VERVE STUDIOS TERMS OF SERVICE

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, OBLIGATIONS, AND AVAILABLE REMEDIES RESULTING FROM YOUR USE OF VERVE STUDIOS SERVICES. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AS DESCRIBED BELOW.

THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS THAT MAY LIMIT YOUR RIGHTS TO BRING AN ACTION IN COURT AND HAVE DISPUTES DECIDED BY A JUDGE OR JURY AS DETAILED BELOW. THESE TERMS ALSO CONTAIN PROVISIONS THAT LIMIT OUR LIABILITY TO YOU.

Some terms may not apply to you, depending on where you are in the world, so please look out for any notices explaining terms that are relevant to particular countries only.

1. SCOPE OF AGREEMENT

VERVE Studios LLC, and any of its affiliates (“VERVE,” “us”, “we”, or “our”) provides fitness classes and related products, services, content and features through our websites to you (any reference to you, shall also include any customer classified as a minor whose guardian must accept and ensure compliance with these terms on their behalf):

• thevervestudios.com

(collectively, with any other services, content, features or products that we provide that link to these Terms, the “Services”).

These Terms of Service (the “Terms“) are an agreement between you and VERVE that sets forth the legally binding terms and conditions for your use of the Services. By signing these Terms or continuing to use our Services, you agree that such use is legally sufficient consideration under these Terms. If you are enrolling or signing for a minor (14–18 years of age, or older if applicable in the minor’s jurisdiction of residence), the above applies equally to said minor.

We have also adopted a Privacy Policy that you should refer to in order to fully understand how we use and collect information and to learn about our privacy practices.

By accessing or using the Services in any manner, including, but not limited to, visiting or browsing the Sites, attending classes in our studios, or contributing content or other materials to the Sites, you acknowledge that you have read and understood this Agreement and you agree to be bound by these Terms. You are only authorized to use the Services if you agree to abide by all applicable laws and to the Terms. Please read the Terms carefully and save a copy for your own records. If you do not agree with (or cannot comply with) these Terms, you should leave the Sites and discontinue use of the Services immediately.

While these Terms apply to you anytime you are using our Services, certain provisions of these terms will only apply to you when you are taking part in one of our exercise classes at a Studio (our “Classes”). For these terms please see the General Policies, Rules and Regulations Governing Our Classes section.

2. ACCESSING THE SERVICES

To access the Services, you may be asked to provide certain details or other information. It is a condition of your use of the Services that all the information you provide to us is correct, current and complete. You agree that your failure to provide complete and accurate information may result in the termination of your access to the Services.

By using our Services, you represent that you are at least 14 years of age, and, if between the ages of 14 and 18, your parent or guardian has consented to the Terms and your use of the Services. IF YOU ARE A PARENT/LEGAL GUARDIAN AND YOU PROVIDE YOUR CONSENT TO A TEENAGER’S ACCESS TO AND USE OF THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. A minor 14–15 years of age may participate in classes only with a parent or legal guardian present and attending the class. Minors 16–17 years old may participate in classes without a parent or guardian, but the parent or guardian must agree to these Terms on their behalf. No one under 14 years of age may use the Services.

From time to time, we may restrict access to some or all parts of the Services, including studio classes and the Sites.

You agree to abide by the rules and policies established from time to time by VERVE. Such rules and policies will be applied generally in a non-discriminatory manner to users of the Service, and may include, for example, required or automated updates, modifications, and/or reinstallations of the software and obtaining available patches to address security, interoperability, and/or performance issues.

3. ACCOUNTS AND ACCOUNT SECURITY

In order to access some Services available on the Sites, you will have to create an account (“Account“). You may only have one active Account at any given time and may not allow other people to use your Account to access or use our Services. You may not use another person’s Account. We expect you to accurately maintain and update any information about yourself that you have provided to us.

You agree that you are solely responsible for the activity that occurs on your Account. You agree to keep your account password secure and confidential. You agree to notify us immediately of any breach of security or unauthorized use of your account.

We reserve the right to take any and all actions we deem necessary or reasonable to maintain the security of our Services and your Account, including without limitation, terminating your Account, changing your password, or requesting information to authorize transactions on your Account.

WE EXPLICITLY DISCLAIM LIABILITY FOR ANY AND ALL LOSSES AND DAMAGES ARISING FROM YOUR FAILURE TO COMPLY WITH THIS SECTION.

