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Welcome to Spring!

Spring’s service (the “Spring Service”) is located at http://spri.ng and is operated by Amaze Holding Company, LLC d/b/a Spring, with our headquarters at 342 Monmouth Street, 2nd Floor, Newport, KY 41071 USA and its subsidiaries (collectively, “Spring,” “we,” “our,” or “us”). The Spring Service provides sellers with the ability to create and sell custom merchandise, apparel, and digital products (collectively “Merchandise” or “products”) and buyers with the ability to find and purchase high-quality, unique Merchandise. All visitors to the Spring Service, Creators, and buyers are referred to herein as “you”.

We offer the Spring Service subject to the following Terms of Service, specifically including Spring’s Privacy Policy (https://www.spri.ng/policies/spring-terms-of-service?section=privacy)  and Acceptable Use Policy (https://www.spri.ng/policies/spring-terms-of-service?section=acceptable-use). If you do not agree to these Terms of Service, you are not authorized to use the Spring Service. To note, these Terms of Service apply to all of our products and services. If we include some additional terms for tools you can download from the Service or other services, those provisions are incorporated into these Terms of Service.

*Please note that if you are located in Europe (including the United Kingdom) then the sections marked with an asterisk do not apply to your use of the Spring Service. Please see Additional Terms for European Users below for additional terms which apply to your use of the Spring Service.

A. Use of the Spring Service

Information You Provide: Certain features of the Spring Service require registration. If you choose to register, you agree to provide and maintain accurate, current and complete information about yourself. Registration data and personal information about you are governed by our Privacy Policy (https://www.spri.ng/policies/spring-terms-of-service?section=privacy).

Member Account, Password and Security: You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. Please immediately notify Spring of any unauthorized use of your password or account or any other breach of security. Spring reserves the right to terminate accounts and/or listings that are inactive for six (6) months or more.

Multiple Member Accounts Prohibited: Operating and maintaining multiple member accounts is prohibited. If you have a legitimate business need for a second account, you can apply for an exception to this policy by following the process outlined in Spring’s Creator Resources.

1. Misuse of Member Account: If you repeatedly upload excessive amounts of data, engage in fraud or other illegal activity, infringe any third party rights, fail to comply with the Terms of Service or any other Spring policies, Spring may, in its sole discretion, cancel your listings, suspend your use of Spring tools and reports, restrict or terminate your account, and/or withhold and disburse any proceeds associated with that account.

1. Social Networking Services: You may enable certain components of the Spring Service or log in to the Spring Service via certain third party social networking services, such as Facebook (“Social Networking Services”). By logging in or directly integrating these Social Networking Services into the Spring Service, we make your online tools and experiences richer and more powerful and personalized. To take advantage of these features and capabilities, we may ask you to authenticate, register for or log into those Social Networking Services. As part of such integration, the Social Networking Services will provide us with access to certain information that you have provided to such Social Networking Services, and we will use, store and disclose such information in accordance with our Privacy Policy. Please remember that Spring has no control over the way Social Networking Services use, store and disclose your information. Please review their policies to understand their privacy-related practices. Spring also has no control over the content made available through any Social Networking Service. Please review their policies to understand their content-related practices. Spring does not have any liability or responsibility for the acts or omissions of any of the Social Networking Services accessed through the Spring Service. Spring enables these features merely as a convenience and the integration or inclusion of such features does not imply an endorsement or recommendation.

1. Promotions: Any contests, sweepstakes, surveys, games or similar promotions (collectively, “Promotions”) made available through the Spring Service may be governed by specific rules that are in addition to these Terms of Service. By participating in any Promotion, you will become subject to those rules. To the extent that the terms and conditions of the Promotion rules conflict with these Terms of Service, the terms and conditions of the Promotion will control.

1. Age Requirement: If you are under 13 years of age, you are not authorized to use the Service. If you are under 18 years old, you may use the Spring Service only with the approval of your parent or guardian.

1. Applicable Laws: In connection with your use of the Spring Service, you will comply with all applicable laws, regulations and industry standards.

1. Communications: You agree that we may communicate with you electronically regarding security, privacy, and administrative issues relating to your use of the Spring Service. If we learn of a security system breach, we may attempt to notify you electronically by posting a notice on the Spring Service or by sending an email to you. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (i.e., to withdraw your consent from receiving electronic notice), please notify us at privacy@spri.ng.

1. General Practices and Instructions Regarding Use: You will comply with any instructions provided to you by Spring in connection with your use of the Spring Service. Spring may establish general practices and limits concerning use of the Spring Service. Spring reserves the right to change its instructions, general practices and limits at any time, in its sole discretion, with or without notice.
2. Use of Data:
   1. You agree to assist Spring in testing, evaluating, refining, and improving the Spring Service, including but not limited to providing Spring with comments, suggesting improvements, and by allowing Spring to observe and record your usage activity with respect to the Spring Service (collectively, “User Feedback”). You, on behalf of yourself and your successors in interest, grant Spring a world-wide, non-exclusive, irrevocable, perpetual, royalty-free and fully paid-up right and license to use, profit from, disclose, publish, or otherwise exploit any User Feedback. Without limiting the generality of the foregoing, you agree that your provision of Feedback does not give it any intellectual property or any other right, title, or interest in or to any aspects of the Spring Service, even if such Feedback leads Spring to improve the Spring Service or create additional services.
   2. Spring may periodically collect and use technical and related data concerning your use of the Spring Service, including about the version number(s) of the software you have used, the system you have used the Spring Service on, and your usage data. Spring will use such data to facilitate maintenance and support with respect to the Spring Service, to improve its products and to provide further services or technologies to you.
   3. Spring may process personal data with respect to you to provide maintenance and support to you with respect to the Spring Service and to comply with its obligations under these Terms of Service. To the extent Spring will process personal data, it will comply with its obligations under applicable data protection law. Please see our Privacy Policy (https://www.spri.ng/policies/spring-terms-of-service?section=privacy) for more details on the processing of your personal data that Spring has collected and received through the Spring Service.

B. Sellers: Creation and Implementation of Product Listings

The Spring Service allows sellers to create product listings and sell custom physical and digital Merchandise through those listings. Following are specific obligations concerning the initiation of any listing. To the extent any listing violates these Terms of Service, we may choose to terminate, delay or modify the listing at our discretion. For additional information about the Spring Service, please refer to Spring’s Frequently Asked Questions portal.

1. Your Right to Implement a Listing: By creating a listing through the Spring Service, you represent and warrant that you own or are the licensee of all trademark rights, copyrights, rights of publicity and other intellectual property or other proprietary rights necessary to create and implement the listing (“Listing Rights”), including any rights relating to the name, description, images, text or URL used for the listing. You will provide Spring with evidence of your Listing Rights upon request.

1. Spring does not claim any ownership rights in the content you upload to the Spring Service. Please be sure you maintain copies of all of your work. Spring has no responsibility or liability for the deletion or failure to store any content or information uploaded to the Spring Service.

1. For online events promoted by you through the Spring Service, Spring operates an online marketplace where Spring customers can purchase event tickets. Spring helps manage ticketing and registration on your behalf, however Spring is not the host, creator, or organizer of such online events. You agree that you are the organizer of your online events, and you are solely responsible for providing the event (including the third-party platform for hosting or streaming the event) and ensuring that the online event is delivered as described. You are also responsible for all activities related to your online events that take place off the Spring Service, such as on any third-party streaming platform. Spring retains all ownership rights in any designs created by Spring designers which may not be used by you, other than in connection with your listings on the Spring Service, without Spring’s express written consent.

1. For the purpose of implementing and fulfilling your listing and for the purpose of advertising the Spring Service in any medium Spring chooses, you hereby grant Spring a nonexclusive, worldwide, fully paid up, transferable, sublicensable license under your Listing Rights to copy, display, distribute, modify the content you upload to the Spring Service (including all related images, text, content and information).

1. Spring, in its sole discretion, may make promotional offers with different features and different pricing to any of Spring’s sellers. These promotional offers, unless made to you, will not apply to you or these Terms. For example, Spring may make different digital product file types available to sellers who achieve a certain level of sales.

1. Acceptable Use: Your use of the Spring Service, including the creation and implementation of product listings, is subject to these Terms of Service (including our Acceptable Use Policy).

1. National College Athletic Association (“NCAA”) and Other Amateur Organizations: If you are or may become subject to NCAA rules and regulations or those of any other association, group, authority or organization, you represent and warrant that you have checked the rules and regulations to verify and confirm that your participation on our Site does not or will not affect your current or future eligibility with respect to any such association, group, authority or organization.

1. Indemnity: To the extent any listing launched by you or launched via your Spring account violates or is alleged to violate our Acceptable Use Policy or any other part of these Terms of Service, in addition to any other remedies, you agree that Spring has the right to withhold and redirect any funds collected relating to the listing, which funds will be disbursed based on Spring’s internal policies (for example, Spring may give the funds to a charity where a listing falsely states it is raising funds for that charity, or Spring may apply such funds to any judgment or settlement, and/or the reimbursement of Spring’s expenses, resulting from a third party’s claim of infringement) and to control the defense or settlement of any claim or suit resulting from any such violation or alleged violation; and you agree to fully cooperate with Spring in such activities. Without limiting the foregoing, you also agree to indemnify and hold Spring harmless from any and all liabilities, losses, damages and expenses arising out of your violation or any alleged violation of our Acceptable Use Policy or any other part of these Terms of Service.

1. Quality of Artwork and Promotions: Each listing must meet reasonable production standards (e.g. a listing may not include a low-quality image that will not print well). All of your advertisements or promotional descriptions, including content that is uploaded to the Spring Service, must be accurate and correct and must not include any content concerning non-Spring activities, events, products, services or promotions.

1. Proceeds from Listing: If you create a listing for products through the Spring Service, Spring will charge you a “base price” for each product that it makes available to you for your listing. You will be responsible for setting the price you charge consumers for each product. Once your listing is launched and products are sold, you will earn the difference between the base price and your sale price, less returns; provided, however, any given request by you for a payout of your earnings must request a payout of at least twenty-five U.S. dollars (USD$25). Further, a product order is only eligible for payout if it has been fulfilled (shipped) at the time of any given payout request. You may request a payout of at least twenty-five U.S. dollars (USD$25) through your dashboard at any time. Payouts will be processed weekly and will occur on the next Friday after you request a payout. If a payout is requested on a Friday, it may be processed and occur on the following Friday. You are solely and fully responsible for payment of any income taxes applicable to the amounts you earn through the Spring Service. Prior to receiving your payout, you may be required to provide additional information to Spring as needed by Spring to comply with its reporting obligations. Spring may adjust balances for returns, cancelled orders and chargebacks. If a refund happens after a payout, that refund amount may be offset from your next eligible earnings.

1. Partnership Disputes: If you work with other people on your listing, and there is a dispute between you and your partners, even though Spring receives notice of the dispute, Spring is entitled to make payouts and otherwise correspond with the original registrant. Alternatively, Spring may withhold payouts until the dispute is resolved, in Spring’s sole discretion.

1. Charities/Fundraising: You represent and warrant that any listing you create that implicitly or explicitly relates to a charity or fundraising effort is authorized by such charity or fundraising effort, and you will ensure that your listing description clearly and accurately states the percentage of proceeds that will be donated and to whom those proceeds will be donated.

1. Spring Right to Lower Sales Goal: You will be able to set the “sales goal” for each listing. You agree that Spring may, in its sole discretion, begin to fulfill orders before your sales goal is met.

C. Intellectual Property Complaints

1. Infringement Claims Between Spring Users, Waiver of Claims: As a condition of using the Spring Service, you agree to submit any and all infringement claims against Spring users (so called “Copycat Claims”) pursuant to Spring’s existing policies and procedures governing such claims. You further agree, as a condition of using the Spring Service, to waive any and all claims against Spring arising from alleged infringement by you or another Spring user. In addition, you understand that Spring may release your contact information to any Spring User that satisfactorily alleges a violation of its rights under this section.
2. Infringement Claims by Third Parties: Spring takes any allegations of infringement seriously. If Spring receives any complaint or allegation that your listing or any resulting Merchandise constitutes an unauthorized use of a third party’s rights, you understand that Spring may terminate or delay your listing, in its sole discretion. In addition, you understand that Spring may release your contact information to any third party that satisfactorily alleges a violation of its rights.
3. Spring will consider complaints of possible infringement only from parties that own, or have the exclusive right to exploit, the applicable intellectual property. If you believe that a Spring user has infringed upon your rights, please notify Spring through our Intellectual Property Claim page. You may also contact us by mail at the address provided at the end of these Terms of Service, attention Legal Department.

You must include with your notification the following information.

• A physical or electronic signature of a person authorized to act on behalf of the owner of the intellectual property that you allege is being infringed;
• The URL to the Spring listing(s) used in connection with the sale of the allegedly infringing Merchandise;
• Identification of the copyright, trademark or other rights that allegedly have been infringed, including proof of ownership (such as copies of subsisting trademark or copyright registrations);
• Your full name, address, telephone number(s) and email address(es);
• A statement that you have a good-faith belief that use of the material in the URL submitted is unauthorized by the rights owner, or its licensee, and such use amounts to infringement under federal or state law; and
• A statement, under penalty of perjury, that the information in the notification is complete and accurate and that you are authorized to act on behalf of the owner of the copyright or other right that is allegedly infringed.

1. Repeat Infringer Policy: Spring has adopted a policy of terminating, in appropriate circumstances and at Spring’s sole discretion, users who are deemed to be repeat infringers. Spring may also at its sole discretion limit access to the Spring Service or terminate the memberships of any users who infringe or violate any intellectual property or other rights of others, whether or not there is any repeat infringement or violation.

D. Purchasing of Merchandise or Creator Tools

1. Ordering and Availability: Merchandise may be ordered by clicking on the items you wish to purchase and then following the prompts that will appear on-screen. You may check and correct any input errors in your order up until the point at which you submit your order to us. Your order constitutes an offer to us to buy the Merchandise ordered. All orders are subject to acceptance by us. We are not obliged to accept your order and may, at our discretion, decline to accept any order. In the event we do not accept an order we will inform in writing of our decision. You do, however, acknowledge that by placing the order, you enter into an obligation to pay for the Merchandise.

1. Order Confirmation: Where we accept your order, we will confirm such acceptance by sending you a dispatch confirmation email or email on which the digital product is available for download (Order Confirmation). The contract in relation to the Merchandise ordered (Contract) will only be formed when the Order Confirmation is sent. After entering into the Contract, we will be under a legal duty to supply you with goods and/or digital products that are in conformity with the Contract.

1. Creator Tools: Spring offers certain Spring Services for Creators (each a “Creator Tool”). The Creator Tools are optional services designed to help Creators maximize their sales performance. Each Creator Tool is offered on either a purchase or a subscription basis and subject to service-specific term and conditions. Creator Tools that are offered on a subscription basis shall be referred to herein as “Subscription Services”. Creator Tool purchases and subscriptions can be purchased and managed within and through the Creator’s dashboard by navigating to the individual Creator Tool pages.

