Customer and vendor lists and information.
      3. Product plans, designs, and specifications.
      4. Technical information, algorithms, source code, and other technical data.
      5. Marketing and sales information.
      6. Personal information of employees, customers, or other individuals.
      7. The terms and conditions of this Agreement.
      8. Any information that would reasonably be considered confidential or proprietary.

      Confidential Information does not include information that:

      1. Is or becomes publicly available through no fault of the Receiving Party.
      2. Was known to the Receiving Party prior to disclosure by the Disclosing Party.
      3. Is rightfully received by the Receiving Party from a third party without a duty of confidentiality.
      4. Is independently developed by the Receiving Party without reference to the Confidential Information.
      5. Is released from confidential treatment by the Disclosing Party's written consent.

      10.2 Protection of Confidential Information

      The Receiving Party shall:

      1. Use Confidential Information solely for the purpose of performing its obligations or exercising its rights under this Agreement.
      2. Protect Confidential Information using the same degree of care that it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care.
      3. Limit access to Confidential Information to those employees, agents, and contractors who need such access for purposes consistent with this Agreement and who are bound by confidentiality obligations at least as protective as those contained herein.
      4. Not disclose Confidential Information to any third party without the prior written consent of the Disclosing Party, except as expressly permitted under this Agreement.
      5. Promptly notify the Disclosing Party upon discovery of any unauthorized use or disclosure of Confidential Information and take reasonable steps to prevent further unauthorized use or disclosure.

      10.3 Compelled Disclosure

      If the Receiving Party is compelled by law, regulation, court order, or similar authority to disclose Confidential Information, the Receiving Party shall:

      1. Provide the Disclosing Party with prompt written notice of such requirement (to the extent legally permitted) to allow the Disclosing Party to seek a protective order or other appropriate remedy.
      2. Disclose only that portion of the Confidential Information that is legally required to be disclosed.
      3. Use reasonable efforts to obtain assurances that the disclosed information will be treated confidentially.
      4. Continue to maintain the confidentiality of such information with respect to all other third parties.

      The compelled disclosure of Confidential Information in accordance with this section shall not be deemed a breach of this Agreement.

      10.4 Term of Confidentiality Obligations

      The confidentiality obligations set forth in this Section shall remain in effect during the Term of this Agreement and for a period of three (3) years thereafter. For Confidential Information that constitutes a trade secret under applicable law, the confidentiality obligations shall continue for as long as such information remains a trade secret.

      10.5 Return or Destruction of Confidential Information

      Upon termination or expiration of this Agreement, or upon the request of the Disclosing Party, the Receiving Party shall:

      1. Return or destroy all Confidential Information of the Disclosing Party in its possession or control.
      2. Certify in writing, if requested by the Disclosing Party, that all such Confidential Information has been returned or destroyed.
      3. Continue to maintain the confidentiality of any Confidential Information that was not returned or destroyed.

      Notwithstanding the foregoing, the Receiving Party may retain Confidential Information to the extent required by applicable law or regulation, provided that such retained Confidential Information shall remain subject to the confidentiality obligations set forth in this Section.

      11. CHANGES TO AGREEMENT

      11.1 Modifications by Linkstub

      Linkstub reserves the right to modify this Agreement at any time by posting the revised Agreement on our website or by providing notice through the Services, via email, or by other reasonable means. The modified Agreement will become effective upon posting or as otherwise specified in the notice. Your continued use of the Services after the effective date of any modifications constitutes your acceptance of the modified Agreement.

      Material changes to the Agreement will be communicated as follows:

      1. For significant changes affecting your rights or obligations, Linkstub will provide at least thirty (30) days' notice before the changes take effect.
      2. For minor changes or changes required by law, Linkstub may provide shorter notice periods or implement changes immediately.
      3. When practicable, Linkstub will provide a summary of the key changes to help you understand their impact.

      You are responsible for reviewing the Agreement periodically to remain informed of any changes. If you do not agree to any modified terms, you must stop using the Services and terminate your account.

