Terms of Use

Updated July 24, 2021

PLEASE READ THIS DOCUMENT CAREFULLY

This document sets out the terms for use of the Stitch platform. It governs both our Clients and Organizations (“Clients”) and our end users (“Patrons”). Stitch is committed to transparency, which includes providing a Terms of Use that is understandable and written in plain language. Because this document represents our agreement with you about your use of our platform, please take the time to read this document.

Our Terms of Use (“Terms” or “Agreement”) also includes our Privacy Policy, Cookie Policy, and any other documents referred to by those agreements, and they, as a whole, govern any and all of the access to the Stitch platform, whether you are a visitor, guest, Client, Patron, etc.

Stitch’s Platform can be found at https://stitch.vip, and also includes all of the subdomains, mobile applications, any other media, location, application, etc. owned, managed, operated, etc. by Stitch. When referring to the infrastructure in this Agreement, we will be collectively referring to them as the “Platform”.

I. Introduction

On7 LLC, DBA Stitch ("Stitch") provides an open, online membership management platform designed to allow Clients to create, design, publish, and manage recurring membership programs for their businesses, and sell those memberships (“Memberships”) to their Patrons. Stitch offers this Membership management platform along with a number of additional services and tools (e.g. payment processing, SMS text marketing) and the entire selection of tools and services offered via the Platform will be referred to in this Agreement as “Stitch Services”.

By using our Platform in any manner you are expressly agreeing to, and give your consent to be governed by, these Terms. If you do not agree with these Terms or you do not wish to be bound by these Terms, you must not use or access Stitch’s Platform in any manner.

Clients and Patrons are not employees of Stitch. Stitch is not responsible for interactions between Clients and Patrons, with the exception of providing the technological means through which Clients may broadcast and otherwise make their Membership available for processing payments through Stitch’s payment gateway(s). Stitch is not liable for any disputes, claims, losses, injuries, or damage of any kind that may arise out of the Client/Patron relationship, including but not limited to, any Patron’s reliance upon any information provided by a Client or Client Membership at any time.

As stated in our Privacy Policy, Stitch only provides Clients with limited information about the Patrons enrolled in their Membership, including name, email address, IP address, and the Membership in which the Patron has enrolled. This information is only available to the Client upon the purchase or enrollment of a Patron in the Client’s Membership. Stitch does not provide, sell, rent, release, disclose, etc. Patron data to Clients for monetary or other valuable consideration.

Patrons assume full responsibility for the disclosure and use of any other personal information the Patron chooses to disclose to any Client on the Platform.

II. Age of Access

A. You must be at least 18 years old to use the Platform. By using our Platform, you are telling us by your actions that you have obtained that permission (you are ‘representing’ and ‘warranting’ that you have obtained the appropriate permissions to use our Platform). If you are under the age of 18 you may not use our Platform in any manner nor may you register for an account.

III. License to Clients & Patrons

A. Stitch grants You a limited, non-exclusive license to access and use Stitch’s Platform for your own personal and commercial purposes. This license is only for Your use and may not be assigned or sublicensed to anyone else, without Stitch’s express written consent. Except as expressly permitted by Stitch in writing, you will not try to reproduce Stitch’s Platform (legally that’s known as engaging in activity that would reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble the Platform). You also agree that in exchange for this license You will not engage in any activity that would interfere with or damage or harm the Platform. All rights not expressly granted by Stitch are reserved.

IV. Code of Conduct

A. We have to set up some ground rules. Honestly, most of what we cover here should go without saying. However, it’s better to be upfront about things, rather than just assume everyone knows how they are expected to conduct themselves on our Platform.

