Terms of Engagement

Last Updated: October 5, 2026

These Terms of Engagement (the "Terms") are a binding agreement between MMJI CHILLZ, LLC, a Delaware limited liability company operating as Linkstub ("Linkstub," "we," "us," or "our"), and the organization or individual that uses the business features of the Services ("Organizer," "you," or "your").

By clicking to accept these Terms, or by using the business features of the Services (for example, creating or joining an organization, creating or managing an event, selling tickets, connecting a payment account, importing contacts, sending messages, buying credits, or connecting an integration), you agree to these Terms. If you do not agree, do not use the business features of the Services.

If you accept these Terms on behalf of a company or other organization, you represent that you have authority to bind it, and "you" means that organization. If you do not have that authority, you are personally bound by these Terms.

These Terms incorporate the Acceptable Use Policy, the Data Processing Addendum, and any Order Form (together with these Terms, the "Agreement"). When you or your Authorized Users buy tickets or otherwise use the Services as attendees, our Terms of Service apply to that use. Our Privacy Policy explains how we handle personal information about you and your Authorized Users; it is not part of this Agreement.

Section 23 limits our liability, and Section 24 requires you to indemnify us. Section 27 includes waivers of jury trial and class and representative proceedings, and limits the time to bring claims.

1. Definitions

"Affiliate" means an entity that controls, is controlled by, or is under common control with a party.
"Applicable Law" means all laws, regulations, and binding rules and orders that apply to a party's activities under this Agreement, including consumer protection, privacy, data protection, marketing, telecommunications, tax, and anti-money-laundering laws.
"Authorized User" means any individual whom you, or anyone acting for you, permit to access your account or organization, including team members, staff, promoters, scanner operators, and holders of temporary access codes.
"Buyer" means any person who buys, registers for, reserves, or otherwise obtains a ticket or other item for one of your Events through the Services.
"Buyer Data" means personal information about Buyers and attendees that we make available to you through the Services.
"Card Network Rules" means the rules of card networks, payment methods, and Payment Processors that apply to transactions processed through the Services.
"Connected Account" means a payment account opened in your name with a Payment Processor (including a Stripe connected account) and connected to the Services.
"Contacts" means personal information about individuals that you upload, paste, import, sync, or otherwise provide to the Services, or that the Services maintain for you as contact records.
"Event" means any event, experience, or other offering that you list, promote, or sell through the Services.
"Fees" means the fees payable to us under this Agreement, as described in Section 6.
"Integration" means a connection between the Services and a Third-Party Service that you authorize.
"Linkstub Data" means information that we collect through our own checkout, registration, account, and other flows, through the operation of the Services, or from other sources, whether or not the same information is also Organizer Personal Data.
"Messaging Tools" means features of the Services that you may use to send email, SMS, MMS, or other messages, including campaigns and automated or event-related messages that you configure.
"Order Form" means an order form, quote, or other ordering document that refers to these Terms and is accepted by you and us.
"Organizer Content" means content you or your Authorized Users provide to the Services, including Event listings, descriptions, images, video, logos, names, trademarks, ticket information, and message content.
"Organizer Personal Data" has the meaning given in the Data Processing Addendum.
"Payment Processor" means any third party that provides payment processing, payout, or related financial services in connection with the Services, including Stripe.
"Proceeds" means amounts paid by Buyers for your tickets and other items sold through the Services, including amounts collected on your behalf for taxes or other charges you set, but not including Fees or amounts collected for us.
"Services" means Linkstub's websites, applications, dashboards, APIs, and related services, including any business features we make available to Organizers.
"Third-Party Service" means any product, service, platform, or account that is not provided by Linkstub, including payment, advertising, ticketing, messaging, analytics, and other platforms.

The words "including" and "for example" mean "including without limitation." Headings are for convenience only.

2. Accounts and Authorized Users

2.1 Eligibility and Account Information

You must be at least 13 years old to use the business features of the Services. If you are under 18 (or under the age of majority where you live), a parent or legal guardian must also accept this Agreement and is jointly responsible with you for your organization's obligations under it, and payouts may require an account held by an adult. You must provide accurate, current, and complete information about yourself, your organization, and your Events, and keep it up to date.

2.2 Authorized Users

You may permit Authorized Users to access your account or organization. You are responsible for every Authorized User and for all activity under your account and organization, including activity by anyone using credentials, invitations, links, or access codes issued to or by your Authorized Users. You are responsible for granting, reviewing, and revoking access, and for ensuring that each Authorized User complies with this Agreement. Each Authorized User agrees to comply with this Agreement when using your account or organization.

2.3 Security of Credentials

You must keep credentials, access codes, API keys, and links that grant access to your account confidential, and notify us promptly if you suspect unauthorized access. We may rely on any instruction given through your account as your instruction.