      11.2 Effect on Existing Events

      If Linkstub modifies this Agreement, such modifications will not affect the terms applicable to Events created prior to the effective date of the modification, unless required by applicable law or specifically agreed by both parties. All Events created after the effective date of the modification will be governed by the modified Agreement.

      12. MISCELLANEOUS

      12.1 Entire Agreement

      This Agreement, together with any order forms, addenda, or exhibits specifically referenced herein, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, and communications, whether written or oral. The terms of this Agreement shall prevail over any conflicting or additional terms in any purchase order, invoice, or other communication from you, unless expressly agreed in writing by Linkstub.

      12.2 Severability

      If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of any other provision.

      12.3 No Waiver

      No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. No waiver of any term or condition of this Agreement shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

      12.4 Assignment

      You may not assign or transfer this Agreement, by operation of law or otherwise, without Linkstub's prior written consent. Any attempt to assign or transfer this Agreement without such consent will be null and void. Linkstub may assign or transfer this Agreement, in whole or in part, without restriction. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.

      12.5 Relationship of the Parties

      Nothing in this Agreement is intended to or shall operate to create a partnership, joint venture, agency, or employment relationship between the parties. Neither party has the authority to act as agent for, or to bind, the other party in any way.

      12.6 Notices

      All notices required or permitted under this Agreement shall be in writing and shall be deemed effectively given: (a) upon personal delivery to the party to be notified; (b) when sent by confirmed electronic mail if sent during normal business hours of the recipient, and if not, then on the next business day; (c) five days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (d) one day after deposit with a nationally recognized overnight courier, specifying next-day delivery, with written verification of receipt.

      Notices to Linkstub shall be sent to:

      MMJI CHILLZ, LLC
      470 7th Ave, Suite 304
      New York, New York 10018
      Email: legal@linkstub.com

      Notices to you shall be sent to the email address associated with your account or to such other address as you may designate in writing.

      12.7 Governing Law and Jurisdiction

      This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. Any dispute arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in New Castle County, Delaware, and each party consents to the personal jurisdiction and venue of such courts.

      12.8 Dispute Resolution

      Before filing a claim against Linkstub, you agree to attempt to resolve the dispute informally by contacting Linkstub at legal@linkstub.com. Linkstub will attempt to resolve the dispute by contacting you via email. If a dispute is not resolved within thirty (30) days of submission, either party may bring a formal proceeding.

      For any dispute or claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute through binding non-appearance-based arbitration. The arbitration shall be conducted through an established alternative dispute resolution provider mutually agreed upon by the parties. The arbitration shall be conducted in accordance with the rules of the American Arbitration Association Consumer Arbitration Rules. The arbitrator can decide only your or Linkstub's individual claims, and the arbitrator may not consolidate or join the claims of other persons or parties. The arbitrator shall issue a written decision containing findings and conclusions. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

      12.9 No Class Actions

      You and Linkstub 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. Unless both you and Linkstub agree otherwise, no arbitrator or judge may consolidate more than one person's claims or otherwise preside over any form of a representative or class proceeding.

      12.10 Force Majeure

      Neither party shall be liable for any failure or delay in performance under this Agreement (other than for payment obligations) due to causes beyond its reasonable control as defined in Section 1.1. In the event of a force majeure, the affected party shall be excused from performance to the extent that it is prevented, hindered, or delayed by such causes.

      12.11 Survival

      Any provisions of this Agreement that by their nature should survive termination of this Agreement shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnification, limitations of liability, and dispute resolution provisions.

      12.12 Headings and Examples

      The section headings in this Agreement are included for convenience only and shall not affect the interpretation of this Agreement. Examples provided in this Agreement are for illustrative purposes only and shall not limit the scope or applicability of the provisions.

      12.13 Language

      This Agreement is written in the English language. If this Agreement is translated into another language, the English language text shall prevail in case of conflict.

      12.14 Electronic Signature

      Your use of the Services constitutes your electronic signature to this Agreement, which has the same legal effect as your physical signature. You acknowledge that you have had the opportunity to read and understand this Agreement and that you accept its terms.

      IN WITNESS WHEREOF, this Agreement is entered into and effective as of the Effective Date.