1. Non-fungible Tokens: A non-fungible token or “NFT” is a license right to a type of digital product that is unique and unchangeable. NFTs sold on the Spring Service offered by third party sellers are minted and stored by “Bondly,” a third-party blockchain provider (https://bondly.finance/). If you choose to purchase an NFT on the Spring Service, you understand and agree that: (1) any personal information collected, used, or shared in connection with your purchase is governed by Spring’s Privacy Policy; (2) you are directing Spring to share your personal information with Bondly to facilitate the purchase; and (3) you are subject to the Bondly Terms of Use available at: https://www.bondly.finance/termsandconditions, and the Bondly Privacy Policy available at: https://www.bondly.finance/privacypolicy (collectively the “Bondly Terms”). If you do not agree to the Bondly Terms, then you should not purchase NFTs through the Spring Service. The Bondly Terms may be modified by Bondly from time to time as permitted by the Bondly Terms of Service. Once purchased, your NFTs are available to you through Bondly’s platform for viewing and secondary market re-sale, buying and trading. Notwithstanding any other return or refund policy set forth in these Terms of Service, NFTs are operated by Bondly and therefore subject to Bondly’s return and refund policies. Spring is not a participant in secondary market re-sale or trading of NFTs; all secondary market buying, selling, and trading is operated by Bondly and subject to the Bondly Terms. You should exercise due care and diligence when purchasing NFTs. Spring disclaims all liability and makes no representations or warranties with regard to any third party seller’s NFT. Spring is not liable for, nor a party to, your interactions with or on Bondly’s platform.

1. Purchases of Digital Products: After you purchase a digital product, Spring will email a download link for the digital product to the email address associated with your account as soon as Spring accepts your order. The download link will be available for as long as the digital product is made available for purchase. If your download link has expired, you may contact Spring customer support for assistance, but Spring makes no guarantee that the digital product you purchased will still be available. If you purchase a digital product through the Spring Service, you are granted a perpetual, worldwide license to use that digital product for personal purposes, except that you may not display that digital product for download or export, re-sell, license, or otherwise distribute such digital product for profit, including through other print-on-demand services. You hereby agree not to use any digital product purchased through Spring in any manner that competes with Spring’s business. Spring may require you to update digital products, provided that the digital products shall always match the description provided to you before you bought it.

1. Online Events: Spring operates a service enabling you to purchase tickets for online events organized by event sellers. Spring helps manage ticketing and registration for online events promoted through the Spring Service on behalf of event sellers, however Spring is not the host, creator, or organizer of any online event posted by a seller. The seller is the organizer of the online event and is responsible for providing the event (including the third-party platform for hosting or streaming the event) and ensuring that the online event is delivered as described. You acknowledge that Spring is not responsible for online events that take place off the Spring Service. You are responsible for providing a valid email address for delivery of tickets and ensuring you are able to receive delivery of the tickets. Spring shall not be liable for, and you will not be entitled to any refund where delivery is failed as a result of your failure to provide correct and complete information. Tickets may be sold subject to certain restrictions. Any such restrictions will be displayed or otherwise notified to you before or at the time of booking. It is your responsibility to ensure that you read all notifications and other information displayed or notified to you as part of the purchase process. You may not resell or transfer your tickets. If an event is cancelled, rescheduled or materially altered, we will use reasonable endeavors to notify you once we have received the relevant information and authorization from the relevant event seller. Nothing in this section affects your legal rights.

1. *Loss and Cancellation: Title and risk of loss for all Merchandise ordered by you will pass to you on our delivery to the shipping carrier. We reserve the right to cancel any order for any Merchandise for any reason.*

1. Returns: You acknowledge and agree that goods produced by us for you are bespoke, custom-made goods, they are produced specifically for you once you place an order. We do not hold stock and would not, but for your order, have produced the goods. You further agree that you do not have a right to change your mind with respect to digital products purchased by you. Other than where goods, including digital products except for NFTs, are faulty, you have no right to cancel any order or return any goods and all orders are final. Nothing in this section affects your legal rights.

1. *Waiver: Your purchase of an item using the Spring Service constitutes a waiver of any and all intellectual property, proprietary, personal, and privacy claims relating to that purchase.*

E. Price and Payment Processing

1. Price: The price of Merchandise is as quoted on the Spring Service from time to time. Spring reserves the right to determine pricing for the Creator Tools (the “CT Fee”). Spring will make reasonable efforts to keep CT Fee information published in the Creator dashboard, please see the Creator Tools page in your dashboard for more details. Spring may change the CT Fees for Creator Tools by providing advance notice of change before such charges apply. All CT Fees are in U.S. Dollars and are non-refundable unless otherwise specified herein.

1. Auto-renew Subscription: The “Subscription Billing Date” is the date when you purchase your first subscription to a Subscription Services. The Subscription Services Services begin on the Subscription Billing Date and continue for the applicable subscription period (such period, the “Initial Subscription Period”), and will automatically renew for successive periods of the same duration as the Initial Subscription Period (the Initial Subscription Period and each such renewal period, each a “Subscription Period”) unless you cancel, or we terminate your access to the Subscription Services. By subscribing to a Subscription Services, you authorize Spring or its Payment Processor (defined below) to periodically charge the Subscription Fee on a going-forward basis for each Subscription Period before the payment due date– until cancellation or termination of your access to the Subscription Services. Your account will be charged automatically on the Subscription Billing Date and thereafter on the renewal date of the Subscription Services for all applicable fees and taxes for the next Subscription Period.

1. Auto-renew Authorization: You authorize Spring to charge all Subscription Fees for the Subscription Services to which you subscribe, including all applicable taxes, to the payment method you specify. Spring or Payment Processor will bill the periodic Subscription Fee to the payment method associated with your account or that you otherwise provide. All Subscription Fees for Subscription Services will be processed as set forth below.

1. Payment Processing: We may use a third-party payment processor (“Payment Processor”) to process your payments for Merchandise or Creator Tools. The processing of payments will be subject to the terms, conditions, and privacy policies of the Payment Processor in addition to these Terms of Service. We are not responsible for error by the Payment Processor. By clicking the “Buy now” or “Subscribe” button on the checkout page, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any Merchandise or Creator Tools ordered in accordance with the applicable payment terms and you authorize us, through the Payment Processor, to charge your chosen payment provider (“Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment.

1. Payment Method: The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor or otherwise, do not receive payment from you, you agree to pay all amounts due upon demand. Fees will be charged in the local currency of your shipping address. You are responsible for paying all fees and applicable taxes associated with the Merchandise or Creator Tools ordered in a timely manner with a valid payment method. If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. If your Payment Method is not authorized or accepted, Spring reserves the right to cancel your order with no further liability or obligation to you. Spring reserves the right to stop accepting credit cards from one or more issuers at any time.

1. Cancelation of Subscription Services: You may cancel the Subscription Services at any time by navigating to the “My Purchases” section of your user dashboard, clicking the “Manage” button associated with the Creator Tool, and selecting “Cancel” or by contacting us at support@spri.ng. You must cancel your Subscription Services before it renews in order to avoid billing of the next periodic Subscription Fee to your account. YOUR CANCELLATION MUST BE RECEIVED BEFORE THE RENEWAL DATE IN ORDER TO AVOID CHARGES FOR THE NEXT SUBSCRIPTION PERIOD.

1. Delinquent Accounts: Spring may suspend or terminate access to the Spring Services, for any account for which any amount is due but unpaid. In addition to the amount due for the Spring Services, a delinquent account may be charged fees or charges that are incidental to any chargeback or collection of any the unpaid amounts, including collection fees. If your payment method is no longer valid at the time a renewal Subscription Fee is due, then Spring reserves the right to immediately terminate your access to the Subscription Services.

F. Spring’s Proprietary Rights

1. Service Content, Software and Trademarks: You are only authorized to use the Spring Service for the purpose of engaging in business transactions with Spring. You may not use any automated technology to scrape, mine or gather any information from the Spring Service or otherwise access the pages of the Spring Service for any unauthorized purpose. If you are blocked by Spring from accessing the Spring Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). The technology and software underlying the Spring Service or distributed in connection therewith are the property of Spring, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software.The Spring Service may contain images, artwork, fonts and other content or features (“Service Content”) that are protected by intellectual property rights and laws. Except as expressly authorized by Spring, you agree not to modify, copy, frame, rent, lease, loan, sell, distribute or create derivative works based on the Spring Service or the Service Content, in whole or in part. Any use of the Spring Service or the Service Content other than as specifically authorized herein is strictly prohibited. Any rights not expressly granted herein are reserved by Spring.The Spring name and logos are trademarks and service marks of Spring (collectively the “Spring Trademarks”). Other company, product and service names and logos used and displayed via the Spring Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Spring. Nothing in these Terms of Service or the Spring Service should be construed as granting any license or right to use any of Spring Trademarks displayed on the Spring Service, without our prior written permission in each instance. All goodwill generated from the use of Spring Trademarks will inure to Spring’s exclusive benefit.
2. Third Party Material: Under no circumstances will Spring be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content or materials. To the maximum extent permitted under applicable law, the third party providers of such content and materials are express and intended third party beneficiaries of these Terms of Services with respect to their content and materials.

1. Spring may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Spring, its users or the public.

G. YouTube Terms of Service

When you authorize Spring by connecting your YouTube account, you acknowledge and agree to be bound by YouTube’s Terms of Service, which can be found at https://www.youtube.com/t/terms.

By linking your Spring and Youtube accounts, you also agree to comply with all YouTube policies and guidelines as part of your use of the Spring platform in connection with YouTube services.

You can view, manage, and revoke the permissions you have granted to Spring by accessing the security settings in your Google account. Visit Google Account Connections to manage your authorizations https://myaccount.google.com/connections

Key Points of Agreement:

1. Acceptance of YouTube Terms: By connecting your Spring account with your YouTube account, you explicitly agree to be bound by YouTube’s Terms of Service.
2. Compliance with Policies: You agree to adhere to all applicable YouTube policies, guidelines, and community standards.
3. Data Handling: You understand that any data accessed through the YouTube API Services is subject to YouTube’s data handling policies and must be managed in compliance with YouTube’s Terms of Service.
4. Content and Conduct: Any content you create, upload, or interact with via the Spring platform in connection with YouTube must comply with YouTube’s content policies and community guidelines.

H. Third Party Websites

The Spring Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. Spring has no control over such sites and resources and Spring is not responsible for and does not endorse such sites and resources. Spring will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Spring Service are between you and the third party, and you agree that Spring is not liable for any loss or claim that you may have against any such third party.

I. *Disclaimer of Warranties

YOUR USE OF THE SPRING SERVICE IS AT YOUR SOLE RISK. THE SPRING SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WITHOUT LIMITING A BUYER’S RIGHT TO RETURN MERCHANDISE AND OBTAIN A REFUND TO THE EXTENT DESCRIBED IN OUR RETURN POLICY, SPRING EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND WITH RESPECT TO ANY LISTING, MERCHANDISE OR SERVICE, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.*

J. *Limitation of Liability

SPRING WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SPRING HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY MERCHANDISE, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (IV) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL SPRING’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID SPRING OR SPRING HAS PAID YOU IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100). THE FOREGOING LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.*

K. Termination

Spring, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Spring Service and remove and discard any content within the Spring Service, for any reason. Further, you agree that Spring will not be liable to you or any third party for any termination of your access to the Spring Service. If you decide to close your account and your balance is greater than Spring’s $10 cancelation threshold, you’ll get a final payment. When you close your account, you’ll get paid within approximately 90 days after the end of the month as long as you do not have any holds and have completed all steps to get paid before closing your account.

L. Relationship

Each party is an independent contractor in the performance of each and every part of these Terms of Service. Each party will be solely responsible for all of its employees and agents and its labor costs and expenses and for any and all claims, liabilities or damages or debts of any type whatsoever that may arise on account of its activities, or those of its employees or agents, in the performance of its activities under these Terms of Service. You do not have the authority to commit Spring in any way and will not attempt to do so or imply that you have the right to do so.

M. Governing Law

1. For users located in the United Kingdom or European Union: These Terms of Service will be governed by the laws of England, without regard to its conflict of law provisions except that (if you are a consumer and not a business user) and if you live in a country of the European Union other than England, there may be certain mandatory applicable laws of your country which apply for your benefit and protection in addition to or instead of certain provisions of English law.Subject to the next paragraph you agree that any disputes between you and Spring regarding these terms will only be dealt with by the English courts except that (if you are a consumer and not a business user) and if you live in a country of the European Union other than England, you can choose to bring legal proceedings either in your country or in England, but if we bring legal proceedings, we may only do so in your country. The parties expressly exclude the application of the UN Convention on Contracts for the International Sale of Goods.The European Online Dispute Resolution platform http://ec.europa.eu/consumers/odr/ provides information about alternative dispute resolution. We are not required to comply with any alternative dispute resolution under this platform.

1. For all other users: These Terms of Service will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes, you and Spring agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within San Francisco County, California. The parties expressly exclude the application of the UN Convention on Contracts for the International Sale of Goods.

N. General

These Terms of Service constitute the entire agreement between you and Spring and govern your use of the Spring Service, superseding any prior agreements between you and Spring with respect to the Spring Service. The failure of Spring to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign these Terms of Service without the prior written consent of Spring, but Spring may assign or transfer these Terms of Service, in whole or in part, without restriction. Notices to you may be made via either email or regular mail. Spring may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Spring Service.

O. Notice for Users in California

Under California Civil Code Section 1789.3, users of the Service from California 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 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact us at Amaze Holding Company LLC d/b/a Spring, 342 Monmouth Street, 2nd Floor, Newport, KY 41071

P. Additional Terms for European Users

Our liability: Nothing in these Terms of Service shall limit or exclude our liability to you:

• for death or personal injury caused by our negligence;
• for fraudulent misrepresentation; or
• for any other liability that, under consumer protection or other law, may not be limited or excluded.

Subject to this, if you are a consumer and not a business customer, in no event shall we be liable to you for any business losses, and if you are a business customer, in no event shall we be liable to you for any indirect or consequential losses, or for any loss of profit, revenue, contracts, data, goodwill or other similar losses, and any liability we do have for losses you suffer arising out of or in relation these Terms of Service or the Spring Service shall not, exceed the amount you have paid Spring or Spring has paid you in the last six (6) months, or, if greater, one hundred Euros (€100) and is strictly limited to losses that were reasonably foreseeable.

We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms of Service that is caused by events outside our reasonable control.

Buyers: Purchasing of Merchandise: Prices include VAT but exclude delivery costs, which will be automatically added (at the cost shown) to the total amount due as set out when you view the items in your shopping basket, once you have selected your chosen different delivery method. Our VAT registration number is GB186156289.