1. No Illegal Activity: This is about as simple as it gets. Do not use the Stitch Platform for any illegal activity. Period. You are not allowed to use our Platform to engage in any kind of conduct that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries)
2. No Fraud: Yes, this is probably covered in the No Illegal Activity section above, but we want to make this very clear. Fraud will not be tolerated in any capacity
3. No Bad Code: Do not use the Stitch Platform to transmit, distribute, send, etc. viruses, worms, or any other code that may be deemed dangerous, harmful, or destructive in any manner
4. No Spamming: Seriously. No one likes spam. We don’t like spam. We’re pretty sure that you don’t like your inbox cluttered with spam. You may not use the Stitch Platform to engage in any activities that will result in sending spam to anyone on the Stitch Platform, including Stitch (and its employees), Clients, and Patrons
5. Be Civil: There are myriad clubs and memberships that could be created and offered to so many different people. While memberships are inherently exclusionary, we will not tolerate Memberships on our platform that are discriminatory, racist, sexist, or otherwise uncivil and derogatory. We mean this. Not all Memberships are for everyone, but the one thing we can all agree on is that when we use the Stitch Platform we are going to be civil and respectful at all times
6. No Exploitation: You will not use the Stitch Platform to try to gather personal information on anyone, outside of the limited permissible uses for offering your Membership
7. No Impersonation of Stitch or its Employees: Imitation is the sincerest form of flattery, but not when it comes to representing that You are a part of Stitch. You will not impersonate Stitch or any of its employees
8. No Data Mining or Bots: You may not use any data mining, robots, or similar data gathering or extraction methods; and
9. No Use Other Than Intended: You may not use the Platform or any content contained on the Platform for any purposes other than intended.

B. If You violate this Code of Conduct we reserve the right to remove You and any of Your Membership from the Stitch Platform. Whether your conduct violates our Code of Conduct will be determined in Stitch’s sole discretion.

V. Membership Content

A. While we’re on the subject of ground rules, we should also discuss what content is prohibited on the Stitch Platform. For a number of reasons, there are certain subject matter types that we simply will not allow to be published in Your Membership on Stitch.

1. Stitch reserves the right to remove You and Your Membership should Your Membership contain material (determined, in our sole discretion) that is libelous, slanderous, pornographic, obscene, unlawful, threatening, defamatory, or otherwise objectionable or violates any party’s intellectual property or any other part of this Agreement

VI. Intellectual Property and Data Processing

In operating our Platform, it’s important for us to make it clear who owns what and who’s responsible for what. You are trusting us with your content and consistent with Stitch’s genuine belief in transparency, we want to make it simple for You to know exactly what You are getting into when You join the Stitch community.

A. Stitch Content: Content on the Platform, including all information, software, technology, data, logos, marks, designs, text, graphics, pictures, audio and video files, other data or copyrightable materials or content, and their selection and arrangement, is referred to herein as "Stitch Content", and is and remains the sole property of Stitch. Stitch Content, including our trademarks, may not be modified by You in any way

B. Your Content: Content that You create or upload on the Platform is and remains Your content. Stitch does not claim any intellectual property rights over the materials You upload to the Stitch Platform by virtue of Your use of our services. By uploading your content to the Stitch Platform, You agree that:

1. Stitch may review Your content for any reason, including compliance with our Code of Conduct and prohibited content requirements, but Stitch has no obligation to review anything that You upload
2. You are uploading Your content to the Stitch Platform at Your direction and that Stitch does not in anyway certify or provide approval or permission prior to You uploading Your content
3. You are authorizing Stitch to display your content (e.g. your logo, membership descriptions, benefits, etc) to other users (e.g. visitors to your membership landing page, etc.) via the Stitch Platform
4. You agree that by uploading Your content to Our Platform, You are allowing Us to store Your Content
5. You agree to provide Stitch with all necessary licenses, including a worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use (e.g, to display or transmit) Your Content in furtherance of the Stitch Services (In other words, because You own Your Content, You have to give Us permission to display it, or to use it for internal operational purposes, like storing it on Our servers)
6. You are responsible for and own, or have the rights to use, all of Your Content.

C. Membership Free of Infringement of Any Third Party Rights

1. You agree that Your Membership does not infringe upon anyone else’s intellectual property rights and that you have secured or obtained or received all necessary rights and permissions, as necessary, from any third parties who may own the content.
2. In plain language, this means that if you’re using someone else’s work (including images, trademarks, names, etc.) in your Membership, you’ve gotten the content owner’s permission to use it. You wouldn’t want anyone selling any of Your Memberships without Your permission. If You are going to use something that You didn’t create, make sure You can demonstrate that You have the right to use it before You make it a part of Your Membership

D. Data Processing Agreement

1. Clients are responsible for protecting all personal information they provide to, or receive from, Stitch in connection with the use of Stitch Services. 