2.4 Our Right to Verify, Suspend, or Restrict

We may verify information you provide, request additional information or documents, and suspend, restrict, or close any account, organization, Event, or feature at any time, with or without notice, including if we believe it is necessary to comply with Applicable Law or Card Network Rules, to protect Buyers, us, or others, or to investigate a possible breach of this Agreement.

3. The Services

3.1 What We Provide

The Services may enable you to create and manage Events, sell tickets and other items, check in attendees, manage Contacts, send messages, analyze sales, connect Integrations, and use other features we make available from time to time. Features may vary by account, platform, location, and plan, and some features may be offered in beta or preview form.

3.2 Our Discretion

We may add, change, limit, suspend, or discontinue any part of the Services, and may set or change limits on use, at any time. We may decide whether to list, feature, rank, recommend, display, or remove any Event or Organizer Content in our discretion. We do not guarantee any level of sales, attendance, visibility, or deliverability.

3.3 Automated and AI Features

The Services may include features that use automated processing or artificial intelligence, for example to suggest content, review campaigns, or answer questions. Outputs may be inaccurate or incomplete. You are responsible for reviewing outputs before relying on or publishing them.

3.4 Support

We may offer support through the channels we choose. We do not commit to any particular response time or service level unless an Order Form says otherwise.

4. Your Events

4.1 You Are the Seller and Event Operator

You are the seller of the tickets and other items for your Events, and you are solely responsible for your Events and for your relationship with Buyers. Linkstub is not the seller, organizer, operator, or promoter of your Events, and does not guarantee them. You are solely responsible for:

the accuracy and completeness of your Event listings and all information you provide to Buyers, including dates, times, venues, lineups, age restrictions, and accessibility information;
the prices, fees, taxes, and other charges you set or configure, and all disclosures about them that Applicable Law requires, including total-price disclosure requirements;
any availability, scarcity, demand, attendance, or other promotional statements you make, configure, or enable through the Services;
holding the tickets, capacity, and rights you offer for sale, and honoring every valid ticket;
your refund, cancellation, exchange, and transfer policies, and complying with them and with Applicable Law;
obtaining and maintaining all permits, licenses, registrations, insurance, and consents your Events require;
the safety, security, accessibility, and lawful operation of your Events and venues; and
handling Buyer questions and complaints about your Events.

You must maintain, at your own cost, insurance that is customary for your Events and adequate to cover your obligations under this Agreement (such as general liability insurance and, if alcohol is sold, served, or permitted at your Events, liquor liability insurance), together with any other insurance that Applicable Law, your venues, or your permits and licenses require. On our request, you must provide evidence of that insurance and, if we ask, have Linkstub named as an additional insured. Linkstub does not provide insurance for you, your Authorized Users, Buyers, or attendees. We have no duty to request, review, or verify any insurance, or to monitor or supervise any Event, and our doing so does not make your coverage adequate or relieve you of any responsibility under this Agreement. You must notify us promptly of any serious incident at or in connection with an Event, such as serious injury, death, significant property damage, or police involvement, and of any claim relating to an Event that involves or may involve Linkstub, and you must provide any information about it that we request.

4.2 Event Terms

You may present your own terms to Buyers if they are consistent with this Agreement and Applicable Law. Your terms are between you and your Buyers; they do not bind us or change this Agreement.

5. Payments

5.1 Payment Processing

Payments for your Events may be processed through a Connected Account, through an account that we or our Affiliates designate (a "Collection Account"), or by other methods we make available. We decide which payment methods and processing arrangements are available for each Event.

5.2 Stripe Services Agreement

Payment processing services for Organizers on Linkstub are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the "Stripe Services Agreement"). By agreeing to these Terms or continuing to operate as an Organizer on Linkstub, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Linkstub enabling payment processing services through Stripe, you agree to provide Linkstub accurate and complete information about you and your business, and you authorize Linkstub to share it and transaction information related to your use of the payment processing services provided by Stripe.

Stripe processes information about you as described in the Stripe Privacy Policy. Information about Stripe's acquiring banks is available in the Stripe acquirer disclosure. Stripe is not a party to this Agreement, and we are not responsible for Stripe's services.

5.3 Connected Accounts

Where payments are processed through your Connected Account, you are the merchant of record for those transactions, and the transactions are between you and the Buyer. You authorize us to:

access and use information about your Connected Account, including its balances, transactions, payouts, refunds, disputes, verification status, and bank or card details, to provide the Services and to exercise our rights under this Agreement;
instruct your Payment Processor on your behalf, including to create charges for your Events, collect our Fees as application fees or by other means, issue refunds, respond to disputes (including by submitting evidence), and set, hold, release, or reverse payouts; and
control the timing of payouts from your Connected Account, including by setting payout schedules or initiating payouts manually, as described in Section 7.