Faulty Merchandise: If you are a consumer, once we accept your order for Merchandise we are under a legal duty to supply products (including digital products) that are in conformity with these Terms of Service.

If any Merchandize you order is damaged or faulty when delivered to you or has developed a fault, you may have one or more legal remedies available to you, depending on when you make us aware of the problem, in accordance with your legal rights. If you believe any Merchandize was delivered damaged or faulty or has developed a fault, you should inform us as soon as possible, preferably in writing, giving your name, address and order reference.

Nothing in this section affects your legal rights.

Merchandise information: While we have taken reasonable steps to depict Merchandise as accurately as possible on the Site, the photographs and other images of Merchandise featured on the Site are created and designed by the relevant sellers of such Products and the detailing (such as color, pattern and texture, etc.) you see on-screen will depend on your monitor and, as such, may not exactly reflect the actual detailing of a Merchandise when you receive it.

Questions? Concerns? Suggestions?

Please contact us with any questions regarding these Terms of Service or the Spring Service.

Last Revised: [DATE], 2025

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Spring Privacy Shield Policy

Amaze Holding Company (“Spring”, “we”, “our” or “us”) has subscribed to the EU-U.S. Privacy Shield Framework and the Swiss-U.S. Privacy Shield Framework (collectively, “Privacy Shield”). Spring adheres to the Privacy Shield Principles including the Supplemental Principles, (collectively, the “Privacy Shield Principles”) for Personal Data received from entities in the European Economic Area (the “EEA”) and Switzerland.

This Spring Privacy Shield Policy (“Privacy Shield Policy”) and the Spring Privacy Policy (“Privacy Policy”) describe the privacy practices that we implement for Personal Data received from the EEA or Switzerland in reliance on the Privacy Shield. This Privacy Shield Policy uses terms which are defined in the Privacy Policy.

If there is any conflict between the terms in this Privacy Shield Policy and the Privacy Shield Principles as concerns the Personal Data received under the Privacy Shield, the Privacy Shield Principles shall govern to the extent of the conflict. To learn more about the Privacy Shield program visit www.privacyshield.gov, and to view our certification, please visit https://www.privacyshield.gov/list.

Privacy Shield Principles

1. and 2. Notice and Choice

Our Privacy Policy describes how we use Personal Data we receive from different sources. This Privacy Shield Policy describes how we process Personal Data covered by the Privacy Shield.

In its role as a controller and as required by applicable law, Spring generally offers individuals in the EU and Switzerland (together: “EEA/CH Consumers”) the opportunity to choose whether their Personal Data may be (i) disclosed to third-party controllers or (ii) used for a purpose that is materially different from the purposes for which the information was originally collected or subsequently authorized by the relevant EEA/CH Consumer. To the extent required by the Privacy Shield Principles, Spring obtains opt-in consent for certain uses and disclosures of sensitive data. EEA/CH Consumers may contact Spring as indicated below regarding the use or disclosure of their Personal Data. Unless Spring offers EEA/CH Consumers an appropriate choice, Spring uses Personal Data only for purposes that are materially the same as those indicated in this Policy.

1. Data Integrity and Purpose Limitation

We only collect Personal Data that is relevant to providing our Services. We process Personal Data compatible with us providing the Services or as otherwise notified to you. We take reasonable steps to ensure that the Personal Data received under the Privacy Shield is needed for Spring’s Services, accurate, complete, and current.

1. Accountability for Onward Transfers

This Policy and the Privacy Policy describe how Spring shares Personal Data. Except as permitted or required by applicable law and in accordance with Spring’s role as a controller or processor, Spring provides EEA/CH Consumers with an opportunity to opt out of sharing their Personal Data with third-party controllers. Spring requires third-party controllers to whom it discloses the Personal Data of EEA/CH Consumers to contractually agree to (a) only process the Personal Data for limited and specified purposes consistent with the consent provided by the relevant EEA/CH Consumer, (b) provide the same level of protection for Personal Data as is required by the Privacy Shield Principles, and (c) notify Spring and cease processing Personal Data (or take other reasonable and appropriate remedial steps) if the third-party controller determines that it cannot meet its obligation to provide the same level of protection for Personal Data as is required by the Privacy Shield Principles.

Spring may disclose Personal Data to trusted third parties as indicated in the Privacy Policy without offering an opportunity to opt out. Spring requires that its agents and service providers that have access to Personal Data within the scope of this Privacy Shield Policy provide the same level of protection as required by the Privacy Shield Principles. Spring shall remain liable under the Principles if its agent processes such personal information in a manner inconsistent with the Principles, unless the organization proves that it is not responsible for the event giving rise to the damage.

We may also need to disclose Personal Data in response to lawful requests by public authorities, for law enforcement or national security reasons, to protect Spring legal rights, or when such action is necessary to comply with a judicial proceeding or court order, or when otherwise required by law. We do not offer an opportunity to opt out from this category of disclosure.

1. Data Security

We use reasonable and appropriate physical, electronic, and administrative safeguards to protect Personal Data from loss, misuse and unauthorized access, disclosure, alteration and destruction, taking into account the nature of the Personal Data and the risks involved in processing that information.

1. Access to Personal Data

Our Privacy Policy explains how you may access and/or submit requests to review, correct, update, suppress, or delete Personal Data. You can ask to review and correct Personal Data that we maintain about you by sending a written request to privacy@spri.ng. We may limit or deny access to Personal Data where providing such access is unreasonably burdensome, expensive under the circumstances, or as otherwise permitted by the Privacy Shield Principles. When Spring acts on behalf of its Users, Spring will assist Users in responding to individuals exercising their rights under the Privacy Shield Principles.

If you are a Customer of a User, please contact the User directly with your request to access or limit the use or disclosure of your Personal Data. If you do not know the name or contact information of the User to which you provided your Personal Data you may contact us and we will refer your request to that User and support them in responding to your access request.

1. Recourse, Enforcement and Dispute Resolution

If you have any questions or concerns, please write to us at the address listed below. We will investigate and attempt to resolve complaints and disputes regarding use and disclosure of Personal Data in accordance with the Privacy Shield Principles.

In the event we are unable to resolve your concern, you may contact JAMS, which provides an independent third-party dispute resolution body based in the United States, and they will investigate and assist you free of charge. A binding arbitration option may also be available to you in order to address residual complaints not resolved by any other means. Spring is subject to the investigatory and enforcement powers of the U.S. Federal Trade Commission (“FTC”).

Contact Information

If you have any questions regarding this Privacy Shield Policy, please contact us by email at privacy@spri.ng, or please write to the following address:

Amaze Holding Company (“Spring”)

342 Monmouth Street, 2nd Floor

Newport, KY 41071, USA

Attention: Spring Legal

Changes to this Privacy Shield Policy

This Privacy Shield Policy may be changed from time to time, consistent with the requirements of the Privacy Shield and in accordance with the process described in the Privacy Policy. You can determine when this Privacy Shield Policy was last revised by referring to the “LAST UPDATED” date at the bottom of this page.

Updated on Oct. 6, 2023

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Acceptable Use Policies

Spring is a service that enables anyone, anywhere, to bring their ideas to life. By removing every pain point and every risk we believe we can empower millions of people to launch their own products with the same quality and economies of scale as a major retail brand.

As a member of the Spring community, it’s likely that you and your designs will engage with people all around the world who come from many different backgrounds and walks of life. While we strive to maintain a platform for freedom of expression and allow members to demonstrate their views, we also work hard to create a safe and respectful platform. Therefore, we have some limitations as to what we’ll allow to be expressed and sold on Spring.

Generally speaking, Spring reserves the right to delay, shorten or terminate any campaign based on content concerns. We have provided the guidelines below to give you examples of the types of content that are likely to raise concerns and that may result in the termination of a campaign. If you have questions about this Acceptable Use Policy, we encourage you to find more resources in our Creator Resources. You can also reach out to us at policy@spri.ng. To note, this Acceptable Use Policy is part of the Spring Terms of Service, which provides the terms of your use of the Spring Service.

Hate Speech and Harassment

We do not allow campaigns that promote or glorify hatred toward people based on their age, race, ethnicity, national origin, gender, gender identity, sexual orientation, disability and religion, including people, organizations or symbols dedicated to hatred against these groups. Additionally, we will not allow campaigns including content that bullies, attacks or threatens specific individuals.

Nudity

We do not allow pornographic content in any campaign, visual depictions of human genitalia, sex acts, sex organs, masturbation, or other sexual activity intended for the primary purpose of sexual arousal or stimulation. Any exploitation or presentation of minors is strictly prohibited. Tasteful photographs, including non-pornographic depictions of breasts or buttocks, nude cartoons or fictional works of art are ok.

Violence or Harm

We do not allow content that promotes or glorifies harm or violence to individuals or others, including campaigns in support of self-harm, incitement to violent acts or harassment, or praise or reverence of terrorist groups or figures.

We do not allow content that promotes harmful misinformation or groups known to spread misinformation, including content known to lead to harassment or violence, impediment of civic engagement, or threats to the health and safety of the public.

Raising awareness or showing support for victims of violence or human tragedy is allowed, provided you don’t violate any intellectual property rights.

Medical Claims

We do not allow medical or medicinal products, devices, or services on Spring. Listings that claim to prevent, heal, cure, diagnose, reduce, or treat any illness, disease, symptom, dysfunction, malformation, or condition are prohibited.

Misleading Claims

We do not allow content in any campaign (image, title, description or url) that is false or misleading. This includes misrepresenting your affiliation with any person or entity, presenting untrue information about the origin of production of a product, or falsely identifying an intended recipient of your campaign profits. You may not run campaigns for charities without proper authorization, and understand that you are required to accurately represent the percentage of proceeds and to whom they will be donated.

Misinformation

We do not allow content which promotes harmful misinformation. Harmful misinformation is characterized by the propensity for false or inaccurate information to cause real-world harm. This includes groups known to spread misinformation, as well as content known to lead to harassment or violence, impediment of civic engagement, or threats to the health and safety of the public.

Illegal Activity

We do not allow campaigns that promote any illegal activity. This includes instructions on how to perform illegal acts or encouraging other forms of illegal activity. Political speech or discussions about topics or events that are illegal may be acceptable.

Intellectual Property

We do not allow campaigns that infringe upon the rights of any third party, including in the description, title and url of a campaign, or the text and images featured in the created merchandise.

Still have questions about our policies, contact us at policy@spri.ng

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Understanding Intellectual Property – The Basics

At Spring, we are very excited to support our Spring creators and to help them produce great custom products and a great experience for their buyers. In our efforts, we are also committed to protecting the rights of individuals and companies with respect to the content published on the Spring service.

Third party rights are based on a range of laws and legal standards that can be confusing. Those rights are each very different from the other and are often misunderstood. We have created this guide to provide very high-level information about certain types of legal rights and to help Spring creators understand what is permissible on the service.

We have described some key rights below (trademark, copyright and right of publicity). In reality, the legal analysis for each of these rights is much more detailed and complex than our summary below. Still, we hope the information below is useful and will provide some guidance for creation of permitted campaigns on the Spring service.

Trademark

What is a trademark?

A trademark is a word or symbol that indicates the “origin of goods,” meaning it allows consumers to identify the company that is ultimately responsible for a particular product. It is also intended to tell consumers about the quality and desirability of the product itself, so consumers are hopefully more likely to buy it. When a consumer sees the “BMW” mark on a car, there is a lot they will assume about the engineering, comfort and enjoyment they will have driving the car. That connection between the trademark (“BMW”) and the perceived qualities of the product (luxury, power, engineering excellence) has a lot of value in the market. Companies invest a great deal of time and money in developing that association between their mark and the products, because it can have a significant impact on sales. Reputation and brand mean a lot. The value itself is something companies work hard to protect.

• What are trademark rights?

The concept behind trademark rights is that the owner of the mark has the legal right to stop people from trading off of the value of the company’s bran d and reputation. They can do so by stopping the use of any confusingly similar trademark. So if an unknown car company wants to use the mark “VMW” to identify their new car, BMW will be able to stop them from doing so based on the similarity of the marks themselves and the goods they are used to identify. Often trademark owners will also secure rights in other related goods that they want to sell – for example, t-shirts.

What does trademark mean for Spring creators?

Spring creators are not allowed to use third party trademarks unless they have permission. Spring conducts preventive reviews of all campaigns to help ensure third party rights are not violated.

Here are a few examples of products that feature trademarked material. These campaigns would be flagged during our review process and terminated. You can hover or tap on a design to learn why it is covered under trademark law.

This design uses the trademarked name “Red Sox,” which is a registered mark owned by the MLB. The MLB owns the exclusive rights to use “Red Sox” on merchandise.

Like most brands, Jeep owns a trademark protecting its name and iconic logo. This campaign would be suspended for its unauthorized use of “Jeep”.

Use of team colors has been found to infringe the team’s trademark where the colors and other elements of the design indicate a particular team.

What if the logo itself isn’t used?

The first example above shows a mark owned by Major League Baseball. As you would expect, all professional and college team logos are clearly protected by trademark. But the legal protection extends well beyond the team name and logos themselves. If a design shows a combination of elements that clearly indicate a particular team, then that design is considered infringing as well. For example, if a shirt that includes a baseball image, a reference to Boston and the colors used by the Red Sox team, the trademark owner would very likely have a claim for infringement.

What’s the best test to use?

As described in the preceding paragraph, courts have prohibited the use of various elements of a brand, even if the exact logo or name isn’t used. So the best way to think about when a design is problematic is whether the design is intended for fans of a particular product or organization. If you look at a design and you know that it is meant for Red Sox fans, then it is very likely that courts would prohibit the use of that design under trademark law.

Copyright

• Copyright protection

Copyright has existed for hundreds of years (it even predates the US Constitution). The underlying idea is to give creators of certain works the right to control the reuse and distribution of that work (whether an exact copy or a modified version).

Copyright law says that a work has to be “original” to be protected. “Original” doesn’t mean innovative. “Original” in the legal sense means that the creator didn’t copy anyone else. Under copyright law, you are not entitled to use someone else’s work as a basis for your own. You have to originate your own works, creating them from scratch. For example, in one famous case, a photographer was found to have copied the photograph of another artist even though he used a different model and location. The details of the second photograph were so similar to the first (the look, layout and subject matter) that the court found copyright infringement.

Copyright is intended to strike a balance between freedom to be inspired and protection for those who create. For example, facts are not covered by copyright. Utilitarian works, such as instructions or recipes, are not covered. Everyone is free to use ideas and information. Copyright only extends to the unique expression of ideas, not the idea itself.

Copyright is not intended to limit sharing of ideas and does not cover the underlying idea itself. So the painter of a landscape can’t stop other people from painting landscapes. They can only stop other artists from using their specific painting as a basis for another work.

Though copyright does not cover ideas, to the extent the idea can be expressed in many different ways, each expression will be protected by copyright. But the components of expression, such as individual words and phrases or individual shapes and design elements, are not protected. The expression has to extend beyond the individual components. The simpler the design, the less protection provided by copyright.