VII. Stitch’s General Rights In Operating Its Platform

A. Stitch reserves the following rights over the entire Stitch Platform:

1. Stitch may modify, terminate, or refuse to provide Stitch Services at any time for any reason, without notice
2. Stitch may remove anyone from the Stitch Platform at any time for any reason, solely in Stitch’s discretion. This right is not modified by any other section of this Agreement
3. Stitch may, but has no obligation to, monitor any content that appears on the Stitch Platform or review any conduct occurring through the Platform, including any interactions between Clients and Patrons and Stitch employees
4. Stitch reserves the right to modify, suspend, or alter its refund policy, at its sole discretion
5. If You close Your account or terminate Your account, Stitch may keep a copy of Your content after termination. You grant us a non-exclusive, perpetual, irrevocable license to maintain such archival copy for compliance with any relevant laws and regulations and for our internal business purposes, subject to applicable law
6. Stitch reserves the right to remove You and Your Membership without warning if You violate any of the provisions of this Agreement
7. Stitch has, in its sole discretion, an absolute right to modify, change, alter, suspend, or terminate any provision of this Agreement without warning at any time

VIII. DMCA

A. Stitch takes a firm stance against anyone who is infringing upon anyone else’s intellectual property. We draw a hard line when the Stitch Platform is used to exploit someone else’s intellectual property.

B. Under the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), Stitch has set out the following policy:

1. If Stitch has a good faith belief that any content (including Client Membership) appearing on its Platform violates any copyrights or has been illegally copyrighted, Stitch reserves the right to remove, block, or otherwise ‘take down’ the content. Stitch also reserves the right to remove from the Platform any Clients, Patrons, or other parties, who are repeat offenders of the Stitch DMCA policy
2. Reporting of Copyright Infringement Under DMCA
3. If you believe that content appearing on the Stitch Platform violates your intellectual property, you should send a notice to Stitch via email: dmca@stitch.vip
4. Content of Notice
5. If you send Stitch a notice regarding any claimed infringements, your notice must contain the following information:
6. A physical or electronic signature from the owner or a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed
7. Identification of the copyrighted work claimed to have been infringed
8. Identification of the material/works/content that is claimed to be infringing that you want to see removed. This identification should include a location (URL) and other details sufficient to allow Stitch to find and review this material on the Stitch Platform
9. Your contact information, including your address, telephone number, and email address, so that we may be able to contact you
10. A statement by you that you have a good faith belief that the use of the material/works/content are not authorized by the copyright owner, its agent, or the law
11. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the copyright owner
12. Counter Notification
13. If any content (including Client Membership) is removed due to the receipt of a DMCA notice, you may send Stitch what is known as a Counter Notice if you believe that your content was wrongly removed. Your Counter Notice must contain:
14. A physical or electronic signature
15. Identification of what was removed and the location where the material appeared before it was removed
16. A statement under penalty of perjury that you have a good faith belief that the material was removed as a result of mistake or misidentification
17. Your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district of New York and that you will accept service of process from the person who provided notification
18. Please note that a copy of any notices received will be sent to the party who posted the content you report as infringing
19. Repeat Infringements:
20. As we stated above, Stitch really doesn’t look favorably on anyone who is using someone else’s intellectual property without permission. Should Stitch receive two or more DMCA complaints regarding any Client, Stitch may simply remove that Client from the Stitch Platform without further warning. Note: as we state in our Stitch Rights section, we still reserve the right to remove any account at any time for any reason. This Repeat Infringement section does not change that right in any way

IX. Trademark Violations

A. Trademark Infringement

1. The DMCA (again, the Digital Millennium Copyright Act), only covers copyrights. For claims of trademark infringement, Stitch requests that any notices sent to Stitch’s Designated Agent contain:
2. Information describing your trademark or service mark
3. The registration number, if applicable
4. Basis for your trademark claim
5. Jurisdiction in which you claim trademark rights, and
6. Class of goods or services and accompanying description for which you assert trademark rights

B. Please note that a copy of any notices received will be sent to the party who posted the content you report as infringing.

X. Third Party Communications

A. By using Stitch’s Platform, You may receive communications from third parties (e.g. a Client may communicate with a Patron). Stitch is not responsible for these communications and shall not have any liability in connection with them. You are solely responsible for assessing and verifying the identity and trustworthiness of the source and content of any such third-party communications. Stitch assumes no responsibility for verifying, and makes no representations or warranties regarding the identity or trustworthiness of the source or content of any such third-party communications.