You must keep your Connected Account in good standing, and you are responsible for complying with the terms of your Payment Processor.

5.4 Limited Payment Collection Agent

Where we or our Affiliates collect Proceeds for you, including through a Collection Account, you appoint us (and, where applicable, our Affiliate) as your limited payment collection agent for the sole purpose of receiving, holding, and settling Proceeds on your behalf. You agree that:

a Buyer's payment to us, or to an account we designate, satisfies the Buyer's obligation to pay you for the relevant purchase to the extent of the amount paid, whether or not we have paid it out to you;
our obligation to pay Proceeds to you is subject to this Agreement, including our rights to deduct Fees, refunds, chargebacks, and other amounts you owe, and to hold reserves;
we may hold Proceeds in pooled accounts with other funds, and you are not entitled to interest or other earnings on them;
this appointment does not make us your fiduciary, trustee, or general agent, and does not make us the seller of any ticket or item; and
you hold us out, and authorize us and our Affiliates to hold ourselves out, to Buyers and the public as your agent for accepting payments on your behalf, including in our Terms of Service, at checkout, and in receipts and confirmations, and you will not describe our role to Buyers in a manner inconsistent with this appointment.

5.5 Verification and Information

You authorize us and our Payment Processors to verify your identity and business, and to obtain information about you and your principals from third parties, including identity verification services and, as permitted by Applicable Law, consumer reporting agencies. We may refuse, limit, or stop processing payments for any Organizer or Event.

5.6 Charge Descriptions and Buyer Terms

You authorize us and our Payment Processors to describe charges to Buyers in the manner we choose, including by identifying Linkstub, your name, or your Event, and to present Buyers with payment, refund, and other terms that are consistent with this Agreement.

6. Fees

6.1 Fees

You agree to pay the Fees shown in your dashboard, on our pricing pages, or in an Order Form, including service fees, processing fees, messaging and credit charges, and fees for any other features you use. Where the Services allow, you may choose whether some Fees are paid by Buyers or by you. Fees that are charged to Buyers belong to us and are not part of your Proceeds, unless we state otherwise.

6.2 Changes to Fees

We may change Fees by giving you notice through the Services, by email, or by updating our pricing pages. Fee changes apply to sales and purchases made after the change takes effect, unless an Order Form says otherwise.

6.3 Payment of Fees

We may collect Fees by deducting them from Proceeds or from your Connected Account balance (including as application fees), by charging your payment method on file, or by invoicing you. Invoiced Fees are due on receipt unless the invoice states otherwise. Fees do not include taxes, which you are responsible for as described in Section 9.

6.4 Fees Are Non-Refundable

Except as required by Applicable Law, Fees are non-refundable, including when a ticket is refunded or an Event is cancelled, postponed, or changed. We may, in our discretion, refund or waive all or part of any Fee without any obligation to do so again.

7. Payouts

7.1 Timing

We determine the timing of payouts of Proceeds, whether from a Collection Account or from your Connected Account. We may pay out Proceeds before an Event, after an Event, or after any period we consider appropriate for refunds and disputes, and we may change payout timing for any Organizer or Event at any time. We may set minimum payout amounts and require you to complete verification before any payout.

7.2 Holds

We may delay, hold, or withhold any payout, in whole or in part, including if we believe there is a risk of refunds, disputes, chargebacks, fraud, or losses, if an Event is cancelled, postponed, or materially changed, if we receive complaints or inquiries about you or an Event, if you breach this Agreement, or if Applicable Law, a Payment Processor, or Card Network Rules require it. We may require you to provide information before releasing a hold. If you do not cooperate, we may extend the hold.

7.3 Payout Information

You are responsible for the accuracy of your payout details. We are not responsible for payouts sent to an account you designate, or for delays caused by Payment Processors, banks, or incorrect information. You must review your transaction and payout records and notify us of any error within the period shown in your dashboard or, if none is shown, promptly. Records you do not dispute in time are deemed accepted, to the extent permitted by Applicable Law.

8. Refunds, Cancellations, Chargebacks, and Amounts You Owe

8.1 Refunds

You are responsible for refunds to Buyers, as required by your policies and by Applicable Law. You may issue refunds through the Services where the Services allow. You must not direct Buyers to request refunds from us.

8.2 Refunds We May Issue

We may, but are not required to, issue full or partial refunds to Buyers on your behalf, including if an Event is cancelled, postponed, or materially changed, if we believe a refund is required by Applicable Law or Card Network Rules, if we suspect fraud or an unauthorized transaction, or if we believe a refund may prevent a dispute. You must reimburse us for every refund we issue on your behalf.