• What does it mean for Spring creators?

Spring creators are not allowed to use third party copyrighted works unless they have permission.

Here are a few examples of designs that include copyrighted works. The first two show well-known content. The last example shows an original work made from scratch.

This design uses all original artwork, and therefore receives automatic copyright protection. Others who copy the design without making changes would be infringing upon the creator’s copyright.

Copyright protects designs, as well as written works such as scripts and song lyrics.

The owners of the creative assets used in the show the Simpson control the use of all of those assets. This is an example of a copyrighted work that may not be printed without permission of the rights holder.

Right of Publicity and Right of Privacy

• Right of publicity is very different than the legal rights provided by trademark and copyright and is a much simpler concept. Right of publicity is the right of famous people to control the commercial use of their name or likeness. So Taylor Swift has the right to decide whether her name or face will appear in a product advertisement.

Right of publicity is really a subset of the larger right of privacy that applies to all people. In the context of marketing and merchandise, that means each person is entitled to control the use of their name and image in a commercial context.

In keeping with right of publicity and privacy laws, Spring will not be able to print shirts that include the name or likeness of any individual, including celebrities, unless we are instructed otherwise by the individual or their agent.

Other Resources

• You can learn more about trademark and copyright using the following resources:
  • gov – The U.S. Patent and Trademark Office site offers a FAQ section, and a search engine where you can check for registered marks.
  • gov – The U.S. Copyright office offers a helpful FAQ.
  • com – Trademarkia also provides an easy-to-understand FAQ section and search engine.
  • Licensing Pages – Many brands and organizations have pages (look for a “Terms” page) that outlines their owned copyrights and trademarks.
  • AVVO– A website that allows users to ask for and receive free legal advice from reputable lawyers.

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Spring API Terms of Service

Effective June 2, 2016

This API Terms of Service (“Agreement”) between you and, Amaze Holding Company (“Spring” or “we,” “us” or “our”). As used herein, “you”(or “your”) means the user of the API that is entering into this Agreement, which governs your use of the Spring API (as defined herein), the Spring website (spri.ng) and any subdomains (the “Spring Site”), and the services, features, and information available on the Spring Site and/or through the API. The Spring API is provided to Spring sellers, partners and approved licensees to access and integrate API Data from the Spring Site. By using or accessing the API, you agree to be bound by this Agreement. If you do not agree to be bound by this Agreement, you are not permitted to use the API. You and Spring may be collectively referred to as the “parties”.

1. Definitions.

• “API” shall mean Spring’s application programming interface in the form provided by Spring which enables individuals and software applications to interface with the Spring Site and access the API Data.
• “API Data” means any data made available to you through the Spring API.
• “Application(s)” shall mean the software application that is owned, operated, licensed and/or developed by you to interact with the API.
• “Site” shall mean any website that is owned, operated and/or controlled by you.
• “Third Party Service Provider” shall mean any third party service provider who is used by you to undertake any Permitted Use and who shall be subject to all the terms and conditions set forth herein.
• “User” shall mean any person or party who accesses any Spring Site.
• “User Data” shall mean any API Data about Users that Spring elects to make available, which may include some or all of the following: email addresses, order data, sales data, User buying and selling activities, and User behavior.

1. License and Access.

2.1 License. Subject to the terms and conditions of this Agreement, Spring hereby grants you a revocable non-exclusive, non-transferable, non-sublicenseable license to use the API, API Data and User Data solely in accordance with this Agreement.

2.2 Permitted Use. The foregoing license applies only to use of the API, API Data and User Data solely for your internal business purposes, specifically to improve your sales performance on the Spring Site (“Permitted Purpose”). You shall not use the API in any way deemed competitive with Spring’s Site, services or products, as determined by Spring in its sole discretion.

2.3 Access. In order to access or use the API, you must first register for and receive valid Spring API Credentials (“Credentials”). All web services requests coming from your Application or service shall reference your Credentials. Spring shall have the right to audit your use of the Credentials and to disable and/or modify any Credentials being utilized in violation of this Agreement. The Credentials may be immediately revoked or terminated by Spring for any reason, with or without notice to you, including without limitation:

1. if you share your Credential with any third party (other than Third Party Service Providers in accordance with this Agreement);
2. if compromised by a third party; or
3. if you use or access the API, API Data or User Data in any way not expressly permitted under this Agreement.

1. API Policies and Restrictions

3.1 Policies and Restrictions. You shall implement the API in accordance with this Agreement. You may not access the API if you are a competitor of Spring, as determined by Spring in its sole discretion, or to replicate or attempt to replicate the essential user experience of the Spring Site. Except as expressly provided herein, you have no other right to install, integrate, use, reproduce, sublicense or distribute the API.Spring may monitor your usage of the API in order to improve our service and to ensure compliance with our policies. Except as otherwise expressly provided herein, you may not, nor may you assist or enable others to:

1. Copy, alter, adapt, or reproduce any part of the Spring API without prior written authorization from Spring;
2. Re-sell, re-license, sublicense, lend, rent or syndicate access to the API to third parties in a way that bypasses said third parties requirements to register with Spring for API access;
3. Use the API for purposes of publishing known software viruses, worms, trojan horses or other harmful computer code, files, scripts, agents or programs into the Spring API;
4. Attempt to gain unauthorized access to the Spring API or any related systems or networks, including by using fake credentials or other improper means to gain access;
5. Interfere with or disrupt the integrity or performance of the Spring API or do anything that adversely impacts the Spring API or impacts the behavior of other Users or applications using the API;
6. Alter, remove or modify any tags, proprietary or copyright notices, labels, trademarks, or other identifying marks placed by or on behalf of Spring or any third party on Spring API documentation;
7. Add any third party tags, proprietary or copyright notices, labels, trademarks or other identifying marks on the Spring API documentation;
8. Use (or facilitate use of) any alternative means (e.g. robots, spiders, scraping or other technology) to access, query, or use the API or Spring Site to obtain any information that Spring has prevented access to; or
9. Distribute, publish, facilitate, enable or allow access or linking to the API from any location or source other than your Application or your Site.

3.2. No Unlawful Activity. You agree that your Application will not:

1. Upload or otherwise transmit any content or data that is unlawful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, or hateful;
2. Harm minors in any way;
3. Upload or otherwise transmit any content or data that you do not have a right to transmit under any law or under contractual relationships;
4. Upload or otherwise transmit any content or data that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any person; or
5. Violate any applicable law or regulation, including, but not limited to, laws regarding the export of technical data.

3.3 Use of User Information. You shall only use User Data for the Permitted Purpose, as authorized by this Agreement, and as set forth in your privacy policy. Your privacy policy shall be adequately displayed throughout your Application and your Site and shall adhere to current industry standards. Any API Data and User Data gathered by you and/or provided to you by Spring shall be limited to information reasonably necessary to perform your obligations under this Agreement or activities permitted under this Agreement. You shall not use or disclose, nor permit any third party to use or disclose, User Data or API Data for any purpose other than in accordance with this Agreement. You shall not collect and/or store, whether automatically or manually: (a) any information from Users without their express permission and you shall provide a functioning opt-out method for all Users; (b) User IDs and passwords under any circumstances; or (c) other data from Users without expressly disclosing through your Application and on your Site, as applicable, that such other information is being collected and stored. You agree that you shall be liable and responsible to Spring for any breach of this section by any Third Party Service Provider.

3.4 Solicitation Restrictions. You shall not use the API, API Data or User Data to send or facilitate the sending of unsolicited communications of any type. You shall not solicit or facilitate the solicitation of Users by any third party as a result of their status as Users or members. You shall not sell, rent, lease or otherwise disclose the User Data or User Data.

1. Modifications.Spring reserves the right, in its sole discretion, to modify, change, update and/or enhance the API, API Data, User Data, the Permitted Use, and/or any Spring Site (each a “Modification”) at any time with or without notice to you. You acknowledge and agree that such Modifications may affect Your Application and/or your Site and may require you to make changes to your Application and/or your Site, at your sole expense, to enable your Application and/or your Site to continue to be compatible with, and/or interface with, the API, API Data, User Data, or the Spring Site. Spring will make reasonable efforts to inform you of material Modifications (which efforts may include the posting of notices on the Spring Site); but Spring shall not be liable for any failure to do so, nor shall any such failure mitigate the effect of the Modifications.
2. Ownership.This Agreement in no way conveys any ownership rights to you in the API or API Data accessed through your Application(s). As between Spring and you: (i) Sping retains all rights, title and interest in and to all intellectual property rights embodied in or associated with the API, API Data, User Data, and the Spring Site, including without limitation, anything derived therefrom; and (ii) you and your suppliers retain all rights, title and interest in and to all intellectual property rights embodied in or associated with your Site and your Application, excluding the above listed Spring intellectual property and any other intellectual property rights owned by Spring. There are no implied licenses under this Agreement, and any rights not expressly granted to you hereunder are reserved by Spring. You shall not take any action inconsistent with Spring ownership of the API, API Data, User Data, or the Spring Site.
3. Confidentiality. “Confidential Information”shall include all non-public information provided by Spring to you hereunder, and shall include, but is not limited to, the Credentials, API Data and User Data. Spring retains all proprietary rights to all Confidential Information. In connection with your receipt of Confidential Information, you agree that you shall not disclose Confidential Information to any third party, and shall not use Confidential Information other than as required to perform under this Agreement. The parties acknowledge that monetary damages may not be a sufficient remedy for unauthorized use or disclosure of Confidential Information and that Spring shall be entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by a court of competent jurisdiction, without obligation to post any bond.
4. Uptime.Spring makes no guarantees with respect to the availability or uptime of the Spring Site or API. Spring may conduct maintenance on either of the foregoing at any time without notice to you, in Spring’s sole and absolute discretion.
5. Fees. Spring may charge fees for any and all of the services and/or benefits provided in connection with your use of the API at any time, and such fees shall be determined in Spring’s sole discretion. In the event Spring charges a new fee or increases a fee, Spring will notify you by posting a change notice or a new agreement on the Spring Site and/or you may be notified by email. If any fee is unacceptable to you, your only recourse is to terminate this Agreement and immediately terminate all use of the API. Your continued use of the API following posting of a new fee or increased fee on the Spring website will constitute binding acceptance of fees.
6. Term and Termination.

9.1 Term. The term of this Agreement shall commence upon the issuance of a Credential to you and shall continue until terminated in accordance with this Agreement.

9.2 Termination. Spring reserves the right to terminate this Agreement or suspend or discontinue your access to the API, or any portion or feature thereof, for any or no reason, at any time with or without notice to you and without liability to you, in Spring sole discretion. You may terminate this Agreement at any time by ceasing any and all uses of the API and sending a confirmatory e-mail to legal@spri.ng). Upon termination of this Agreement, your Credentials shall be revoked, all licenses granted to you hereunder shall terminate, you shall immediately pay all fees due and owing to Spring (if applicable), and you shall destroy all API Data and User Data within ten (10) days of termination.

9.3 Survival. Sections 3, 5, 6, 8, 9.3, 10 and 12 of this Agreement shall survive any expiration or termination of this Agreement.

1. Indemnification; Limitation of Liability; Disclaimer.

10.1 Disclaimer. YOU EXPRESSLY AGREE THAT USE OF THE API AND SPRING SITE IS AT YOUR SOLE RISK AND IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT TO THE EXTENT THAT SUCH DISCLAIMER OF WARRANTY IS PROHIBITED UNDER APPLICABLE LAW). WITHOUT LIMITING THE FOREGOING, NEITHER SPRING NOR ITS AFFILIATES OR SUBSIDIARIES, OR ANY OF THEIR DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS, DISTRIBUTORS, LICENSEES OR LICENSORS (COLLECTIVELY, “SPRING PARTIES”) WARRANT THAT THE API WILL BE UNINTERRUPTED, UNCORRUPTED, TIMELY, OR ERROR-FREE OR THAT THE API DATA OR USER DATA WILL BE ACCURATE, RELIABLE, COMPLETE, CURRENT, OR TIMELY.

NO CLAIM MAY BE ASSERTED BY YOU AGAINST SPRING MORE THAN 12 MONTHS AFTER THE DATE OF THE CAUSE OF ACTION UNDERLYING SUCH CLAIM. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY FAILURE OR NONPERFORMANCE OF THE API SHALL BE FOR SPRING, FOLLOWING NOTICE OF ANY SUCH FAILURE OR NONPERFORMANCE, TO USE COMMERCIALLY REASONABLE EFFORTS TO ADJUST OR REPAIR THE API.

YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 (IF YOU ARE A CALIFORNIA RESIDENT), AND ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION (IF YOU ARE A RESIDENT OF SUCH JURISDICTION).

10.2 Representation. You represent that you have the full power, capacity and authority to accept this Agreement. If you are accepting on behalf of your employer or another entity, you represent that you full legal authority to bind your employer or such entity to this Agreement.

10.3 Limitation of Liability. THE SPRING PARTIES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION THAT MAY ARISE FROM THE USE OR MISUSE OF, OR INABILITY TO USE, THE API, WHETHER OR NOT THE SPRING PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL THE SPRING PARTIES BE LIABLE TO YOU FOR MORE THAN THE AMOUNT YOU HAVE PAID SPRING FOR USE OF THE API IN THE NINETY (90) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM OR, IF GREATER, $100.

10.4 Release. You forever release, discharge, and covenant not to sue the Spring Parties from any and all liability, claims, actions, and expenses that may arise, whether caused by the negligence of the Spring Parties, or otherwise, in connection with your use of the API or Spring Site. In other words, you agree that you cannot sue the Spring Parties if anything happens to you or your property in connection with your use of the API or Spring Site.

10.5 Indemnification. You agree to defend, indemnify and hold harmless the Spring Parties from and against all liability, claims, actions and expenses, including attorneys’ fees and costs, arising out of (a) your use of the API, (b) your breach or alleged breach of any term, condition, obligation, representation or warranty in this Agreement, (c) your infringement of any third party intellectual property or proprietary right, or (d) your violation of any applicable law.

1. Restricted Persons; Export of Products or Technical Data.You hereby warrant that you are not a Restricted Person. For purposes of this Agreement, you are a Restricted Person if you, or any officer, director, or controlling shareholder thereof, are (i) a national of or an entity existing under the laws of any country with which U.S. persons are prohibited from engaging in transactions, as may be determined from time to time by the U.S. Treasury Department; (ii) designated as a Specially Designated National or institution of primary money laundering concern by the U.S. Treasury Department; (iii) listed on the Denied Persons List or Entity List by the U.S. Commerce Department; (iv) engaged in nuclear, missile, chemical or biological weapons activities to which U.S. persons may not contribute without a U.S. Government license; or (v) owned, controlled, or acting on behalf of a Restricted Person.
2. Miscellaneous.