XI. Third Party Offerings

A. Through the Stitch Platform, You will have the ability to access content, links to websites, and services provided by Clients, Patrons, and other third parties (“Third Party Offerings”). Your use of any Third Party Offerings provided on this Platform or a third party website is at your own risk. Stitch does not monitor or have any control over, and makes no claim or representation regarding Third Party Offerings and accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, Third Party Offerings. You should review applicable terms and policies, including privacy and data gathering practices, of any third party, and should make whatever investigation You feel necessary or appropriate before proceeding with any transaction with any third party.

XII. Payments

A. Stitch Payments Via Stripe Connect:

Stitch distributes Client payments via Stripe Connect to the Client’s Stripe account. All transaction and service fees are subtracted from the payment amount before it is transferred to the Client’s Stripe account. Stitch payments are processed and transferred to Client accounts when the transaction is complete.

1. Stitch Payments: The Stitch Payments gateway allows Clients to process credit or debit card transactions and facilitates faster payout processes. Stitch Payments is available to some Clients, based on location. For a list of eligible locations, please see the Stitch website.
2. Clients may set up Stitch Payments from their account’s Admin page. By setting up Stitch Payments, You agree to the terms that appear in this Agreement and/or on the Stitch Platform regarding the Stitch Payments Gateway
3. Third Party Agreement: In setting up Stitch Payments, You may be instructed to agree to terms of service offered by Stripe. Stripe is an independent party from Stitch and Stitch is not responsible for the contents of their terms of service. Should Stripe’s terms of service differ from Stitch’s terms, such differences shall not modify this Agreement in any manner
4. By using Stitch Payments You agree that Stitch may place a portion of Your account sales in reserve for a period of time to cover losses, chargebacks, refunds, etc. The current reserve period and amount is 0%. The amount of reserves and the length of time in which they are held are subject to change at Stitch’s sole discretion. Should the reserve period or the amount withheld change, Stitch will make reasonable efforts to update Clients of these changes

D. Chargebacks

1. Clients may be charged a fee for any chargeback on credit card, debit card, or other transaction that is processed through Stitch Payments. This fee is deducted from Your payment method on file, but is returned to You if You win the dispute. Fees are subject to change

E. Taxes

Unless explicitly mentioned in this Agreement, Clients and Patrons are otherwise responsible for the payment of any and all applicable taxes that become due from their use of the Platform

XIII. Pricing

A. Stitch is not responsible for setting the pricing on a Client’s Membership. Prices for Client Membership are set by the Client.

XIV. Account Ownership Disputes

A. In the unlikely event that there is a dispute over the ownership of an account, Stitch has the right to request additional information from You to determine ownership and settle the dispute. The information that We may request to assist in resolving ownership disputes includes, but is not limited to, the following:

1. a copy of Your photo ID;
2. Your business documents, including a Charter, Certificate of Incorporation, LLC Agreement, business license, or other documentation showing ownership of Your entity;
3. Your billing information and details;
4. Certified copies of your tax forms; and
5. Other documentation as we deem necessary to settle the dispute

B. Should a dispute arise, Stitch reserves the right determine the account ownership in its sole judgment, and the ability to transfer the account to the rightful owner, unless otherwise prohibited by law

XV. Fees

A. Pricing for the Stitch Platform is described on our pricing page (https://stitch.vip/#pricing/)

B. Depending on the processing method, Stitch may charge service or transaction fees. You agree to pay all fees and charges that are made to Your account and that You are solely responsible for payment of these fees and charges

C. Paid plans are automatically charged at the beginning of each billing period. Unless You submit a cancellation request to us in writing via email (support@stitch.vip) or directly through Your account prior to the start of the billing period, Your plan will be charged upon the anniversary of its billing period. You agree that Stitch may charge any recurring service to the credit card or debit card that you provide

D. Should You not authorize payment or are otherwise not current on Your payments for Stitch Services, Stitch may restrict Your Platform access until Your account becomes current and paid in full

E. Stitch reserves the right to pursue fees owed using collection methods which may include charging other payment methods on file with Stitch and/or retaining collection agencies or legal counsel

F. Stitch reserves the right to offer custom plans and pricing in addition to what is offered on the pricing page. Custom plans may also include custom billing and payment terms, including billing periods and renewals, that are different from our standard terms

XVI. Refund Policy

We want You to be happy with Stitch’s Platform. If You’re not feeling excited about joining the Stitch community, we have some options for You regarding Your plan.