8.3 Cancelled or Changed Events

If you cancel, postpone, or materially change an Event, you must promptly inform us and the affected Buyers and provide refunds or other remedies as required by your policies and Applicable Law. We may contact Buyers about the change and may suspend sales for the Event.

8.4 Chargebacks and Disputes

You are responsible for every chargeback, dispute, reversal, and claim relating to your Events or sales, together with related fees, fines, penalties, and costs, whether or not you contest them and regardless of their outcome. We may decide whether and how to contest or accept any dispute, and may submit evidence on your behalf. You must cooperate with us, provide any information we request, and maintain chargeback and dispute levels within the limits set by Payment Processors and Card Network Rules.

8.5 Amounts You Owe and Set-Off

You must pay us on demand any amount you owe under this Agreement, including Fees, refunds we issue on your behalf, chargebacks, dispute fees, fines and assessments imposed by Payment Processors or card networks, negative balances in your Connected Account or with us, losses from fraud or unauthorized transactions on your Events, and costs of collection, including reasonable attorneys' fees. We may set off, deduct, or recoup any amount you owe us or our Affiliates against any amount we or our Affiliates owe or hold for you, under this Agreement or any other agreement.

8.6 Reserves

We may require a reserve, in an amount and for a period we determine, to secure your obligations, including by holding Proceeds, withholding payouts, or requiring you to fund the reserve. We may use the reserve to pay any amount you owe.

8.7 Authorization to Recover Amounts

You authorize us, and our Payment Processors acting on our instructions, to recover any amount you owe by debiting your Connected Account balance, by deducting it from any payout, by charging or debiting any payment method or bank account you have provided to us or to a Payment Processor (including by ACH debit, in accordance with applicable network rules), or by invoicing you. This authorization remains in effect until all amounts you owe are paid, including after this Agreement ends. If these methods do not recover the full amount, you must pay the balance on demand.

9. Taxes

You are responsible for determining, collecting, reporting, and paying all taxes, duties, and governmental charges relating to your Events, sales, and Proceeds, including sales, use, amusement, admissions, value-added, and income taxes, and for configuring tax settings in the Services correctly. Where Applicable Law requires us (including as a marketplace facilitator) to calculate, collect, withhold, or remit taxes on your sales, or where we elect to do so as permitted by law, we may do so and deduct the amounts from Proceeds. Fees are exclusive of taxes, and you must pay any taxes that apply to them. We and our Payment Processors may request tax information from you and may report information about you and your transactions to tax authorities as required by law.

We do not provide tax, legal, or accounting advice. Any tax calculation, report, or document that we provide or make available through the Services is provided as a convenience, is based on the information and settings that you provide, and does not relieve you of your own obligations under Applicable Law. You are responsible for confirming that it is correct for your Events, including with your own advisors.

10. Messaging and Contacts

10.1 You Are the Sender

When you use the Messaging Tools, you alone decide whether, when, to whom, and what to send, and you are the sender of those messages. We do not control your messaging. You are solely responsible for your messages and for complying with Applicable Law, including the Telephone Consumer Protection Act and its regulations, the CAN-SPAM Act, state telemarketing, messaging, and privacy laws, carrier and messaging-industry rules (including CTIA guidelines), and the Acceptable Use Policy. The Services may apply automated checks, limits, or reviews to messages to enforce our policies or Applicable Law, and we may delay, block, or cancel any message or campaign. Those checks do not make us the sender, do not mean we have reviewed or approved any message, and do not relieve you of your responsibilities.

Before you send any message, you must have every consent Applicable Law requires, including prior express written consent where required for marketing text messages, and you must keep records of consent sufficient to prove it. You represent and warrant that you have, and will maintain, all consents and rights required for every message you send.

10.3 Contacts You Provide

For all Contacts you provide or sync to the Services, you represent and warrant that:

you collected them lawfully and have the right to provide them to us and to have us process them as described in this Agreement;
you gave the individuals all notices, and obtained all consents, that Applicable Law requires for that collection, for disclosure to service providers such as us, and for your intended uses, including messaging and any features you choose to apply to them; and
they were not purchased, rented, or obtained from third-party lists, and do not include sensitive personal information (such as government identifiers, financial account numbers, health information, or precise geolocation) or information about children under 13, unless the Services expressly support it and Applicable Law permits it.

10.4 Opt-Outs and Suppression

You must honor opt-out, unsubscribe, and do-not-contact requests as required by Applicable Law, including requests sent to you outside the Services. You must not re-add or re-subscribe any person who has opted out, except as Applicable Law permits. We may maintain suppression and opt-out records, including records that apply across the Services and across Organizers, and may suppress messages to any recipient on those records even if you believe you have consent.