12.1 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

12.2 Entire Agreement. The parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of this Agreement, and that this Agreement may be amended from time to time by Spring with or without advance notice to you. No delay or omission by either party in exercising any right or remedy under this Agreement or existing at law or equity shall be considered a waiver of such right or remedy.

12.3 Assignment. You may not assign any of your rights hereunder. Spring may assign all rights to any other individual or entity in its sole discretion.

12.4 Headings. The titles of the paragraphs of this Agreement are for convenience only and have no legal or contractual effect.

12.5 Independent Contractor Status. Except as expressly set forth herein, no agency, partnership, joint venture, or employment is created as a result of this Agreement, and you do not have any authority of any kind to bind Spring in any respect whatsoever.

12.6 Governing Law and Venue. This Agreement shall be governed by the laws of the State of California, USA and all claims relating to or arising out of this Agreement, or the breach thereof, whether sounding in contract, tort or otherwise, shall likewise be governed by the laws of California, in each case, without regard to its choice or law or conflict of laws provisions. All legal actions in connection with this Agreement shall be brought in the state or federal courts located in San Francisco, California.

12.7 Notices. You agree that Spring may provide notice to you by emailing such notice to the email address listed by you during your registration. Such notice shall be considered to be received by you within 24 hours of the time it is emailed to you unless Spring received notice that it was not delivered. Any notice to Spring must be sent by postal mail to: Amaze Holding Company (“Spring”), Attention: Legal Department, 342 Monmouth Street, 2nd Floor, Newport, KY 41071, United States, or email to legal@amaze.co.

‍

Creator Giveaway
Official Rules
NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN. A
PURCHASE OR PAYMENT WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID
WHERE PROHIBITED OR RESTRICTED BY LAW.
OPEN TO ELIGIBLE LEGAL RESIDENTS OF THE 50 UNITED STATES AND DISTRICT OF
COLUMBIA WHO, AS OF THE TIME OF ENTRY, ARE AT LEAST THE AGE OF MAJORITY
IN THEIR JURISDICTION.

1. Sponsor; Eligibility. The Creator Giveaway (the “Giveaway”) is a sweepstakes
sponsored by the Sponsor identified on the Entry Page (“Sponsor”) and open
only to individuals who are at least the age of majority in their jurisdiction at
the time of entry and are legal residents of the 50 United States or the
District of Columbia. Void where prohibited or restricted by law. The following
individuals are not eligible to enter or win a Prize: employees, contractors,
representatives, agents, directors, and officers of the Sponsor, of any legal
entity owned or controlled by the Sponsor, or of Amaze Holding Company (“Spring”) (“Prize
Provider”); their respective parent, subsidiary, or affiliated companies; their
marketing agencies; any other parties involved in the administration of the
Giveaway; each of the immediate family members of these excluded
individuals (i.e., spouses, parents, children, and siblings and the “steps” of
each); and all persons living in the same household of each (collectively, the
“Giveaway Parties”). By participating in this Giveaway, entrants agree to be
bound by these official rules (“Official Rules”) and by the decisions of the
Sponsor in all matters relating to the Giveaway.

2. Social Media. This Giveaway is in no way sponsored, endorsed or
administered by, or associated with, WordPress, YouTube, Instagram,
Facebook, Twitter, Pinterest or any other social media platform; if you
learned about or entered the Giveaway through any such platform, and have
any questions, comments or complaints regarding the Giveaway, please
direct these to Sponsor and not to the social media platform or Prize Provider.
You hereby release WordPress, YouTube, Instagram, Facebook, Twitter,
Pinterest (and any other social media platform through which you learned
about or entered the Giveaway) from all claims arising out of, or in
connection with, this Giveaway, including claims related to the accuracy,
usefulness, safety, or intellectual property rights of or relating to any content
you encounter, and you acknowledge that you may be exposed to content
that is inaccurate, offensive, indecent, or objectionable.
If you are accessing this Giveaway through YouTube, please review these
YouTube Community Guidelines; entries which don’t comply will be
disqualified.

3. Giveaway Period. The entry period for the Giveaway commences on the Start
Date, and ends on End Date, stated on the Entry Page (“Entry Period”). All
entries must be received by 11:59:59 PM ET on the End Date to qualify.
Sponsor’s computer is the official time keeping device for the Giveaway.

4. How to Enter. NO PURCHASE NECESSARY AND NO ENTRY FEE, PAYMENT OR
PROOF OF PURCHASE IS NECESSARY TO PARTICIPATE or will increase your
chance of winning. To enter the Giveaway:

• Step 1: During the Entry Period, visit the Entry Page.
• Step 2: Enter your name, email address, telephone number and
  shipping address.
• Step 3: Follow the instruction to complete your entry

You will obtain one (1) entry for making a purchase as described above or for
submitting the completed entry described in Step 2 above. You can obtain a
maximum of one (1) entry for this Giveaway regardless of entry method.
Entries must not: disparage the Sponsor, Prize Provider or any other person
or party affiliated with the promotion and administration of this Giveaway;
contain personally identifiable information in any public post; contain
material that is inappropriate, indecent, lewd, pornographic, obscene,
hateful, tortious, defamatory, slanderous or libelous, as determined by
Sponsor in its sole discretion; or contain material that is unlawful in any
jurisdiction where entry is created.

Compliance with the entry requirements will be determined by Sponsor in its
sole discretion. Entries that violate these entry requirements, as determined
by Sponsor in its sole discretion, will be disqualified from the Giveaway.
The entrant must be the rightful owner of the e-mail address entered into the
Giveaway. In the event of a dispute as to the identity of a winner, the winner
will be deemed to be the natural person in whose name the applicable e-mail
account is registered. In the event of a discrepancy between the identity of
the authorized account holder, the “winner,” and the entrant, Sponsor
reserves the right, in its sole discretion, to determine whether the entry is
valid or to declare the entry invalid and select an alternate winner. Multiple
entrants are not permitted to share the same email address. Any attempt by
any entrant to obtain more than the stated number of entries by using
multiple/different email addresses, identities, registrations or logins, or any
other methods, will void that entrant’s entries and may disqualify that
entrant. Use of any automated system to participate is prohibited and will
result in disqualification.

NOTE: If an entrant participates from his or her cellular phone, the entrant’s
cellular service provider may charge the entrant for each text message sent
and received. Entrants should consult their cellular service provider regarding
its pricing plans. Message and data rates may apply.

5. Winner Selection and Notification. Within 10 days of the End Date, the
winner(s) will be randomly selected by the Prize Provider from all eligible
entries received during the Entry Period and notified by message sent to the
email address included by the winner(s) in the entry form.

6. Prizes and Prize Claim. One (1) winner will win each Prize identified on the
Entry Page (the “Prize”), which will have the approximate retail value stated
there.

Sponsor has neither made nor is responsible or liable for any warranty,
representation, or guarantee, express or implied, in fact or in law, relative to
the Prize, including but not limited to its quality, condition, or fitness for a
particular purpose.

Odds of winning depend on number of entries received. Winner is subject to
verification, including of age and residency. Limit one (1) Prize per winner.
The Prize is non-transferable and no Prize substitution is permitted, except at
the sole discretion of the Sponsor. If the Prize cannot be awarded for any
reason, Sponsor reserves the right in its sole discretion to substitute an
alternative prize of comparable or greater value. The value of the Prize may
be taxable as income to the winner, and the winner is solely responsible for
any federal, state, local, or other applicable taxes associated with the
acceptance and use of the Prize. All costs and expenses associated with Prize
acceptance and use not specifically provided herein are the responsibility of
the winner.

As a condition of receiving a Prize, the winner must sign and return any
documents requested by Sponsor, including but not limited to, an affidavit of
eligibility and publicity/liability release. Failure to sign and return any
requested documents by the specified return date will result in
disqualification of the winner and the forfeiture of that winner’s interest in the
Prize (unless prohibited by law). The winner will be issued an IRS Form 1099
in the amount of the actual retail value of the Prize and must provide Sponsor
with his/her valid Social Security Number or Taxpayer ID for tax reporting
purposes.

Within one (1) week of notification regarding Prize winning, the winner must
provide a valid mailing address and phone number to Sponsor, which Sponsor
will share with Prize Provider to enable Prize Provider to coordinate shipping
and mail the Prize to the winner. Prize Provider will pay the cost of mailing
the Prize to the winner. The method of shipping and the carrier will be
determined by Prize Provider. If the winner (i) is determined to be ineligible,
(ii) fails to respond to the initial verification message within one (1) week of
notification or after three (3) attempts (whichever occurs first), (iii) fails to
provide a valid mailing address within one (1) week of receipt of notification
regarding Prize winning, or (iv) fails to sign and return all requested
documents by the specified return date, the winner forfeits the Prize in its
entirety (unless prohibited by law) and an alternate winner will be selected
based upon a random drawing of the other eligible entries received during
the Entry Period. If Sponsor has selected three (3) potential winners of an
individual prize pursuant to the procedure set forth above, and none
completes the requirements herein, then the Giveaway will terminate with
respect to that Prize, and the Prize will not be given.

PRIZE PROVIDER AND SPONSOR EXPRESSLY DISCLAIM ALL WARRANTIES OF
ANY KIND WITH RESPECT TO ANY MERCHANDISE OR SERVICE, WHETHER
EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-
INFRINGEMENT.

The Prizes may contain images, artwork, fonts and other content or features
(“Service Content”) that are protected by intellectual property rights and
laws. You agree not to modify, copy, frame, rent, lease, loan, sell, distribute
or create derivative works based on the Service Content, in whole or in part.
Any use of the Service Content other than as specifically authorized herein is
strictly prohibited. Any rights not expressly granted herein are reserved.
The Prize Provider’s name and logos are trademarks and service marks of
Prize Provider. Other company, product and service names and logos used
and displayed via Prize Provider’s services may be trademarks or service
marks of their respective owners who may or may not endorse or be affiliated
with or connected to Prize Provider.

Under no circumstances will Prize Provider be liable in any way for any
content or materials of any third parties (including users), including, but not
limited to, for any errors or omissions in any content, or for any loss or
damage of any kind incurred as a result of the use of any such content or
materials. The Prize Provider’s service may provide, or third parties may
provide, links or other access to other sites and resources on the Internet.
Prize Provider has no control over such sites and resources and is not
responsible for and does not endorse such sites and resources. Prize Provider
will not be responsible or liable, directly or indirectly, for any damage or loss
caused or alleged to be caused by or in connection with use of or reliance on
any content, events, goods or services available on or through any such site
or resource. Any dealings you have with third parties found while using the
Prize Provider’s service are between you and the third party, and you agree
that Prize Provider is not liable for any loss or claim that you may have
against any such third party.

7. Publicity. Except where prohibited by law, each winner’s acceptance of the
Prize constitutes permission for Sponsor, Prize Provider, and their respective
agents to – and by accepting the Prize the winner grants these persons a
worldwide, royalty-free, non-exclusive and sub-licensable right and license to
– use, distribute, and publicly display the winner’s name and likeness in any
way, at any time, in any and all media, including for use in advertising and
marketing, without limitation and without any additional approval or
consideration.

8. Limitation of Liability and Release. By participating in the Giveaway entrants
agree to release and hold harmless the Giveaway Parties from and against (a)
lost, late, misdirected, damaged, stolen, altered, garbled, incorrect,
incomplete or delayed entries, all of which will be void; (b) problems related
to unauthorized human intervention; or to technical malfunctions of
electronic equipment, computer online systems, servers, or providers,
computer hardware or software failures, phone lines, traffic congestion on the
internet or any website; or to any other technical problems including without
limitation telecommunication failures or failed, lost, delayed, incomplete,
garbled, or misdirected communications that prevent or interfere with the
timely receipt of an entry or otherwise limit an entrant’s ability to participate
in this Giveaway; (c) any other errors or malfunctions of any kind, whether
network, mechanical, typographical, human or otherwise, relating to or in
connection with the Giveaway or its administration, including without
limitation errors or malfunctions in the processing of entries, the
announcement of the Prize or any Giveaway-related materials; or (d) ANY
OTHER CLAIM, LIABILITY, OR CAUSE OF ACTION, INCLUDING BUT NOT LIMITED
TO PERSONAL INJURY, DEATH, OR DAMAGE TO OR LOSS OF PROPERTY, OR
LIABILITY FOR ANY TAXES AND FEES, ARISING OUT OF PARTICIPATION IN THE
GIVEAWAY OR RECEIPT OR USE OR MISUSE OF ANY PRIZE (EVEN IF THE
PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND
WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR
OTHERWISE). THE FOREGOING LIMITATIONS WILL APPLY TO THE MAXIMUM
EXTENT PERMITTED UNDER APPLICABLE LAW.

9. Sponsor’s Reservation of Rights. Sponsor reserves the right, at its sole
discretion, to disqualify any individual who tampers with the entry process or
otherwise violates these Official Rules. In addition, any attempt by an
individual, whether or not a participant, to deliberately undermine the
legitimate operation of this Giveaway may violate criminal and civil laws, and
should this be attempted, Sponsor reserves the right to seek damages and
diligently pursue all remedies against any such individual to the fullest extent
permitted by law.

Sponsor reserves the right, at its sole discretion, to cancel, suspend, or
modify the Giveaway if the Giveaway can’t be run as planned for any reason,
including without limitation a force majeure event or infection by computer
virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or
any other causes which corrupt or affect the administration, security,
fairness, integrity, or proper conduct of the Giveaway. In the event of
cancellation, suspension, or modification, Sponsor reserves the right to award
the Prize by random drawing from all eligible entries received prior to
cancellation. In the event an entry is confirmed to have been erroneously
deleted, lost or destroyed, entrant’s sole remedy shall be another entry into
the Giveaway.

10.Governing Law and Jurisdiction/Dispute Resolution. All issues and questions
concerning the construction, validity, interpretation and enforceability of
these Official Rules, your rights and obligations, or the rights and obligations
of the Sponsor in connection with the Giveaway, shall be governed by, and
construed in accordance with, the laws of State of California, without giving
effect to any choice of law or conflict of law rules. By entering, entrant
consents to the jurisdiction and venue of the Federal, state and local courts
located in San Francisco, California for the resolution of all disputes, and
agrees that any and all disputes shall be resolved exclusively in those courts.
Sponsor’s failure to enforce any term of these Official Rules shall not
constitute a waiver of that or any other provision. If any provision of these
Official Rules is held to be invalid or unenforceable, such provision shall be
struck, and the remaining provisions shall be enforced. Except where
prohibited, entrant agrees that: (1) any and all disputes, claims and causes of
action arising out of or connected with this Giveaway or any Prize awarded
shall be resolved individually, without resort to any form of class action, and
exclusively by the Federal, state and local courts located in San Francisco,
California; (2) any and all claims, judgments and awards shall be limited to
actual out-of-pocket costs incurred, including costs associated with entering
this Giveaway, but not attorneys’ fees; and (3) under no circumstances will
entrant be permitted to obtain awards for, and entrant hereby waives all
rights to claim, indirect, punitive, incidental and consequential damages and
any other damages, other than for actual out-of-pocket expenses, and any
and all rights to have damages multiplied or otherwise increased. Some
jurisdictions do not allow the limitations or exclusion of liability for incidental
or consequential damages, so the above may not apply to you.