4. AUTHORIZED USE OF OUR SERVICES AND PROHIBITED USES

You may use the Services only for lawful purposes and in accordance with these Terms. While using the Services, you are required to comply with all applicable statutes, orders, regulations, rules and other laws, as may be relevant in the jurisdiction in which you receive the Services or reside.

In addition, we expect users of the Services to respect the rights and dignity of others. You agree not to use the Services or Content, for any reason whatsoever:

• For any unlawful purposes, or that could violate any applicable federal, state, local, or international law or regulation.
• To engage in any conduct that restricts or inhibits anyone’s use or enjoyment of the Services, or which, as determined by us, may harm us or other persons using the Services or expose them to liability.

Additionally, you agree not to, for any reason whatsoever:

• Use the Services or Content for any commercial purpose;
• Use the Services in any manner that could disable, overburden, damage, or impair the Sites or any other party’s use of the Services;
• Use any robot, spider or other automated device, process, or means to access the Service for any purpose;
• Use the Services to distribute unsolicited promotional or commercial content, or solicit other persons using the Services for commercial purposes;
• Post, upload, share, transmit, distribute, facilitate distribution of or otherwise make available to or through the Services any content that is unlawful, harmful, harassing, defamatory, threatening, intimidating, fraudulent, tortious, vulgar, obscene, hateful, pornographic, spam, discriminatory, violative of privacy or publicity rights, infringing of intellectual property or other proprietary rights, or otherwise objectionable in our sole discretion, including unauthorized or unsolicited advertising;
• Post to or transmit through the Services any sensitive personally identifiable information about yourself or third parties, such as social security, credit card or bank account numbers, health or medical information, or other information concerning personal matters, unless specifically requested by us;
• Reproduce, duplicate, copy, publicly display, frame, mirror, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Services or Content;
• Make available for sale or rent, or any other type of redistribution, any Content;
• Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Services;
• Disseminate or introduce through the Services any viruses, worms, spyware, trojan horses, logic bombs, adware, or other malicious computer code, file or program;
• Reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Services;
• Interfere in any manner with the operation or hosting of the Services or monitor the availability, performance, or functionality of the Services;
• Assist or permit any persons in violating these Terms or other applicable laws or rules governing the use of the Services; or
• Otherwise attempt to interfere with the proper working of the Services.

5. ORDERS, PURCHASES & REFUNDS

Our Sites or Services may allow you to purchase Products directly from us in the form of class packages, memberships, gift cards, apparel, exercise equipment, accessories, early bookings, smoothies, and other related services or goods (“Products“).

We may make improvements and/or changes to our Products, add new features, or terminate a Product at any time without notice. We also:

(a) reserve the right to change the Products advertised or offered for sale through our Services, the prices or specifications of such Products, and any promotional offers at any time without any notice or liability to you or any other person;

(b) cannot guarantee that our Products advertised or offered for sale through our Services will be available when ordered or thereafter;

(c) reserve the right to limit quantities sold or made available for sale;

(d) do not warrant that information on a Site or provided at a studio (including without limitation product descriptions, colors or photographs) is accurate, complete, reliable, current or error-free; and

(e) reserve the right to modify, cancel, terminate or not process orders (including accepted orders) where the price or other material information is inaccurate, where we have insufficient quantities to fulfill an order, or for any other reason in our sole discretion. If we do not process an order for such reason, we will either not charge you or will apply credit to the payment type used in the order.

Promo Codes and Discounts: We may offer promo codes, discounts, coupon codes, and/or other offers that provide a benefit to you when entered upon checkout. These cannot be applied to prior or completed transactions. Generally, promo codes and discounts cannot be combined with other offers or used with subscription orders. Any such promo code, discount or other offer may be discontinued or voided at any time.

Taxes: If we are legally required to collect sales tax on Products you order, the tax amount will be added automatically to your purchase price.

Reservations: YOU MUST BE PHYSICALLY PRESENT 5 MINUTES PRIOR TO THE START OF YOUR SCHEDULED CLASS OR YOUR SPOT MAY BE GIVEN TO A WAITLISTED CLIENT AND YOU WILL NOT BE REFUNDED FOR THAT CLASS. IF IT IS YOUR FIRST VERVE CLASS, YOU MUST BE PRESENT 15 MINUTES PRIOR TO THE START OF THE CLASS.