10.5 Sending Identities

We may make available phone numbers, short codes, sender names, email domains, or other sending identities that we control ("Platform Sending Identities"). We decide whether to make them available, and we may change or withdraw them at any time. You may use Platform Sending Identities only as the Acceptable Use Policy permits. Messages you send using a Platform Sending Identity remain your messages, and you remain the sender. Where carrier registration is required, you must provide accurate information about your business and messaging, and you authorize us to register you, your brand, and your messaging use cases with carriers and messaging providers.

10.6 Attestations and Records

We may require you to confirm or attest to facts about your Contacts, consents, or messages before you send. Each attestation is your representation and warranty, and we may rely on it. We may record your attestations, settings, and messaging activity, and use those records to enforce this Agreement, comply with Applicable Law, and respond to complaints, inquiries, and legal claims.

10.7 Delivery

Message delivery depends on carriers, mailbox providers, and other third parties. We do not guarantee that any message will be delivered, delivered on time, or displayed as intended.

11. Messaging Credits

We may sell credits or other prepaid units that you can use for messaging or other features ("Credits"). By buying Credits, you authorize us and our Payment Processors to charge your selected payment method for the price shown, plus applicable taxes. Credits:

are non-refundable, except as required by Applicable Law;
may expire, as shown at purchase or in your dashboard;
have no cash value, are not property or a deposit account, and may not be sold, transferred, or exchanged for cash;
are consumed at the rates shown in the Services, which may vary by channel, destination, message length, and other factors and which we may change for future use; and
may be suspended, reversed, or cancelled if we suspect fraud, a payment is reversed or charged back, you breach this Agreement, or your account is closed.

Promotional or complimentary Credits may be subject to additional conditions and may be withdrawn at any time.

12. Integrations and Third-Party Services

12.1 Your Authorization

When you connect an Integration, you authorize us to access, retrieve, store, use, and transmit data and content from and to the Third-Party Service on your behalf, as needed to provide the features you enable, including after an Event ends to maintain financial, order, and attendance records. Any additional disclosures or consents we present when you connect an Integration form part of this Agreement.

12.2 Third-Party Terms

Your use of any Third-Party Service is governed by that provider's terms and policies. You are solely responsible for complying with them and for having all rights and consents needed to connect the Third-Party Service and share its data with us. We may disconnect, limit, or stop supporting any Integration at any time, including if the provider changes or withdraws access. We are not responsible for Third-Party Services, their availability, or how they use data.

12.3 Provider Requirements

Third-party providers do not own, control, sponsor, or endorse the Services, unless they expressly state otherwise. When you connect an Integration, you consent to our accessing, retrieving, storing, using, and writing each type of data and content that the Integration makes available, for the purposes of providing the features you enable and the other purposes described in this Agreement or presented to you when you connect it, including retaining order, ticket, attendee, venue, and financial records after an Event ends. If you revoke an Integration, or if a provider's terms or instructions require it, we may delete or de-identify data and content obtained through that Integration, including records relating to past Events, and you are responsible for keeping your own copies. You must comply with any provider requirements that we notify you of or that apply to the data you connect.

12.4 Google Maps

Some features of the Services use Google Maps Platform. Your use of those features is subject to the Google Maps/Google Earth Additional Terms of Service and the Google Privacy Policy.

13. Pixels, Advertising Tools, and Purchase Reports

You may add advertising, analytics, or tracking tags to your pages on the Services, or connect advertising accounts, where the Services allow. You are solely responsible for your tags and accounts and for how you and your providers use the information they collect, including providing any disclosures and obtaining any consents that Applicable Law or your providers require. Where you instruct us to, we may send information about purchases and other events on your pages, which may include hashed contact details, to your advertising accounts or providers. We may apply our own consent and privacy controls to your tags and reports, and may limit, delay, or disable them at any time.

14. Organizer Content

14.1 Your Responsibility

You are responsible for all Organizer Content. You represent and warrant that you own or have all rights, licenses, consents, and releases needed for the Organizer Content and for the license below, including rights of publicity for any person shown or named in it, and that the Organizer Content and our use of it under this Agreement do not infringe or violate any third party's rights or Applicable Law.

14.2 License to Us

You grant us and our Affiliates a worldwide, non-exclusive, royalty-free, fully paid, transferable, and sublicensable (through multiple tiers) license to use, host, store, reproduce, modify, adapt, format, translate, create derivative works from, publish, publicly display, publicly perform, and distribute Organizer Content, in any media now known or later developed, to operate, provide, improve, and promote the Services and your Events. This includes the right to edit, resize, or reformat Organizer Content, to combine it with other content, to make your Event listings available through partners, search engines, distribution channels, and other platforms, and to use Organizer Content in marketing and advertising for the Services. This license continues for as long as Organizer Content remains on the Services and for a reasonable period afterward, and continues indefinitely for Organizer Content already distributed, embedded in materials, or shared with others before removal.