11.Privacy. Any personally identifiable information collected during an entrant’s
participation in the Giveaway will be collected by Prize Provider or its
designees and used and disclosed by Prize Provider (including disclosure of
your information to Sponsor) for the proper administration and fulfillment of
the Giveaway and as otherwise described in these Official Rules or in the
Privacy Notice for the Spring Giveaway Program, which may be reviewed here
(the “Privacy Notice”), which incorporates Prize Provider’s general privacy
policy, available at https://www.spri.ng/policies/spring-terms-of-service?
section=privacy (the “General Privacy Policy”). By submitting your personally
identifiable information, you accept and agree to the terms of the Privacy
Notice and the General Privacy Policy.

12.Winners List. For the name of the Giveaway winner, send an email to the
address shown on the Entry Page. Requests must be received no later than
sixty (60) days after the end of the Entry Period.

13.Notice for Users in California. Under California Civil Code Section 1789.3,
users of any Spring services from California 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 1625 North Market Blvd., Suite N 112, Sacramento,
CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may
contact us at Amaze Holding Company (“Spring”), 342 Monmouth Street, 2nd Floor, Newport, KY 41071, USA.

‍

Privacy Notice for the Spring Giveaway Program (this “Privacy Notice”)

Effective Date: November 26, 2019

This Privacy Notice applies to the collection, use and disclosure by Amaze Holding Company (“Spring”) of information relating to individuals who participate (each, a “Participant”) in any of the separate giveaways (each, a “Giveaway”) that is sponsored by a Spring content creator (each, a “Creator”), which information is collected in connection with such Giveaway and which Giveaway is part of the Giveaway program hosted and administered by Spring (the “Program”), whereby Spring will enable a Creator to give away by random drawing, to a Participant who is a follower of such Creator, a free Spring product, as described in further detail in the Official Rules for the respective Giveaway.

This Privacy Notice applies in addition to, and not in lieu of, Spring’s general privacy policy, available at https://www.spri.ng/policies/spring-terms-of-service?section=privacy (the “General Privacy Policy”). The General Privacy Policy is incorporated into this Privacy Notice by reference in its entirety and each of the provisions of the General Privacy Policy applies to Program Information (as defined below).

Information Spring Collects

In addition to Personal Information, Site Information and Performance Information (each as defined in the General Privacy Policy), in connection with any Giveaway that is part of the Program, Spring collects the following, as relates to Participants: social media handle, email address, telephone number and shipping address (collectively, and together with all Personal Information, Site Information and Performance Information relating to the applicable Participant, “Program Information”).

With whom does Spring Share Program Information?

Spring may share Program Information with each of the categories of third parties described in the General Privacy Policy. In addition to the foregoing, Spring will share each Winner’s name with the Creator who is associated with the Giveaway that such Winner has won.

Public Announcement of Winners

Each Participant in any Giveaway that is part of the Program is hereby advised that, if such Participant becomes a Winner of any such Giveaway, the Creator who is associated with such Giveaway may publicly announce his or her name and/or social media handle as the Winner of such Giveaway, including without limitation on social media, which may be in the form of a post, video or other medium.

BY SIGNING UP FOR OUR TEXT NOTIFICATIONS (“SPRING ALERTS”), YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF OUR SPRING ALERTS, YOU AGREE TO BE BOUND BY, THE FOLLOWING SMS TERMS AND CONDITIONS, INCLUDING OUR TERMS OF SERVICE AND PRIVACY POLICY.

Spring and those acting on our behalf may send you text (SMS) messages (i.e. cart reminders​) at the phone number you provide us. These messages may include marketing messages. You may opt out of receiving marketing text messages at any time by sending an email to support@spri.ng indicating that you no longer wish to receive marketing texts along with the phone number of the mobile device receiving the texts or by replying “STOP” or “END” from the mobile device receiving the messages. You should only receive a message confirming you have been successfully opted out of receiving messages. Text HELP for help. Text messages may be sent using an automatic telephone dialing system. Your agreement to receive marketing text messages is not a condition of any purchase or use of Spring Alerts. Message rates may apply whenever you send or receive such messages, as specified by your carrier. ​Carriers are not liable for delayed or undelivered messages.

The number of text messages that you receive varies​. Message and data rates may apply from your mobile carrier to each text message sent or received in connection with Spring Alerts. By signing up for Spring Alerts, you approve any such charges from your mobile carrier. To find out more about these rates and charges, please contact your mobile carrier.

You represent that you are the account holder or regular user of the mobile telephone number(s) that you provide or that you have permission from the account holder to use Spring Alerts. You are responsible for notifying Spring immediately if you change your mobile telephone number. You may notify Spring of a number change by sending an email to:

creatorhelp@spri.ng (for Spring account holders)

fanhelp@spri.ng (for non-account holders)

Updated on June 25, 2022

‍

Custom Stores Service Terms and Conditions

These Custom Stores Service Terms and Conditions (the “CSS Terms”) describe the expectations and obligations of a seller (“Creator” or “you”) that uses Spring’s Custom Stores Service offering to market custom products. These CSS Terms are additional terms under, and supplement, the Spring Terms of Service (available at https://sprin.g.com/policies/terms); if there is a conflict between the CSS Terms and the Spring Terms of Service, the provisions of these CSS Terms control to the extent the conflict relates to the Custom Stores Services. For clarity, the custom stores Service is considered a Spring Service under the Terms of Service.

PLEASE READ THE FOLLOWING TERMS CAREFULLY.

BY CREATING AN ACCOUNT OR OTHERWISE ACCESSING OR USING THE CUSTOM STORES SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE CUSTOM STORES SERVICE, YOU AGREE TO BE BOUND BY: (1) THE FOLLOWING CUSTOM STORES TERMS AND CONDITIONS; (2) SPRING’S TERMS OF SERVICE; AND (3) SPRING’S PRIVACY POLICY (TOGETHER, THE “AGREEMENT”). IF YOU DO NOT AGREE TO THIS AGREEMENT, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE CUSTOM STORES SERVICE AS A CREATOR. YOUR USE OF THE CUSTOM STORES SERVICE AS A CREATOR, AND SPRING’S PROVISION OF THE CUSTOM STORES SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY SPRING AND BY YOU TO BE BOUND BY THIS AGREEMENT.

Capitalized Terms

For purposes of this Agreement, capitalized terms used and not defined herein shall have the respective meanings ascribed to them in the Terms of Service.

Custom stores Service

Through the Spring Custom Stores Service, a Creator has the opportunity to create their own store (“Custom Store”) for use with Creator’s online presence (e.g., social media accounts) (“Creator Online Presence”) and, at Spring’s discretion, either: (1) Creator’s own web domain (“Creator Domain”); or (2) a custom Spring domain. In order to use the Custom Store Service, you must already have a registered account and listing with Spring. Spring will enable you to design and customize store graphics and layout to comport with your branding. Spring will have sole discretion and control over the work performed under this Agreement and the manner in which such work is performed. Spring may utilize independent contractors to perform all or part of the Custom Store Services.

Fees

Spring does not charge any additional fees for use of Custom Stores Services. Spring may initiate or change fees for any feature of the Custom Store Service if Spring gives you advance notice of changes before they apply. Spring, at its sole discretion, may make promotional offers with different features and different pricing to any Creators. These promotional offers, unless made to you, will not apply to your offer or this Agreement.

Licenses and Ownership

Custom Stores Services. Subject to your complete and ongoing compliance with this Agreement, Spring grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Custom Stores Service. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (i) make modifications to the Store without Spring’s consent; or (ii) interfere with or circumvent any feature of the Custom Stores Service, including any security or access control mechanism.

Spring Content. All works of authorship, inventions, discoveries, improvements, methods, processes, formulas, designs, templates, techniques, and information conceived, discovered, developed or otherwise made by Spring, solely or in collaboration with others, in the course of performing Custom Stores Services or that reflect or contain Spring’s confidential information (“Spring Content”) will be the sole property of Spring.

Creator Content. In order to enable Spring to perform the Custom Stores Services, Spring needs the rights to use your name, logo, branding, and other marks, works, or content owned or controlled by you, including all intellectual property and publicity rights contained therein (“Creator Content”). You grant Spring (including any third party providers acting on our behalf) a non-exclusive, worldwide, royalty-free, sublicensable, transferable right and license to use, host, store, reproduce, modify, create derivative works of, communicate, publish, publicly display, publicly perform, distribute, and otherwise exploit Creator Content for the limited purposes of allowing Spring to provide, improve, and promote Custom Stores Services. You represent and warrant that you own or are the licensee of all trademark rights, copyrights, rights of publicity and other intellectual property or other proprietary rights necessary to create and maintain the Store.

Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Custom Stores Service (“Feedback”), then you hereby grant Spring an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Storefront Service and create other products and services.

Creator Obligations

Creator Custom Domains and Accounts. If the Store is used on a Creator Custom Domain, you are solely responsible for registering and maintaining the domain name, including all applicable fees. Spring will have no obligation to make your Store available or accessible due to your failure to maintain the Creator Domain. Spring, at its sole discretion, may refuse to provide the Store Services for use with a specific domain name for any reason. Please also review Spring’s Acceptable Use Policy. In addition, Spring is not responsible for the registration, maintenance, or use of any Creator Online Presence accounts or platforms that are used to display, promote, or link to the Store.

Creator Information. You agree to make available information and resources requested by Spring in a timely manner. You agree to notify Spring if any information you have provided to us, or any relevant information about you, has changed.

Affiliations. We may allow you to display your affiliation with certain organizations and associations relevant to your business. You agree that you will only choose those organizations and associations with which: (i) you are actually affiliated; and (ii) you have permission to display on your Store. You must promptly remove any affiliations if no longer current.

Policies. If the Store is used on a Creator Domain, you are responsible for maintaining appropriate terms of use and a privacy policy on your Store site. Any template policies provided by Spring are not legal advice, provided “AS IS”, without any warranty as to sufficiency, and are for reference and optional use only. You agree to include: (i) a provision in your terms releasing Spring from any claims (including third party claims) related to your Store; and (ii) reference in your privacy policy to sharing information with third parties, including Spring.

Complaints. You agree to notify Spring if: (i) a visitor has notified you that they have a complaint with you or any products or services offered by you; or (ii) you have received notice of any complaint, investigation, fine or adverse action taken by a governmental or regulatory authority with respect to your products.

Indemnity. To the fullest extent permitted by law, you will defend and indemnify Spring and its officers, directors, employees, consultants, affiliates, subsidiaries and agents from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your use the Custom Stores Service and Store; (b) your violation of any portion of this Agreement, any representation, warranty, or agreement referenced in this Agreement, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

Release. If you have a dispute with one or more visitors to your Store or a dispute regarding Creator Content, or products, you hereby release Spring (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

Miscellaneous

General Terms. These Storefront Terms and Conditions, together with the Terms of Service and Privacy Policy and any other agreements or policies expressly incorporated by reference into this Agreement, are the entire and exclusive understanding and agreement between you and Spring regarding your use of the Custom Stores Service as a Creator. Spring may also provide notices to you of changes to this Agreement or other matters by displaying notices or links to notices generally on the Spring Service or Custom Stores Service.

Termination. Either party may terminate this Agreement upon 5 days’ notice to the other party. If you violate any provision of this Agreement, your authorization to access the Custom Stores Service and this Agreement will automatically terminate. Upon the termination of this Agreement: (a) your license rights will terminate and you must immediately cease all use of the Custom Stores Service; (b) you will no longer be authorized to access your account or the Custom Stores Service; and (c) Sections 4.d, 5.e, 5.f, 5.g, 6.a, 6.b, and 6.c will survive.

Independent Contractor. You acknowledge that there is no agency, partnership, joint venture or employee-employer relationship with Spring is intended or created by this Agreement or any relationship between us, that you have no power or authority to make any commitments on behalf of Spring, and that Spring has no power or authority to make any commitments on your behalf. You will be solely responsible for the supervision, direction and control, compensation, benefits and withholdings of all of your personnel.

Legal Compliance. You represent and warrant that you are not listed on any U.S. Government list of prohibited or restricted parties.

Contact Information. If you have questions about this Agreement, please contact us by email at creatorhelp@spri.ng

Updated on January 14, 2021

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Subject to all the terms and conditions, policies, rules, guidelines, and definitions provided in the Spring

“Terms of Service” available at: (https://www.spri.ng/policies/spring-terms-of-service), Spring is offering

Creators the opportunity to subscribe to its Custom Domains Services (“CD Services”) described

below.

BY SUBSCRIBING TO THE CUSTOM DOMAINS SERVICE AND CLICKING THE BUTTON TO

SUBSCRIBE OR BY OTHERWISE ACCESSING OR USING THE CUSTOM DOMAINS SERVICE, YOU

AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE

CUSTOM DOMAINS SERVICE, YOU AGREE TO BE BOUND BY: (1) THE FOLLOWING CUSTOM DOMAINS TERMS AND CONDITIONS (“CD T&Cs”), AND (2) THE SPRING TERMS OF SERVICE

(TOGETHER, THE “CD Terms”).

1. Definitions. For purposes of these CD T&Cs, capitalized terms used and not defined herein shall have the respective meanings ascribed to them in the Terms of Service.

2. Custom Domains Service. CD Services include the ability to connect an existing domain to Spring’s services via your Spring user account and the ongoing maintenance of that connection.

3. CD Services License. Subject to your complete and ongoing compliance with these CD Terms, Spring grants you, solely for your personal use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: access and use the CD Services on a desk-top computer or mobile device that you own or control.

4. License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the CD Services; (b) make modifications to the CD Services; or (c) interfere with or circumvent any feature of the CD Services, including, but not limited to, any security or access control mechanism. If you are prohibited under applicable law from using the CD Services, then you may not use them.

5. Subscription Terms. All Subscription Fees for CD Services will be paid and processed as set forth in the Price and Payment Processing section of the Terms of Service.

6. Feedback. We respect and appreciate the thoughts and comments from our Creators. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the CD Services (“Feedback”), then you hereby grant Spring an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the CD Services and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.

7. Spring Property. As between you and Spring, Spring retains all right, title and interest (including all intellectual property rights) in and to the CD Services, including its visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the CD Services provided by Spring (“Materials”) are protected by intellectual property and other laws. All Materials included in the CD Services are the property of Spring or its third-party licensors. Except as expressly authorized by Spring, you may not make use of the Materials. There are no implied licenses in these CD Terms and Spring reserves all rights to the Materials not granted expressly in these CD Terms.