Membership Packages: Persons who purchase ANY membership package are subjected to a penalty charge (fee amount varies between individual studio locations) for either a late cancel or an absence should they not cancel their reservation by 5pm the day before the scheduled class.

Refunds, Returns, Exchanges and Cancellations:

• Classes and membership packages are non-refundable, non-transferable, and have no cash value.
• We do not offer refunds on purchases for our classes and membership packages, beyond your statutory rights.
• Unused merchandise purchased at VERVE studio locations will be accepted for a full refund within 7 days of purchase. After 7 days, a store credit will be issued, which will be usable for up to 30 days. No returns will be provided without a receipt.

Cancellations: YOU MUST CANCEL A CLASS BY 5PM THE DAY PRIOR OR YOU WILL BE DEDUCTED THAT CLASS. This includes switching time slots, which must also be done by 5pm the day before your reservation or you will be deducted the class. All Access Memberships or Paid in Full Membership holders or Intro Offer Memberships will incur a $15 late cancel or no show fee if you do not cancel a class by 5pm the day before the reservation.

6. GENERAL POLICIES, RULES AND REGULATIONS GOVERNING OUR CLASSES

Non-Recording of Studio Classes Agreement: You acknowledge and agree that any type of recording or transmission (video, audio, still photography, streaming, social media posting, etc.) of any VERVE classes or activities, whether in person or online, is strictly prohibited without the prior written consent of an authorized corporate officer of VERVE. VERVE instructors are not authorized to provide consent.

You are, however, permitted to record and post lawful, non-offensive content related to your participation in a VERVE studio class before and/or after a class with the consent of each participant who is identified in your content.

Any violation of this non-recording agreement is grounds for exclusion from participation in any VERVE activities or Services. You further agree to indemnify, defend, and hold harmless VERVE, its officers, directors, employees, agents, and instructors, from and against any claims, lawsuits or other actions, and all resulting loss, damage or cost of any kind (including reasonable attorneys’ fees), resulting from your violation of this non-recording agreement.

Prohibited Behavior: We want our classes, studios and all other Services to be safe and enjoyable environments for all of our users. With this in mind, we have established certain behavior that will not be tolerated while utilizing our Services (“Prohibited Behavior“). While using or taking part in our Services, whether in one of our studios, or at home or some other location, you agree that you shall not:

• Wear inappropriate clothing that is unnecessarily revealing, intimidating, or that contains messages or images that a reasonable person may find objectionable;
• Exhibit nudity, indecent exposure or exhibitionist behavior of any type;
• Play music that can be heard by others taking part in our Services;
• Wear clothing that is inappropriate or unsafe for our workouts, such as open-toed shoes, etc.;
• Interfere with other users’ enjoyment or participation in our Services;
• Interrupt or interfere with our instructors or staff members;
• Use our equipment in any manner for which it was not designed;
• Take part in our Services while under the influence of alcohol, marijuana, or any other intoxicant or narcotic;
• Use your phone or other electronic device during class, except for emergency purposes;
• Violate any rule or regulation posted in our studios, on our equipment, or given to you by an instructor or staff member.

The above list is non-exhaustive, and we, and our instructors and staff members, reserve the right, in our sole discretion, acting reasonably, to determine what constitutes Prohibited Behavior.

Any breach of this clause is grounds for exclusion from participation in any VERVE activities, and/or the termination of any Services and/or a permanent ban from using any Services in the future.

WE AND OUR INSTRUCTORS AND STAFF MEMBERS RESERVE THE RIGHT TO REMOVE YOU FROM A CLASS, STUDIO OR OUR SERVICES AT ANY TIME, IN OUR SOLE DISCRETION, FOR EXHIBITING ANY PROHIBITED BEHAVIOR.