14.3 Your Name and Marks

You grant us the right to use your name, logo, and trademarks to identify you as a user of the Services and in connection with the license above.

14.4 Our Rights Over Content

We may review, edit, refuse, or remove any Organizer Content at any time, but we are not obligated to monitor or review it. We may remove Organizer Content in response to a notice of claimed infringement and may suspend or terminate repeat infringers, as described in our Terms of Service.

The Services may include features that display information about attendees or interested people, such as first names, profile photos, social media handles, or counts, to other users. You may enable or configure some of these features for your Events where the Services allow. For any attendee or Contact information that you provide to the Services, you represent and warrant that you have the rights, and have given the notices and obtained the consents, required for it to be displayed through the features you enable. We may display information about our users as described in our Privacy Policy, and may honor individuals' requests not to be displayed.

16. Co-Hosts and Shared Access

The Services may allow you to share an Event, its data, or access to it with other organizations or individuals, for example as co-hosts, partners, or scanning staff. You control whether to share, and you are responsible for the recipients' use of anything you share, including Buyer Data. We may rely on any sharing you approve. Recipients may see Buyer Data and other information about your Event.

17. Promoters and Tracking Links

You may use the Services to invite promoters or other collaborators, or to create tracking links that attribute sales. Any arrangement between you and a promoter or collaborator, including commissions, payment, and tax reporting, is solely between you and them. We are not a party to those arrangements and are not responsible for paying anyone under them, unless we expressly agree otherwise in a separate written program. Sales attribution, reports, and figures shown in the Services are informational only, may be incomplete or inaccurate, and are not a statement of any amount owed.

18. Resale and Transfers

Where the Services allow, you may enable Buyers to transfer or resell tickets for your Events. If you enable resale, you authorize us to facilitate resale and transfer transactions, to cancel and reissue tickets, to collect and retain fees we set for those transactions, and to pay resale proceeds as the Services provide. You are responsible for setting resale and transfer rules that comply with Applicable Law, including laws on ticket resale and pricing, and for honoring tickets transferred or resold through the Services.

19. Data Protection

19.1 Roles

We are an independent controller (or "business") of Linkstub Data, and we may use and disclose Linkstub Data for our own purposes as described in our Privacy Policy, including to provide and promote the Services and to communicate with Buyers and other users. You are an independent controller (or "business") of Buyer Data that you receive from us, and you are solely responsible for your use of it. For Organizer Personal Data that we process on your behalf, we act as your service provider or processor under the Data Processing Addendum, which forms part of this Agreement. The same information may be both Linkstub Data and Organizer Personal Data; our rights in Linkstub Data are not limited by the Data Processing Addendum.

19.2 Your Use of Buyer Data

You must use Buyer Data only in compliance with Applicable Law, your own privacy notice, and the Acceptable Use Policy. You must maintain a privacy notice that accurately describes your use of Buyer Data, and you must protect Buyer Data with appropriate security measures. You must not represent that we are responsible for your use of Buyer Data.

19.3 Security Incidents on Your Side

You must notify us promptly if you become aware of unauthorized access to your account or to Buyer Data obtained through the Services, and you are responsible for any notices and remedies that Applicable Law requires for incidents within your control.

20. Confidentiality

"Linkstub Confidential Information" means non-public information we disclose to you or that you access through the Services, including non-public features, pricing, terms of any Order Form, security information, credentials, and information about other users. You must use Linkstub Confidential Information only to use the Services under this Agreement, protect it with at least reasonable care, and not disclose it except to your personnel and advisors who need to know it and are bound by confidentiality obligations, or as required by law. Personal information is governed by Section 19, the Data Processing Addendum, and our Privacy Policy, as applicable.

21. Intellectual Property and Feedback

21.1 Our Property

The Services, including all software, designs, text, graphics, data compilations, and trademarks, and all aggregated, de-identified, statistical, and usage data generated by the Services, are owned by us or our licensors. Subject to this Agreement, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Services for your internal business purposes in connection with your Events. We reserve all rights not expressly granted.

21.2 Restrictions

You must not, and must not allow anyone to, copy, modify, or create derivative works of the Services, reverse engineer or attempt to extract source code, resell or sublicense the Services, access the Services to build a competing product, or use the Services except as this Agreement permits.

21.3 Feedback

If you provide suggestions, ideas, or feedback about the Services, we may use them for any purpose without restriction or compensation, and you grant us a perpetual, irrevocable, worldwide, royalty-free, transferable, and sublicensable license to do so.