A. Clients

1. Monthly Plans
2. a) Clients on monthly paid plans are entitled to a full no-questions-asked refund within thirty (30) days of first signing up for a paid plan, or upgrading to a higher priced plan. Simply let us know in writing that You’re canceling the plan within thirty (30) days of Your sign-up
3. Annual Plans
4. a) Clients on annual plans are entitled to a full no-questions-asked refund within thirty (30) days of first signing up for an annual plan. Simply let us know in writing that You’re canceling the plan within thirty (30) days of Your sign-up
5. Abuse of the Refund Policy
6. a) Stitch reserves the right to refuse refunds to Clients who abuse this Refund Policy. Examples of abuse include, but are not limited to, requesting refunds for multiple accounts or requesting refunds in consecutive months

B. Patrons

1. Memberships
2. In general, refund policies for Memberships are at the sole discretion of the Client who created the Membership
3. Clients will be charged a 3% fee for each refund for processing fees associated with refunds
4. If a Client has been allowed to offer a refund period that differs from Stitch’s general policy, the Client must provide notice to Patrons prior to the purchase of the membership
5. Stitch reserves the right to refuse refunds to Patrons who abuse this Refund Policy. Examples of abuse include, but are not limited to, requesting refunds for multiple accounts or requesting refunds in consecutive months
6. General Provisions
7. It is the Patron's responsibility to understand the refund policy for Membership prior to purchasing such Membership from a Client
8. Stitch reserves the right to provide a refund to any Patron at any time in Stitch's sole discretion

C. Sole Discretion

1. Any requests for a refund, whether by a Client or a Patron, will be ultimately determined in Stitch’s sole discretion

XVII. Cancellation and Deletion

A. Cancellation

1. If You cancel a paid plan, the cancellation will become effective at the end of the then-current billing cycle. When You cancel a paid plan, Your account will revert to a free account and Stitch may disable access to features available only to paid plan users

B. Deletion

1. You may delete Your account at any time
2. Any account on the free plan may be deleted if it remains inactive (e.g., the user fails to log in) for a continuous period of at least six (6) months. Activity will be determined by Stitch in its sole discretion
3. Accounts on paid plans will be considered active accounts unless You explicitly ask us to delete Your account.
4. If Your account is deleted (regardless of the reason), Your Memberships may no longer be available. Stitch is not responsible for the loss of such content upon deletion
5. Upon deletion of Your account (regardless of the reason), all licenses granted by Stitch will terminate

C. Effect of Cancelation/Deletion

1. Should a membership, Client account, or Patron account be canceled or deleted, the Client or Patron may no longer have access to Stitch Membership and Membership may be irrecoverable. Stitch shall not be liable to any party in any way for the inability to access Membership arising from any cancelation or deletion, including any claims of interference with business or contractual relations

XVIII. Errors and Corrections

1. Stitch does not guarantee that the Platform or any services offered through the Platform will be error-free or otherwise reliable, nor does Stitch guarantee that defects will be corrected or that any offerings through the Platform will always be accessible. Stitch may make improvements and/or changes to the Platform and their features and functionality at any time, and will use commercially reasonable efforts to avoid disrupting peak hours, though some downtime may occur. Errors in Membership are the responsibility of the Client who owns the Membership.
2. We reserve the right to amend the Platform, and any service or material we provide on the Platform, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some or all of the Platform to Clients and Patrons.

XIV. Limitations of Liability

In running the Platform, we require that You understand and agree that Stitch is not liable for a number of things, including Your breach of this Agreement and losses that may result from Your use of the Platform. We also require that You understand and agree that the Platform is offered As Is and may not always be 100% perfect or reliable and that Stitch doesn’t warrant or guarantee that it will always be free of errors or defects. Any claims for damages against Stitch will be limited to a portion of the fees You have paid us.