Health and Safety

By agreeing to these Terms, enrolling online, and/or attending classes, events, activities, and other VERVE programs, whether in a VERVE facility or using VERVE equipment, you hereby acknowledge and agree:

(a) there are certain inherent risks and dangers in the strenuous nature of the VERVE workout program;

(b) you have voluntarily chosen to participate in an intense physical exercise program;

(c) you understand that VERVE strongly recommends that you consult with a licensed physician prior to commencing any classes;

(d) you have been fully informed of the strenuous nature of this exercise program and the possibility of adverse physiological occurrences including, but not limited to: abnormal blood pressure, fainting, heart attack, or death;

(e) no physician or general practitioner has ever informed you that you have a heart condition and/or that you should not partake in the type of physical activities inherent in our classes;

(f) you have no ailment or injury that could be aggravated or made worse by taking part in our Services;

(g) you do not know of any reason why you should not, or that it would be harmful to your health to, take part in our classes or Services; and

(h) if you are pregnant, you agree that:

(i) You will inform your instructor; and

(ii) you have consulted a physician or general practitioner that has approved your use of the relevant services.

YOU ASSUME ALL RISK FOR YOUR HEALTH AND WELL-BEING, AND FULLY RELEASE AND HOLD HARMLESS FOR ANY RESPONSIBILITY, COST OR DAMAGES VERVE AND ITS ENTITIES, ITS INSTRUCTORS, MEMBERS AND EMPLOYEES FOR ANY INJURY, HARM OR LOSS YOU MAY SUFFER, INCLUDING DEATH, AS A RESULT OF PARTICIPATION IN ANY VERVE ACTIVITIES OR SERVICES.

Personal Belongings: You agree that we are in no way responsible for the safekeeping of your personal belongings while you are present in the studio. You assume all risk of loss for any of your personal belongings.

7. DESCRIPTIONS, TESTIMONIALS, OPINIONS, RELIANCE

Our Services may contain expert or instructor opinions. Information on the Sites identified as expert or instructor opinion, or accessed from any of our Services by hyperlink, represents the opinions of these respective experts or instructors, which are not necessarily those of VERVE.

Our Services may also make statements related to supplements, diets, or similar products or advice. Those statements should not be taken as medical advice or statements about a supplement’s or diet’s effectiveness or suitability for treatment of a medical condition.

Similarly, our Services may present you with information on events, charitable causes, and the like. This is presented for informational purposes only and should not be considered our endorsement of same.

The information presented on or through our Sites or Services, whether originating from VERVE, our employees or affiliates, or a third party, is made available solely for general information purposes. We make no warranties or representations as to the accuracy, currency, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk.

WE HEREBY DISCLAIM ANY REPRESENTATION OR WARRANTY CONTAINED IN ANY TESTIMONIAL, BLOG, DESCRIPTION, OR OPINION POSTED ON ANY OF OUR SERVICES TO THE MAXIMUM EXTENT ALLOWED BY LAW.

8. USER CONTENT

You are responsible for any information, text, reviews, posts, images, videos or other materials or content that you post using our Services, upload to us, or transmit through our Services (“User Content”). We reserve the right to alter or delete any User Content for any reason.

You agree, represent and warrant that any User Content you post or share on our Services or transmit through our Services is truthful, accurate, not misleading and offered in good faith, and that you have the right to transmit such User Content. YOU SHALL BE SOLELY LIABLE FOR ANY DAMAGES RESULTING FROM ANY INFRINGEMENT OF COPYRIGHT, TRADEMARK, PROPRIETARY RIGHTS, OR ANY OTHER HARM RESULTING FROM SUCH USER CONTENT.

By sending any ideas, concepts, know-how, proposals, techniques, suggestions or other User Content to us, you agree that:

(i) we are free to use such User Content for any purpose,

(ii) such User Content will be deemed not to be confidential or proprietary,

(iii) we may have something similar already under consideration or in development, and

(iv) you are not entitled to any compensation or reimbursement of any kind from us under any circumstances unless otherwise expressly agreed in writing by us.

PLEASE DO NOT POST OR SEND US ANY USER CONTENT, IDEAS, SUGGESTIONS, OR OTHER USER CONTENT THAT YOU WISH TO KEEP PRIVATE OR PROPRIETARY OR FOR WHICH YOU EXPECT TO RECEIVE COMPENSATION.

User Content License: By submitting User Content to us directly or indirectly (including through any use of third party social media platforms directed at us), you grant to us the ability to use such User Content as we wish.

You also grant each user of the Services the ability to access your User Content through a Service, and to tag, rate, review, comment on, use, reproduce, distribute, display and perform such User Content as permitted through the functionality of a Service and under these Terms.

Forums may be hosted by us, where users can post or upload User Content or otherwise interact. Forums are public spaces and you acknowledge and agree that your participation in such Forums creates no expectation of privacy.