22. Disclaimers

THE SERVICES, CREDITS, PLATFORM SENDING IDENTITIES, INTEGRATIONS, AND ALL INFORMATION AND OUTPUTS PROVIDED THROUGH THEM ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DATA WILL NOT BE LOST, THAT MESSAGES WILL BE DELIVERED, THAT ANY LEVEL OF SALES OR ATTENDANCE WILL BE ACHIEVED, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR COMPLY WITH LAWS THAT APPLY TO YOU. WE ARE NOT RESPONSIBLE FOR THIRD-PARTY SERVICES, PAYMENT PROCESSORS, CARRIERS, OR BUYERS.

23. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW:

NEITHER WE NOR OUR AFFILIATES, OR OUR OR THEIR MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS, WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, SALES, GOODWILL, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES, EVEN IF ADVISED OF THEIR POSSIBILITY; AND
THE TOTAL LIABILITY OF US, OUR AFFILIATES, AND OUR AND THEIR RESPECTIVE MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS, TAKEN TOGETHER, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES, FOR ALL CLAIMS IN THE AGGREGATE, WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID TO US, AND THAT WE RETAINED FOR OUR OWN ACCOUNT, UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE LIABILITY AND (B) ONE HUNDRED U.S. DOLLARS (US$100). PROCEEDS AND OTHER AMOUNTS WE COLLECT OR HOLD AS YOUR AGENT ARE NOT FEES PAID TO US FOR THIS PURPOSE, AND NEITHER ARE ANY FEES OR CHARGES PAID BY BUYERS, INCLUDING FEES YOU PASS ON TO BUYERS.

These limitations apply to all claims and theories of liability, whether in contract, tort (including negligence), statute, or otherwise, and even if a remedy fails of its essential purpose. They do not limit your obligations to pay amounts you owe or your indemnification obligations, or any liability that cannot be limited or excluded under Applicable Law. This Section does not limit our obligation to remit Proceeds that are payable to you under Sections 5.4 and 7, after the deductions, holds, reserves, and set-offs this Agreement permits.

24. Indemnification

You will defend, indemnify, and hold harmless Linkstub, its Affiliates, and their members, managers, officers, directors, employees, agents, and licensors from and against all claims, demands, proceedings, losses, damages, liabilities, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

your Events, including their cancellation, postponement, change, operation, safety, and any injury, death, or property damage connected with them;
Organizer Content, and your tickets, prices, fees, policies, and statements to Buyers;
your messages and your use of the Messaging Tools, Contacts, and Platform Sending Identities, including any claim under the Telephone Consumer Protection Act, the CAN-SPAM Act, or other marketing or telecommunications laws;
your collection, use, disclosure, or other processing of personal information, including Buyer Data, Contacts, and data from your tags and Integrations;
taxes on your sales, Proceeds, or Fees;
refunds, chargebacks, disputes, and amounts you owe;
your use of Third-Party Services and Integrations, and your arrangements with promoters, co-hosts, venues, and other third parties;
the acts and omissions of your Authorized Users; and
your breach of this Agreement or violation of Applicable Law or any third party's rights.

We may control the defense and settlement of any matter subject to indemnification, at your expense, and you must cooperate with us. You may not settle any matter that imposes any obligation on us or admits fault on our behalf without our prior written consent.

25. Term, Suspension, and Termination

25.1 Term

This Agreement starts when you first accept it or first use the business features of the Services, and continues until terminated. An Order Form may set a term for the commercial terms it covers.

25.2 Suspension and Termination by Us

We may suspend or terminate this Agreement, your account, your organization, any Event, or your access to any part of the Services, at any time and for any reason, with or without notice, to the extent permitted by Applicable Law.

25.3 Termination by You

You may stop using the business features of the Services at any time and may ask us to close your organization. Closing your organization does not relieve you of obligations relating to Events already sold, including honoring tickets, refunds, and chargebacks.

25.4 Effect of Termination

When this Agreement ends, your right to use the business features of the Services ends; all amounts you owe become immediately due; we may continue to hold Proceeds and reserves for the period we consider appropriate to cover refunds, chargebacks, and other amounts you owe; and we may delete or retain your data as described in the Data Processing Addendum, our Privacy Policy, and Applicable Law. We are not liable to you for suspension or termination.

25.5 Survival

Sections 3.2, 3.3, 3.4, 4.1 (as to Events sold or held before termination), 5.2, 5.3 (until all refunds, disputes, and amounts owed are resolved), 5.4, 5.6, 6, 7, 8, 9, 10 (as to messages already sent and records), 11 (as to amounts owed), 12.1 (as to data already obtained), 12.2, 12.3, 13 (as to data already sent), 14.1, 14.2 (as to Organizer Content already distributed), 14.3, 15 through 18, 19, 20 through 24, 25.4, 25.5, and 26 through 30, and any other provision that by its nature should survive, survive termination.