Our limitations of liability are as follows:

1. You agree that Stitch, including its employees, officers, directors, and agents, shall not be liable for any kind of loss, injury, claim, or damages resulting from Your use of the Stitch Platform 
2. You agree that Stitch shall not be liable for any injuries, losses, claims, or damages that result from Your use or engagement with third party content, downloads, or communications
3. Stitch is not liable for any losses or damage caused by any viruses, distributed denial of service attacks, and any and all other malicious computer code. Malicious computer code means computer code or other mechanisms of any kind designed to disrupt, disable or harm in any manner the operation of any software or hardware or other business processes or to misuse, gain unauthorized access to or misappropriate any business or personal information, including worms, bombs, backdoors, clocks, timers, or other disabling device code, or designs or routines that cause software or information to be erased, inoperable, or otherwise incapable of being used, either automatically or with passage of time or upon command
4. Stitch does not guarantee that any files available for downloading from the Platform will be completely free from viruses or other harmful computer code
5. The Stitch Platform is provided to You on an “As Is, As Available” basis. As such, You agree to have an external method of recovering any lost data that may be uploaded to the Stitch Platform
6. Stitch disclaims any warranties to the Platform and the content contained therein, including warranties for merchantability, fitness for a particular purpose, non-infringement, or title
7. Stitch shall not be liable for any special, direct, indirect, incidental, punitive, or consequential damages, resulting from the use of or inability to use the Platform
8. You agree that Stitch shall not be liable for any losses, injuries, claims, or damages from Your violation or breach of this Agreement. You agree to indemnify, defend, and hold harmless Stitch, its present and future officers, directors, employees, agents, licensors, suppliers, and any third party information providers to the Platform from and against all claims, losses, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from any violation of this Agreement by You or arising from or related to Your use or misuse of the Platform (including, without limitation, use in contravention of this Agreement, other Stitch policies, and copyright and other intellectual property law)
9. You are solely responsible for ensuring that Your use of the Platform complies with applicable law and does not violate the rights of any third party, including, without limitation, intellectual property rights. You assume all liability for any claims, suits or grievances filed against You, including, but not limited to, all damages related to Your use of the Platform.
10. You may not assign Your rights under this Agreement without Stitch's prior written consent
11. Should Stitch’s limitation of liability not be applicable, Stitch’s sole obligation to You, or any third party, for damages shall not exceed the amounts paid by You to Stitch over the prior twelve (12) months directly preceding your claim, unless otherwise required by law
12. You agree that Stitch shall not be liable for any content that appears on the Platform
13. Except as set forth herein, nothing express or implied in this Agreement is intended or implied to confer, and nothing herein shall confer, any rights, remedies, liabilities, or obligations whatsoever upon any person or entity
14. You agree that any cause of action or claim that You may have against Stitch must be brought against us within one (1) year after the cause of action or claim arises. Should You not commence such cause of action or claim within this time period, it shall be barred

XX. Remedies for Violations

A. Stitch reserves the right to seek all remedies available at law and in equity for violations of this Agreement, including but not limited to removing Clients and Patrons from the Platform, the right to block access to the Platform from a particular IP address or other user identifier, or to refer the violation to the appropriate law enforcement authorities.

XXI. Communications

A.Stitch may notify You of relevant information regarding the Platform and Stitch Services in any of the following ways: (a) by emailing You at the contact information You provide in Your account registration, (b) by posting a notice in dashboard areas of the Platform, and (c) by posting the notice elsewhere on the Platform in an area suitable to the notice. It is Your responsibility to periodically review the Platform for such notices.

B. Subject to the Privacy Policy, if you send to Stitch or post on the Platform in any public area any testimonials, logos, techniques, suggestions, workflows, or know-how ("User Submissions"), for any purpose, including the developing, manufacturing, and/or marketing or products or services incorporating such information, you acknowledge that Stitch can use such User Submissions without acknowledgement or compensation to you, and you waive any claim of ownership or compensation or other rights you may have in relation to your User Submissions. We actively review User Submissions for new ideas. If you wish to preserve any interest you might have in your User Submissions, you should not post them to the Platform or send them to us.