9. MOBILE SERVICES

Some of the Services may be available via your mobile phone, including but not limited to:

• the ability to book and/or purchase VERVE Services via your mobile phone;
• the ability to receive and reply to VERVE messages;
• the ability to browse VERVE Sites from your mobile phone.

We do not charge any extra fees for the Mobile Services. However, your carrier’s normal messaging, data and other rates and fees will still apply.

Your use of third-party service(s) may be subject to additional terms related to that service from the applicable service provider.

WE DISCLAIM ALL WARRANTIES RELATED TO ANY MOBILE APP. However, in the event that a Mobile App fails to conform to any applicable warranty that we cannot disclaim according to applicable law, you may have the right to notify the App Store Provider, and the App Store Provider may refund the purchase price for the Mobile App.

10. TERMINATION & SURVIVAL

We may terminate your access to the Services at any time, in our sole discretion, without cause or notice.

You may terminate your account or any membership that you have purchased, at any time, for any reason, by following the instructions on the “My Account” page or by contacting your local studio directly via phone or email.

We may terminate your account or membership at any time, without warning, if you breach the Terms. If we terminate your account or membership because you have breached the Terms, you will not be entitled to a refund of any fees or for any unused portion of any membership packages or class packages.

The following Sections will survive termination of these Terms:

• (10) Termination & Survival
• (12) Assignment
• (15) Intellectual Property Rights
• (19) Legal Disputes and Arbitration Agreement
• (20) Indemnity
• (21) Limitation of Liability
• (22) Special Limitation of Liability During the Coronavirus/COVID-19 Pandemic
• and any other provision(s) that by their nature should survive.

11. THIRD-PARTY SITES

Our Services may contain links to third-party websites, resources, or services (“Third-Party Sites”). These links are provided for your convenience only.

We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the Third-Party Sites linked to our Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through our Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser.

12. ASSIGNMENT

You may not assign or transfer these Terms, by operation of law or otherwise, without VERVE’s prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void.

VERVE may assign or transfer these Terms without restriction, including, without limitation, to any affiliate or successor in interest.

Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

13. FEES, CREDIT PACKAGES, AND MEMBERSHIPS

Fees: You agree to pay all fees and charges for Services you purchase, whether in-studio, online, or through our mobile applications. All fees are non-refundable except as expressly set forth in these Terms or as required by law.

Credit Packages: Credit packages may be purchased for use in booking classes at VERVE Studios. All credits are non-refundable, have no cash value, are non-transferable, and may only be redeemed for Services as specified at the time of purchase. Expiration dates for credit packages will be displayed at purchase, and any unused credits will expire automatically on that date. No extensions or reactivations will be granted once credits expire.

Memberships: Memberships (including All Access, Limited Access, or other plans offered by VERVE Studios) automatically renew unless canceled in accordance with your membership agreement. Memberships are non-transferable and non-refundable. Membership fees will continue to be charged to your provided payment method until you cancel per the terms of your membership.

No Cash Value: Memberships, credits, promotions, and gift cards issued by VERVE Studios have no cash value, cannot be redeemed for cash, and cannot be transferred, sold, or exchanged.

Pricing Changes: VERVE Studios reserves the right to adjust pricing for memberships, packages, and other Services at any time, with reasonable notice provided to members.

14. NON-HARASSMENT POLICY

VERVE Studios is committed to maintaining an environment free of harassment, intimidation, and abuse.

You agree that you will not engage in any conduct that harasses, threatens, abuses, bullies, or discriminates against any staff member, instructor, or participant in our Services. This includes, but is not limited to:

• Unwelcome sexual advances or conduct;
• Derogatory remarks or slurs;
• Intimidating, hostile, or offensive behavior;
• Harassment through electronic communications (texts, emails, or social media).

Violation of this policy is grounds for immediate termination of your membership or access to our Services, without refund, and may result in a permanent ban.

15. INTELLECTUAL PROPERTY RIGHTS

All content, features, and functionality of our Services (including but not limited to text, graphics, logos, icons, images, video, audio, design, software, and the arrangement thereof) are the exclusive property of VERVE Studios LLC, its licensors, or other providers of such material, and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

The VERVE Studios name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of VERVE Studios LLC or its affiliates. You may not use such marks without our prior written permission.