8. Support. We are under no obligation to provide support for the CD Services beyond what is published on our site. In instances where we may offer support, the support will be subject to published policies.

9. Modification to the CD T&Cs and CD Services.

• a) Modification of CD T&Cs. We may, from time to time, change these CD T&Cs. Please check these CD T&Cs periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. If a change to these CD T&Cs materially modifies your rights or obligations, we may require that you accept the modified CD T&Cs in order to continue to use the CD Services. If you do not agree to the modified CD T&Cs, then you should immediately cancel your subscription and discontinue your use of the CD Services. Except as expressly permitted in this Section, these CD T&Cs may only be amended by a written agreement signed by an authorized representative of Spring.
• b) Modification of CD Services. Spring reserves the right to modify or discontinue all or any portion of the CD Services at any time (including by limiting or discontinuing certain features of the CD Services), temporarily or permanently, without notice or any liability to you. Spring will have no liability for any change to the CD Services, including any paid-for functionalities of the CD Services, or any suspension or termination of your access to or use of the CD Services. Should the CD Services be discontinued at Spring’s behest, Spring may refund unused portions of prepaid fees.

10. No Warranty. All CD Services are provided “as-is” and “as available” and are subject to the disclaimer of warranties set forth in the Spring Terms of Service.

11. Refunds. If you are based in the EU or the United Kingdom, you acknowledge that for the purposes of any legislation implementing the Consumer Rights Directive (2011/83/EU), you are entering into this contract as a “trader” and not a “consumer”.

• a) Refunds.  No refunds shall be given except as may be set forth specifically in our refund policies.
• b) Store Listings.  You are responsible for your domain registration and for all content hosted on your domain.  You will not be entitled to a refund in the event that the domain you connect, or any content hosted on your domain, including any product listing, is disabled, cancelled, discontinued, removed, transferred, or otherwise modified or removed for any reason.
• c) Cancellation. You may cancel the Subscription Services (including CD Services) at any time by navigating to the “My Purchases” section of your user dashboard, clicking the “Manage” button associated with the Creator Tool, and selecting “Cancel” or by contacting us at support@spri.ng. You must cancel your Subscription Services (including CD Services) before it renews in order to avoid billing of the next periodic Subscription Fee to your account.
  YOUR CANCELLATION MUST BE RECEIVED BEFORE THE RENEWAL DATE IN ORDER TO AVOID CHARGES FOR THE NEXT SUBSCRIPTION PERIOD.
  In the event that your domain, webstore, listings, and/or account are disabled for violations of Spring’s policies, you will be responsible for cancelling your subscription and shall not be entitled to a refund for any CD Services related to the affected domain.

12. No Publicity. You may not make any public statements regarding the CD Services, including, without limitation, any publication, review, or evaluation, without prior written approval from Spring.

Domain Purchase Agreement

Master Domain Registration Agreement

View the master agreement here

ICANN Registrant Education Materials

View the materials here

ICANN Registrant Rights and Benefits

View your rights and benefits here

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Spring’s custom product service is operated by Amaze Holding Company (“Spring”), located at 342 Monmouth Street, 2nd Floor, Newport, KY 41071, USA and its subsidiaries (collectively, “Spring”). Spring’s custom product services, including its Sourcing Service and Fulfillment Service (collectively, the “CP Services” or “Custom Product Services”) allows independent sellers and creators (“Creator”, “you”) the ability to procure and sell custom manufactured products (“Goods”). Spring can receive your existing custom products or source the manufacture of custom products for you. Spring will then store your custom products at Spring’s fulfillment centers and handle customer orders, customer payments, picking, packing, shipping, and customer service. The CP Services are offered subject to these terms of service (the “CP MSA”), Spring’s Terms of Service, located at https://www.spri.ng/policies/spring-terms-of-service (the “Spring Terms”) and any written work order signed by both the Creator and Spring (each a “Work Order”). This CP MSA does not itself obligate Creator to utilize the CP Services, nor does it obligate Spring to accept orders for the CP Services unless and until a written Work Order is accepted by both Creator and Spring. The Spring Terms and each Work Order are incorporated herein by reference. Capitalized terms used but not defined in the CP MSA shall have the meanings ascribed to them in the Spring Terms.

Solely with respect to the CP Services, this CP MSA, any Work Order, and the Spring Terms shall, to the extent possible, be construed as consistent and complementary. Solely with respect to the CP Services, in the event of a conflict between this CP MSA, the Spring Terms, and/or any Work Order, the following order of preference shall prevail: (1) First priority shall be each Work Order, in order of the effective date thereof, with the most recent having priority; (2) Second priority shall be the main body of the CP MSA; and (3) Third priority shall be the Spring Terms. Any new features added to or augmenting the Custom Product Services are also subject to this CP MSA.

1. Sourcing Service.

(a) The “Sourcing Service” includes, without limitation, (a) the development and facilitation of manufacture of Goods by Spring on behalf of Creator, Spring will only source Goods at the written instruction of Creator. Spring will use commercially reasonable efforts designed to ensure that Goods are free from material defects.

b) Product Approval Process for Sourcing Service. For the Sourcing Service, the development and manufacture of the Goods is subject to the following approval process:

(i) Design Phase. Prior to the commercial manufacture of the Goods, Creator shall be entitled, at Creator’s request and expense, to receive representative samples of the Goods (hereinafter the “Pre-Production Samples”). Spring will provide a quote to Creator for the cost of each such Pre-Production Sample, and if accepted by Creator, will be payable in advance of receiving the Pre-Production Sample. Creator may approve or disapprove the manufacture of such Goods as represented by the Pre-Production Sample. In the event Creator does not approve or disprove the Pre-Production Sample within five (5) days of receipt of the Pre-Production Sample, such failure automatically constitutes disapproval by Creator. In the event of disapproval of the Pre-Production Sample, Creator will use reasonable commercial efforts to include the reason(s) for its disapproval, and Spring shall be entitled to cease providing the CP Services with respect to the Goods in question and may require additional fees or advance payment as a condition of resuming the CP Services with respect to the Goods in question.

(ii) Manufacturing Phase. Once commercial manufacture has begun, and prior to shipment to customers, Creator shall be entitled, at Creator’s request and expense, to receive samples of the Goods (“Manufactured Samples”). Spring will provide a quote to Creator for the cost of each such Manufactured Sample, and if accepted by Creator, will be payable in advance of receiving the Manufactured Sample. In the event that the Manufactured Sample substantially and materially differs from the approved Pre-Production Sample, Creator shall notify Spring within five (5) days of receipt of the Manufactured Sample, and Creator’s sole remedy will be to request that Spring cease further manufacture unless authorized by Creator, in which case Spring will have the right to cancel any Orders for such Goods. In the event that Creator fails to notify Spring within five (5) days of receipt of the Manufactured Sample, such failure automatically constitutes approval by Creator with respect to Manufactured Sample.

(iii) Changes to Approved Products. At Spring’s request, prior to the institution of any substantive material changes to Goods previously approved for manufacture, Spring shall furnish to Creator for Creator’s approval, one (1) Pre-Production Sample, in accordance with the provisions set forth herein, as well as one (1) Manufactured Samples manufactured in accordance with such new method. Creator acknowledges and agrees, however, that if Spring makes any minor changes, such as non-material design changes that do not materially affect the quality of the Designs (for example, similar color or fabrics), Spring shall not be required to submit a Pre-Production Sample as described above with respect to such changes.

(iv) Creator Disapproval. With respect to all approval and inspection rights of Creator herein, Creator shall make good faith efforts to provide written explanation for any disapproval along with any suggestions for alteration necessary to obtain approval. Any approval or disapproval by Creator shall not constitute a waiver of either party’s rights or duties under any provision of this CP MSA. In the event Creator does not approve in writing or a Pre-Production Sample of Manufactured Sample (as applicable), Creator shall remain liable to Spring for all fees and costs properly incurred by Spring with respect to the disapproved items.

(c) Quality Control. Any subcontractors, suppliers or other third parties engaged by Spring in connection with the manufacture of the Goods are the full responsibility of Spring. The quality of all Goods manufactured by Spring will conform to any quality standards set forth in this CP MSA or Work Order.

2. Fulfillment Service.

(a) The “Fulfillment Service” includes, without limitation, (a) receipt, storage, picking, packaging, and shipment of Goods that are sourced by either: (1) Spring via the Sourcing Service, or (2) the Creator and delivered by Spring or the Creator to Spring’s facility (“Creator-Sourced Goods”), (b) the processing of customer orders of the Goods (the “Orders”), (c) the listing and marketing of the Goods via Spring’s proprietary platform located at https://spri.ng, and (d) customer service relating to the Orders.

(b) Delivery of Creator-Sourced Goods. Creator is responsible for shipping Creator-Sourced Goods to Spring at the location designated by Spring (“Spring Warehouse”), including all shipping costs associated with any shipment of Creator-Sourced Goods to Spring. Creator must provide Spring with at least 14 days’ prior written notice of the anticipated date of delivery. Spring will take possession of the Creator-Sourced Goods at time of delivery to the designated Spring location. Creator retains risk of loss for the Creator-Sourced Goods during shipment until delivery to the Spring Warehouse. For clarity, Spring will not be responsible for any loss or damage to Goods that occurred prior to delivery to Spring’s Warehouse.

(c) Pre-Sales. Unless stated otherwise in an applicable Work Order, the pricing set forth in the work order is based upon a minimum order quantity (the “MOQ”). Creator will work with the Spring to run a pre-sales campaign to create product awareness and drive sales of the Goods. At the end of the pre-sales campaign, if the number of pre-orders equals or exceeds the MOQ then Spring will arrange for the manufacture and delivery of a quantity of the Goods, based on the quantity sold during the pre-sales campaign.  In the event that the number of orders does not exceed the MOQ then the orders will be cancelled, customers refunded, and Spring’s obligations with respect to the product in question shall cease and Creator shall not be entitled to refund of any fee already paid.

3. Inventory.

(a) Title/Risk of Loss. Ownership and title to Goods remains with Creator at all times until delivery to a customer pursuant to an Order. Upon such delivery, risk of loss, damage, or destruction for the Goods passes to Spring, and will remain with Spring until either: (a) if purchased on the Spring platform, the Goods are tendered to the carrier for delivery to the customer; or (b) if deemed unsellable or not purchased on Spring’s platform, upon pickup at Spring’s Warehouse by Creator or its designee for return, donation, destruction, or otherwise.

(b) Unsold Goods. Spring is not responsible for any unsold Goods, therefore if the Creator does not sell the Goods, Spring is not liable and Creator remains responsible for all fees. The Creator is responsible for disposal of any unsold Goods. Any refunds or chargebacks for the Goods are the responsibility of the Creator. Inventory stored with Spring is the Creator’s responsibility and Creator is solely responsible of obtaining insurance coverage for the Goods.

4. Fees.

(a) Sourcing Service. Creator shall pay Spring a sourcing fee as set forth in the applicable Work Order (the “Sourcing Fee”).

(b) Fulfillment Service. Creator shall pay Spring a per-unit fulfillment fee as set forth in the applicable Work Order (the “Fulfillment Fee”).

(c) “Advance Payment. Prior to and as a condition of Spring providing any Custom Product Services, Spring may, in its sole discretion, require an upfront, nonrefundable, payment (the “Advance”). The amount of such Advance shall be set forth in the applicable Work Order.

(d) Special Packaging. In the event that the Goods require special packaging, kitting, assembling, or other specialty services, and Creator consents in writing to the fact and cost of such special packaging after notice from Spring, or Creator requests special packaging, Creator shall owe an additional fee (the “Special Packaging Fee”). The amount of the Special Packaging Fee shall be determined in Spring’s sole discretion and set forth in the applicable Work Order,

(e) Adjustments. Spring will give Creator prior written notice of any proposed adjustments to its pricing in response to currency fluctuations, imposition of tariffs, or changes in underlying costs, including but not limited to, currency conversion rate changes, conversion fee changes, and/or discount rate changes’. Spring shall have the right to increase any fees in a particular executed Work Order upon thirty (30) days prior written notice to Creator by the greater of (a) 6% of the applicable existing fees; or (b) the percentage increase from the preceding 12 months in the Consumer Price Index or, if this index ceases to be published, any other consumer price index published in substitution. Increases shall apply to all Work Orders executed or renewed after the effective date of the increase.

(f) Currency. All dollar amounts stated in this CP MSA and the website will be in US dollars unless otherwise specified.

(g) Spring Payments to Creator. Spring will process all customer orders and collect customer payments for the Goods via the Spring platform, located at https://spri.ng. Payment of proceeds due Creator shall be made, after deduction of all applicable fees and costs, pursuant to the Spring Terms. Creator acknowledges and agrees that the Spring may recalculate Creator’s payout balance based on any refunds, holds, or chargebacks relating to said payout balance. In the event that Creator requests a payout of funds that require recalculation, Spring may hold such payout until the recalculation is complete.

5. General Conditions.

(a) Subject to this CP MSA, Creator may access and use the Custom Product Services only for lawful purposes. All rights, title, and interest in and to the Custom Product Services and its components, including all data, reports, text, images, sounds, video, and content, including any offline reports, pricing matrices, or other content, made available through any of the foregoing (collectively, “Spring Content”), will remain with and belong exclusively to Spring.

(b) Creator shall comply with any codes of conduct, policies or other notices Spring provides or publishes in connection with the Custom Product Services, and shall promptly notify Spring if Creator learns of a security breach related to the Custom Product

(c) Creator agrees not to access the Custom Product Services by any means other than through the interface that is provided by Spring for use in accessing the Custom Product Services.

6. Creator Content.

(a) Creator is solely responsible for all data, information, text, content, and other materials that Creator uploads, posts, delivers, provides, or otherwise transmits or stores in connection with or relating to the Custom Product Services (excluding any Spring Content) (“Creator Content”).

(b) By utilizing the Custom Product Services, Creator hereby does and shall grant Spring, during the Term, a worldwide, non-exclusive, royalty-free, fully paid, sublicensable and transferable license to use, modify, reproduce, distribute, display, publish and perform Creator Content in connection with (1) the provision of the Custom Product Services, (2) the internal operations and functions of Spring, its successors by merger, reorganization or acquisition during the existence of such corporate entities, and any vendors contracted by Spring to perform such operations and functions, including, but not limited to, operational analytics and reporting, internal financial reporting and analysis, audit functions and archival purposes, and (3) marketing of Creator Content during the Term of this CP MSA.

(c) Spring has the right, but not the obligation, to monitor the Custom Product Services and Creator Content. Creator further agrees that Spring may remove or disable any Creator Content at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content), or for no reason at all.

(d) Creator understands that the operation of the Custom Product Services, including Creator Content, may be unencrypted and involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Custom Product Services. Accordingly, Creator acknowledges that it bears sole responsibility for adequate security, protection, and backup of Creator Content.