XXII. Governing Law and Jurisdiction; Disputes and Arbitration

A. This Agreement shall be governed in accordance with the laws of the State of Idaho without regard to its conflicts of laws principles. Any action arising out of or relating to this Agreement shall be filed only in the state or federal courts located in the County of Ada in the State of Idaho. You consent and submit to the exclusive personal jurisdiction of such courts for the purpose of litigating any such action

B. Any dispute, controversy, proceeding, or claim arising out of or in connection with or relating to this Agreement, shall be resolved by binding confidential arbitration by JAMS pursuant to its Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein

C. The arbitration will be conducted in Ada County, Idaho, unless You and Stitch agree otherwise. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this section shall be deemed as preventing Stitch from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, dilution, or violation of our data security, intellectual property rights, or other proprietary rights

D. You and Stitch agree to waive the right to trial by jury. You further agree that any proceedings to resolve any disputes shall be done solely on an individual basis and that You will not seek to have any dispute heard as a class action, a representative action, a collective action, a private attorney-general action, or in any proceeding in which You act or propose to act in a representative capacity

E. You also agree that no proceeding will be joined, consolidated, or combined with another proceeding without the prior written consent of Stitch and all parties to any such proceeding

XXIII. California Civil Code Section 1789.3

A. California websites users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California, 95814, or by telephone at (916) 445-1254 or (800) 952-5210

B. Complaints or requests for further information can be sent to the address listed in the Contact Us section of this Agreement

XXIV. Privacy

A. Your use of the Platform is subject to our Privacy Policy.

XXV. Entire Agreement; Severability of Provisions; No Waiver

A. These Terms of Use incorporate by reference any notices contained on the Platform, including within the Privacy Policy, and constitute the entire agreement with respect to access to and use of anything offered by Stitch, including the Platform, Stitch Services, and any Membership

B. If any provision of this Agreement is deemed unlawful, void, or unenforceable by a court of law exercising proper jurisdiction, that provision shall be deemed severed from the remaining provisions and shall not affect their validity and enforceability

C. No waiver of any provision hereof shall be valid unless in writing signed by the parties. Any failure to enforce any right or remedy hereunder shall not operate as a waiver of the right to enforce such right or remedy in the future or of any other right or remedy

XXVI. OFAC

A. You represent and warrant that You are not, nor are You owned or controlled directly or indirectly by, any person, group, entity or nation named on any list issued by the Department of the Treasury’s Office of Foreign Asset Control (“OFAC”), or any similar list or by any law, order, rule or regulation or any Executive Order of the President of the United States, including Executive Order 13224, as a "Specially Designated National and Blocked Person”, terrorist, or other banned or blocked person (any such person, group, entity or nation being hereinafter referred to as a (“Prohibited Person”); (ii) You are not (nor are You owned or controlled, directly or indirectly, by any person, group, entity or nation which is) acting directly or indirectly for or on behalf of any Prohibited Person; (iii) You (and any person, group, or entity which You control, directly or indirectly) have not conducted nor will conduct business nor have engaged nor will engage in any transaction or dealing with any Prohibited Person in violation of the U.S. Patriot Act or any OFAC rule or regulation, including, without limitation, the making or receiving of any contribution of funds, good or services to or for the benefit of a Prohibited Person in violation of the U.S. Patriot Act or any OFAC rule or regulation; (iv) You are not prohibited by any sanctions program as maintained by OFAC from transacting with Stitch, including those sanctions programs currently in effect with respect to Cuba, Iran, North Korea, Syria, Venezuela, or Crimea. In connection with the foregoing, it is expressly understood and agreed that the representations and warranties contained in this subsection shall be continuing in nature.

XXVII. Changes to the Terms of Use

A. Stitch may review and update this Agreement at any time in our sole discretion and it is Your responsibility to stay informed of those changes. All changes are effective immediately when posted and apply to all uses of the Platform thereafter. Your continued use of the Platform following the posting of revised Terms of Use means that You accept and agree to be bound by the changes. Please check this webpage periodically for updates.

XXVIII. Titles/Headings

A. The headings and titles of sections to this Agreement have been inserted for the convenience of reference for the parties and are for informational purposes only and shall not be deemed to be a part of the language of this Agreement. Neither You nor Stitch shall rely on, or interpret substantively, the headings when construing the meaning of each section or the Agreement as a whole.

XXIV. Gender/Plural

A. Whenever such wording may appear in this Agreement, words in the singular shall mean and include the plural and vice versa and words in the feminine shall mean and include the masculine and vice versa.

XXX. Contact Us

A. If you have questions or concerns regarding these Terms of Use, the Platform, Stitch Services, or Membership, You may contact Us via electronic mail at the address below. Note: the Stitch office is not open to the public:‍

Email: support@stitch.vip