You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from our Services without prior written consent.

Any unauthorized use of the content provided by VERVE Studios may violate intellectual property laws and could result in civil or criminal penalties.

17. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless VERVE Studios LLC and the Releasees from and against any and all claims, damages, liabilities, costs, or expenses (including attorneys’ fees) arising out of or related to:

• Your participation in any Services;
• Your violation of these Terms;
• Your use of the Site, mobile app, or other Services;
• Any injury or damage caused by you to other participants, staff, or property.

This indemnification obligation will survive the termination of these Terms and your use of the Services.

18. LIMITATION OF LIABILITY

To the maximum extent permitted by law:

• VERVE Studios shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost data, or loss of goodwill, arising out of or in connection with your use of the Services, even if advised of the possibility of such damages.
• In no event shall VERVE Studios’ total liability to you for all claims exceed the greater of: (i) the total amount paid by you for Services in the three (3) months preceding the claim, or (ii) one hundred dollars ($100).

Certain jurisdictions do not allow limitations of liability, so some of these limitations may not apply to you.

19. GOVERNING LAW

These Terms and any dispute arising hereunder shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws rules.

You agree that any claims not subject to arbitration (as set forth below) shall be litigated exclusively in the state or federal courts located in San Diego County, California. You consent to personal jurisdiction in those courts and waive any objection to venue.

20. DISPUTE RESOLUTION AND ARBITRATION AGREEMENT

Agreement to Arbitrate: You and VERVE Studios agree that any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Services shall be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

Arbitration Rules: The arbitration shall be administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitration shall take place in San Diego County, California, before a single arbitrator.

Class Action Waiver: You agree that any arbitration or proceeding shall be limited to the dispute between you and VERVE Studios individually. To the fullest extent permitted by law:

• No arbitration or proceeding shall be joined with any other;
• There is no right or authority for any dispute to be arbitrated on a class-action basis or to utilize class-action procedures;
• There is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public, other customers, or any other persons.

Opt-Out: You may opt out of this arbitration agreement by providing written notice to VERVE Studios within 30 days of your first use of the Services. Your opt-out must include your name, address, and a clear statement that you do not wish to resolve disputes with VERVE Studios through arbitration.

21. FORCE MAJEURE

VERVE Studios shall not be liable or responsible for any failure or delay in performance of its obligations caused by events beyond its reasonable control (“Force Majeure Events”). These include, but are not limited to:

• Acts of God (fire, flood, earthquake, storm, hurricane, or other natural disaster);
• Epidemic, pandemic, or public health emergency;
• War, invasion, hostilities, terrorist threats or acts, riots, or other civil unrest;
• Government orders, laws, or regulations;
• Labor disputes or strikes;
• Power outages, telecommunications failures, cyberattacks, or denial-of-service attacks.

If a Force Majeure Event occurs, VERVE Studios’ obligations shall be suspended until such event has ended.

22. CONSENT TO ELECTRONIC COMMUNICATIONS; NOTICES

By using our Services, you consent to receive communications from VERVE Studios electronically. These may include emails, texts, in-app notifications, or postings on our website. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

Notices to VERVE Studios must be sent in writing to:

VERVE Studios LLC

1920 S Coast Hwy

Oceanside, CA 92054

info@thevervestudios.com

(442) 266-8288

23. ENTIRE AGREEMENT

These Terms, together with any Additional Terms, our Privacy Policy, and your membership agreement (if applicable), constitute the entire agreement between you and VERVE Studios regarding the Services.

No waiver by VERVE Studios of any term or condition set forth herein shall be deemed a further or continuing waiver of such term or condition, and any failure to assert a right or provision shall not constitute a waiver of such right or provision.

24. SEVERABILITY

If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason, the remaining provisions shall remain in full force and effect. The invalid or unenforceable provision will be deemed modified so as to be valid and enforceable to the maximum extent permitted by law.

25. CALIFORNIA CONSUMER RIGHTS NOTICE

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice:

You may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at:

1625 North Market Blvd., Suite N 112

Sacramento, CA 95834

Or by telephone at: (916) 445-1254 or (800) 952-5210.

You may also contact us directly at:

VERVE Studios LLC

1920 S Coast Hwy

Oceanside, CA 92054

info@thevervestudios.com

(442) 266-8288