(e) Spring may preserve Creator Content and may also disclose Creator Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce this CP MSA; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Spring, its users, or the public.

(f) Creator Content shall not include any personal data of Creator or its affiliates, except with the prior written consent of To the extent Creator intends to include any personal data in Creator Content, Creator acknowledges such inclusion of personal data in Creator Content may require an amendment to this CP MSA (as determined by Spring in its discretion) and Creator hereby agrees, upon request from Spring, to negotiate any such amendment in good faith.

7. Creator’s Spring Account.

(a) Account Maintenance. In order to use the Custom Product Services, Creator must have a Spring account in good standing and in full compliance with this CP MSA and the Spring Terms (“Account”). Creator shall be responsible for maintaining the security of Creator’s Account, passwords and files, and for all uses of Creator’s Account with or without Creator’s knowledge or consent. Spring reserves the right to access Creator’s Account in order to respond to Creator’s requests for technical support.

(b) Deduction of Service Fees. Creator acknowledges and agrees that Spring is entitled to deduct from Creator’s Account balance any unpaid fees, costs, or charges of any kind incurred pursuant to Creator’s use of the Custom Product Services subject to Spring’s obligation to provide an accounting of all such deductions and backup documentation if requested by Creator.

(c) Unpaid Fees. If any fees, costs or charges of any kind relating to this CP MSA remain unpaid by Creator for a period greater than 30 days, Spring will first attempt to collect the overage from Creator by sending written notice, and if the amount remains undisputed and unpaid for 30 days, Spring then reserves the right, at its sole discretion, to sell, auction, liquidate, destroy or otherwise dispose of or remove the unsold Goods from Spring’s facilities (“Liquidation Proceeds”). The parties further agree that the prevailing party in any such dispute is entitled to its reasonable costs and expenses in its efforts to remove the unsold Goods. Creator shall also remain liable for any amounts due above and beyond the Liquidation Proceeds.

8. No Access to Spring Facilities

Under no circumstances, and at no time, during the Term or after, is Creator permitted to enter Spring’s Warehouse, facilities, fulfillment centers, or premises without prior express notice. As the Goods may be commingled with the goods of other vendors in Spring’s facilities, under no circumstances, during the Term or after, may Creator access the Goods while the Goods are stored in Spring’s facilities, without prior express consent of Spring.

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9. Marketing

Spring reserves the right to use Creator’s personal name and/or company name as a reference for marketing or promotional purposes on Spring’s website and in other communication with existing or potential Spring customers during the Term of this CP MSA. To decline Spring this right Creator must email creatorhelp@spri.ng stating that Creator does not wish to be used as a reference.

10. Insurance

Creator acknowledges that the Goods stored or warehoused by Spring may not be insured against loss or damage by Spring, and Creator shall be solely responsible for obtaining insurance coverage for the Goods. Creator acknowledges that Spring has highly recommended that Creator purchase general liability and business property insurance from a reputable insurance provider notwithstanding the value of the Goods.

11. Storage Duration Limit

(a) Sourcing and Fulfillment Service. Any unsold Goods remaining after all pre-orders are fulfilled, shall be stored for no more than 60 days. In the event customer orders for such Goods are placed during that 60-day period then any remaining Goods may be stored for up to an additional 30 days.

(b) Fulfillment Service Only. Goods received pursuant to the Fulfillment Only service will be stored for no more than 60 days following receipt. In the event customer orders for such Goods are placed during that 60-day period then any remaining Goods may be stored for up to an additional 30 days.

(c) Disposal of Unsold Goods. If any Goods remain after expiration of the applicable storage period pursuant to this Section 11 (“Storage Duration Limit”), Creator shall have the option to have any remaining inventory either destroyed, donated, or shipped back to Creator, at Creator’s expense. If Creator does not exercise this option within thirty (30) days following expiration of the applicable Storage Duration Limit then Spring may destroy, donate or otherwise dispose of the Goods, in its sole discretion, at Creator’s sole expense.

12. Customer Orders.

(a) Order Processing. Upon actual receipt of the Goods at a Spring fulfillment facility, customer Orders will begin to be processed and labeled, beginning with outstanding and pending Orders. Spring will use commercially reasonable efforts to fulfill customer Orders as they arrive. Spring makes no representation or warranty that any particular order will be fulfilled within any specific time frame. Creator acknowledges that additional time may be required for special kitting, picking or any alterations in regular process.

(b) Return/Refund Policy. Creator acknowledges that Spring will not allow return/refunds of any customer order except those required by law. If Creator wishes to institute a more generous return/refund policy, Creator may advise Spring accordingly and agree to allow Spring to holdback an additional percentage of gross sales to cover the projected additional costs of such a policy. Spring shall have the sole discretion and authority to determine the amount of any such holdback. In the event Spring returns Creator’s shipment for any reason, Creator will be assessed a return shipment fee equivalent to the actual cost of shipping to the Creator. Creator shall be solely responsible for any fees assessed by any carrier as a result of any shipments of Goods that are returned by the carrier for any reason

(c) Shipping Costs. Carrier costs, customs, duties, and taxes for customer orders are passed on directly to customers as part of the purchase price pursuant to the Spring Terms and related policies.

(d) Fulfillment Network. Spring may distribute Goods between fulfillment centers in its fulfillment network (and partner warehouses) for efficiency in fulfilling and shipping Orders; while such distribution will not affect availability to fulfill and ship Orders, it may affect the amount of sales tax on any such Goods.

(e) Personal Data. Each party represents and warrants that they shall not share any or use any Personal Data they may collect in furtherance of this CP MSA with the other party except subject to, and as may be permitted by, the Spring Terms, Spring’s Privacy Policy located at https://www.spri.ng/policies/spring-terms-of-service?section=privacy and any separately agreed-upon Data or Privacy agreement. As used, “Personal Data” means any information relating to any identified or identifiable natural person, household, or device.

13. Required Removals.

Spring may, at its sole discretion, require that Creator remove unsuitable or unsold Goods from its distribution Spring will notify Creator if it has any inventory that requires removal. If Creator does not remove the inventory within 30 days of receiving a required removal notice, Spring may ship the inventory back to Creator or Spring may elect to dispose of the inventory. Creator is responsible for any related fees and costs.

14. Representations and Warranties.

(a) Creator Warranties. Creator represents and warrants to Spring that (i) Creator owns all Creator Content or has obtained all permissions, releases, rights or licenses required to advertise, display, sell, create, ship or engage in Creator’s posting and other activities (and allow Spring to perform its obligations) in connection with the Custom Product Services without obtaining any further releases or consents; (ii) Creator Content and other activities in connection with the Custom Product Services, and Spring’s exercise of all rights and license granted by Creator herein, do not and will not violate, infringe, or misappropriate any third party’s copyright, trademark, right of privacy or publicity, or other personal or proprietary right, nor does Creator Content contain any matter that is defamatory, obscene, unlawful, threatening, abusive, tortious, offensive or harassing; and (iii) Creator, its agents, servants and representatives are all over eighteen (18) years of age or older. The foregoing warranties are in addition to Creator warranties set forth in the Spring Terms.

(b) Spring Warranties. With regard to the Sourcing Services and Fulfillment Services only, Spring represents and warrants that: (i) to the extent that the Goods developed by Spring as part of the Sourcing Services do not include Creator Content or Creator-Sourced Goods, such Goods will materially comply with commercially reasonable industry standards related to health, safety, and hazardous materials; and (ii) Spring has obtained all required and necessary permits, authority and authorization that are required under applicable law to perform its obligations under this CP MSA. Should Spring become subject to any voluntary or involuntary order of the CPSC or any other regulatory agency, involving the recall of any of the Goods manufactured because of safety, health, or other hazards or risks to the public, Spring shall comply with such recall order in a timely commercial manner and/or in a manner required under such order.

(c) Nothing in this CP MSA shall obligate Spring to investigate, inspect or otherwise evaluate the Creator for compliance with the above representations and warranties.

15. DISCLAIMER OF WARRANTIES.

(a) The Custom Product Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Spring or by third-party providers, or because of other causes beyond our reasonable control, but Spring shall use reasonable efforts to provide advance notice in writing or by email of any scheduled service disruption. HOWEVER, THE CUSTOM PRODUCT SERVICES, INCLUDING THE SPRING PLATFORM AND SPRING CONTENT, AND ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND (EXCEPT AS EXPRESSLY PROVIDED IN THIS CP MSA), AND SPRING EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CREATOR ACKNOWLEDGES THAT SPRING DOES NOT WARRANT THAT THE CUSTOM PRODUCT SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, NOR DOES SPRING MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE CUSTOM PRODUCT SERVICES, AND NO INFORMATION, ADVICE OR SERVICE OBTAINED BY YOU FROM SPRING OR THROUGH THE CUSTOM PRODUCT SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS CP MSA.

(b) Additional Disclaimers. Spring shall not be held liable for complying with Creator’s instructions through the Custom Product Services. You understand that Spring does not take responsibility for the business decisions that you make and implement through the Custom Product Services. Spring is not responsible for items damaged during the pick and pack process or for breakage of items during transit that have been picked and packed by Spring.

16. Limitation of Liability.

(a) UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (EXCEPT FOR INTENTIONAL TORTS OR WILLFUL INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS SOLELY ARISING FROM SPRING CONTENT) SHALL SPRING BE LIABLE TO CREATOR OR ANY THIRD PARTY UNDER THIS CP MSA FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, OR (B) FOR ANY DIRECT DAMAGES, COSTS, LOSSES OR LIABILITIES IN EXCESS OF THE FEES ACTUALLY PAID BY CREATOR IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM OR, IF NO FEES APPLY, ONE HUNDRED ($100) U.S. DOLLARS. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS CP MSA BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THIS CP MSA.

(b) IN THE EVENT THAT THE ABOVE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES IS DEEMED UNENFORCEABLE FOR ANY REASON, SPRING’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

(c) IN THE EVENT OF LOSS, DAMAGE OR DESTRUCTION OF THE GOODS (“INVENTORY LOSS”) FOR WHICH SPRING IS LEGALLY LIABLE, YOU DECLARE THAT SPRING’S LIABILITY SHALL BE LIMITED TO $.50 PER POUND FOR SAID LOST, DAMAGED, AND/OR DESTROYED GOODS.

(d) IN NO EVENT SHALL SPRING BE LIABLE FOR ANY LOST SALES REVENUE FROM INVENTORY LOSS. SPRING’S MAXIMUM LIABILITY FOR INVENTORY LOSS WILL BE CAPPED AT 5% OF THE TOTAL PRODUCT VALUE OR ONE MONTH OF THE AVERAGE BILLABLE STORAGE, WHICHEVER IS LOWER (“INVENTORY DAMAGES CAP”).

(e) IN THE EVENT OF INVENTORY LOSS DUE TO INVENTORY COUNT INACCURACIES, INACCURATE INVENTORY COUNTS DURING RECEIVING OR INVENTORY COUNT INACCURACIES AT ANY TIME THAT SPRING IS IN POSSESSION OF INVENTORY FOR WHICH THE CLAUSES ABOVE ARE DETERMINED TO BE INAPPLICABLE AND SPRING IS HELD LEGALLY LIABLE, CREATOR AGREES THAT IT WILL BE CONSIDERED AN “INVENTORY LOSS” AND SPRING’S LIABILITY SHALL BE LIMITED AS STATED IN ABOVE. IN NO EVENT SHALL SPRING BE LIABLE FOR ANY LOST SALES REVENUE FROM THE INVENTORY LOSS DUE TO INVENTORY COUNT INACCURACIES.

(f) SPRING’S LIABILITY REFERRED TO IN THIS SECTION SHALL BE CREATOR’S EXCLUSIVE REMEDY AGAINST SPRING FOR ANY CLAIM OR CAUSE OF ACTION WHATSOEVER RELATING TO LOSS, DAMAGE AND/OR DESTRUCTION OF INVENTORY AND SHALL APPLY TO ALL CLAIMS INCLUDING INVENTORY SHORTAGE AND MYSTERIOUS DISAPPEARANCE CLAIMS UNLESS CREATOR PROVES BY AFFIRMATIVE EVIDENCE THAT SPRING CONVERTED THE INVENTORY TO ITS OWN USE. CREATOR WAIVES ANY RIGHTS TO RELY UPON ANY PRESUMPTION OF CONVERSION IMPOSED BY LAW.

17. Indemnification.

Creator shall defend, indemnify, and hold harmless Spring from and against any claims, actions, or demands, including without limitation reasonable legal and accounting fees, arising, related to, or resulting from Creator’s breach of this CP MSA, any of Creator Content (including any allegation that such Creator Content infringes any intellectual property rights of any third party), Creator’s other access, contribution to, use or misuse of the Custom Product Services. Spring shall provide notice to Creator of any such claim, suit, or Spring reserves the right to assume the exclusive defense and control, at its own expense, of any matter which is subject to indemnification under this section at its own expense. Each party agrees to cooperate with any reasonable requests assisting the defense of any matter by any party, its insurance carrier(s), and defense counsel.

18. S. Government Matters.

Creator may not remove or export from the United States or allow the export or re-export of the Custom Product Services or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority.

19. Miscellaneous.

(a) Term. The term of this CP MSA shall commence upon execution of a Work Order and shall continue until the obligations of the parties with respect to all Work Orders have been fulfilled, unless earlier terminated in accordance with this CP MSA or the Spring Terms.

(b) Termination. Either party may terminate this CP MSA and any Work Orders, effective on the date of written notice to the other party, if the other party: (i) materially breaches this CP MSA, and such breach is incapable of cure, or with respect to a material breach capable of cure, the defaulting party does not cure such breach within thirty (30) days after receipt of written notice of such breach. Spring may terminate this CP MSA or any Work Order upon thirty (30) days’ notice to Creator. In addition, Spring determines in its business judgment that the sale of any Goods is or is at risk of creating material reputational harm to Spring, Spring may terminate this CP MSA upon written notice to Creator. Except as expressly required by law, in the event of termination of this CP MSA by Spring, Spring will not be liable to Creator for compensation, reimbursement, or damages on account of the loss of prospective profits or anticipated sales or on account of expenditures, investments, or commitments in connection with the business or goodwill of Creator.

(c) Effect of Termination. For any accepted yet unfulfilled Orders, upon any termination or expiration of this CP MSA, Spring may, at its discretion (1) continue to process and deliver, and Creator will pay Spring for, any Goods ordered pursuant to Orders accepted by Spring prior to the effective date of such termination or expiration, or (2) cancel such Orders. Termination will not relieve either party of liability or payment obligations incurred prior to the effective date of the termination. Rights and obligations of the parties that, by its nature, should survive termination or expiration of this CP MSA will survive any such termination or expiration, including Sections 11(c), 16, 17, and 19(c).

(d) No additional rights. Any rights not expressly granted herein are reserved by Spring and no license or right to use any trademark of either party or any third party is granted to the other party except solely in connection with the Custom Product Services during the Term.

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