26. Changes to These Terms

We may change these Terms from time to time. We may provide notice of material changes, for example by email, through the Services, or by posting the updated Terms, and will provide any notice that Applicable Law requires. Changes take effect when posted, unless a later date is stated. Your continued use of the business features of the Services after changes take effect means you accept them. Changes do not apply to disputes arising before they take effect. If you do not agree to changes, you must stop using the business features of the Services.

27. Governing Law, Venue, and Claims

27.1 Governing Law

This Agreement and any dispute arising out of or relating to it or the Services are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules.

27.2 Venue

The state and federal courts located in New Castle County, Delaware have exclusive jurisdiction over any dispute arising out of or relating to this Agreement or the Services, and each party consents to their personal jurisdiction and venue. However, we may seek injunctive or other equitable relief, or bring an action to collect amounts you owe, in any court of competent jurisdiction.

27.3 Jury Trial Waiver

TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES.

27.4 Individual Claims

To the fullest extent permitted by law, each party may bring claims against the other only in its individual capacity, and not as a plaintiff or class member in any class, collective, consolidated, or representative proceeding.

27.5 Time Limit for Claims

To the fullest extent permitted by law, any claim arising out of or relating to this Agreement or the Services must be brought within one (1) year after it arises, or it is permanently barred. This Section does not apply to claims to collect amounts owed to us, to indemnification claims, or to claims for infringement or misappropriation of intellectual property.

28. Assignment

You may not assign or transfer this Agreement or any right or obligation under it, by operation of law or otherwise, without our prior written consent, and any attempt to do so is void. We may assign or transfer this Agreement, in whole or in part, and any related rights, obligations, and data, without your consent and without notice, including to an Affiliate or to a successor in connection with a merger, acquisition, reorganization, sale of assets, or change of control. This Agreement binds and benefits the parties and their permitted successors and assigns, and you will be bound to any assignee or successor as if it were named in this Agreement. From the date an assignment or transfer takes effect, the assignee or successor becomes a party to this Agreement in place of Linkstub to the extent of the transfer, and, to that extent and to the extent permitted by Applicable Law, Linkstub, as assignor or transferor, is released from the obligations arising after that date that the assignee or successor assumes, except that this release does not apply to any Proceeds that we hold for you until they have been paid to you or transferred to the assignee or successor.

29. Notices and Electronic Communications

29.1 Notices to You

We may give you notices by email to the address associated with your account or organization, through the Services, or by posting them on our websites. Notices are effective when sent or posted. You are responsible for keeping your contact details current.

29.2 Notices to Us

Legal notices to us must be sent by email to legal@linkstub.com and by mail to MMJI CHILLZ, LLC, Attn: Legal, 470 7th Ave, Suite 304, New York, NY 10018.

29.3 Electronic Communications and Signatures

You consent to receive agreements, notices, disclosures, invoices, tax documents (where permitted), and other communications from us electronically, and you agree that they satisfy any legal requirement that they be in writing. Your electronic acceptance of this Agreement and of any Order Form, attestation, or consent in the Services has the same effect as a handwritten signature.

30. General

30.1 Entire Agreement and Order of Precedence

This Agreement is the entire agreement between you and us about its subject matter and supersedes all prior or contemporaneous agreements, proposals, and representations on that subject, including any master services agreement or other organizer terms previously published on our websites. A separate written agreement for the Services signed by both you and us is treated as an Order Form under this Agreement. If there is a conflict, the following order applies: (a) an Order Form, but only for the pricing, payment, and other commercial terms it expressly states; (b) the Data Processing Addendum, for the processing of Organizer Personal Data; (c) these Terms; and (d) the Acceptable Use Policy. Terms in any purchase order or other document you provide do not apply.

30.2 Severability and Waiver

If any provision of this Agreement is held unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions will remain in effect. Our failure to enforce any provision is not a waiver.

30.3 Force Majeure

We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including natural disasters, epidemics, war, terrorism, civil unrest, labor disputes, governmental action, failures of Payment Processors, carriers, hosting, or other third parties, power or internet failures, and cyberattacks.

30.4 Relationship of the Parties

Except for the limited payment collection agency described in Section 5.4, the parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, employment, franchise, or fiduciary relationship. There are no third-party beneficiaries of this Agreement, except our Affiliates and the other persons whose liability is excluded or limited under Section 23 or who are entitled to indemnification under Section 24.

30.5 Compliance and Sanctions

You represent that you, your owners, and your Authorized Users are not the subject of sanctions administered by the U.S. government and are not located in a country or region subject to comprehensive U.S. sanctions, and you must comply with all applicable export control and sanctions laws.

30.6 Interpretation

This Agreement will not be construed against either party as its drafter. The English version of this Agreement controls.

31. Contact

Questions about these Terms may be sent to support@linkstub.com. Legal notices must be sent as described in Section 29.2.