1. INTRODUCTION

Leisure Piece, LLC (the “Company”, “we”, or “us”) is a company that sells premium quality licensed wall art, photography, and decor (the “Services”) through its online e-commerce website, www.leisurepiece.com (the “Site”).

These Terms of Service (the “Agreement” or “Terms”) contain the terms, conditions,
responsibilities, and expectations that govern your access to and use of the
Site and the Services provided by the Company is an agreement between us and
you or the entity you represent (“you” or “your”). Please read this Agreement
carefully before using the Site or the Services. By using the Site, clicking a
button or checkbox to accept or agree to these Terms where that option is made
available, clicking a button to use or access any of the Services, completing a purchase (an “Order”), or,  if earlier, using or otherwise accessing the Services (the date on which any of the events
listed above occur being the “Effective Date”), you (1) accept and agree to
these Terms and any additional terms, rules and conditions of participation
issued by the Company from time to time and (2) consent to the collection, use,
disclosure and other handling of information as further described herein. If
you do not agree to the Terms or perform any and all obligations you accept
under the Terms, then you may not access or use the Services.

You represent to us that you are lawfully able to enter into contracts. If you are
entering into this Agreement for an entity, such as the company you work for,
you represent to us that you have legal authority to bind that entity. Additionally,
you represent that to the extent you connect a digital wallet in order to make
use of the Services, that you are the owner of the wallet or are an authorized
legal representative of the owner of the wallet who has received permission to
connect the wallet.

2. THE SERVICES

2.1 General. You may only access and use the Services in accordance with this
Agreement. You agree to comply with the terms of this Agreement and all laws,
rules and regulations applicable to your use of the Services.

2.2 Services and Access. The Services consist of the Site, which enables users or customers to
browse and purchase “made to order” premium pieces of wall art, photography, or
décor (“Pieces” or individually a “Piece”). The Company makes use of third
parties (“Third Party Service Providers”) to provide a variety of technical
solutions and services in order to deliver the Services to you. You consent to
the Company sharing any information it deems necessary with Third Party Service
Providers in order to improve the Services and your overall experience.

2.3 Orders. The placement of an Order by you vis a vis the Site does not guarantee
delivery or availability of an individual Piece but rather it merely denotes
receipt of a request for that specific Piece or Piece(s) by the Company that
the Company will attempt to fulfill through its suppliers and vendors. Each
Order is subject to availability and the Company’s ability to fulfill the Order
at a cost that is satisfactory to the Company. Once an Order is received and
reviewed by the Company, the Company will issue you a confirmation notice and
an estimated delivery date/time. Please note that delivery estimates are merely
approximations of when a Piece may be delivered to you but by no means is it
nor is it intended to be construed as a guarantee that the Piece will be
delivered at that specific date or time. You acknowledge and accept that the
Company reserves the right to cancel any Order at any time for any reason. You
bear all risk of loss with respect to an individual Piece once the Company has
delivered the Piece(s) to a common carrier.

2.4 Refunds. Generally speaking, the Company does not keep an existing stock or
inventory of individual Pieces, which means that each Piece is made
specifically for you. As such, once the Company has accepted and confirmed an
order, it has incurred expenses it cannot later recoup and therefore each Piece
is non-refundable, non-returnable, and non-exchangeable. You may however
attempt to cancel your Order prior to receiving confirmation of the Order from
the Company but such a request may only be honored in the sole discretion of
the Company. However, if there is a material defect with the Piece such as
visible damage to the Piece or if there are errors with respect to the
dimensions of the Piece or if it is a different Piece than what you had
originally ordered, the Company will engage in reasonable efforts to correct
any such defects.

2.5 Changes to the Services. You acknowledge and accept that the Company may in its sole discretion choose to modify or change the nature or scope of the Services offered. No
modification or change with respect to the Services shall result in a reduction
of the price or fee charged for the Services nor shall you be entitled to a
rebate of any kind.

3. USER RESPONSIBILITIES

3.1 Use of the Services. For any Services, whether they require that you set up an account with
the Company or not, and except to the extent caused by our breach of this
Agreement, (a) you are responsible for all activities that occur with respect
to your use of the Services, regardless of whether the activities are
authorized by you or undertaken by you, your employees or a third party
(including your contractors, agents or other users of the Services), and (b) we
and our affiliates are not responsible for unauthorized access to the Services
or your account, including any access that occurred as a result of fraud,
phishing, or other criminal activity perpetrated against you by third parties.
You will ensure that your use of the Services does not violate any applicable
law.

4. INTELLECTUAL PROPERTY

4.1 Company Intellectual Property. You acknowledge and accept that the Services, the Site, and any content contained therein, which includes but is not limited to the underlying source
code, written copy, supplier information, product descriptions, certain images,
and the Company’s marks including and especially the “Leisure Piece” mark are
the sole and exclusive property of the Company (“Company Intellectual
Property”). Unless otherwise agreed to in writing, nothing in this Agreement
shall be construed as providing you or your affiliates with ownership in or a
license to Company Intellectual Property.

4.2 Third Party Intellectual Property. The vast majority of Pieces available to order via the Services and/or the Site are licensed images or artwork, which are subject to copyright, trademark, or other intellectual property protections. The Company does not own the underlying rights to the individual Pieces and as such does not convey or purport to convey any rights in the underlying intellectual property. You acknowledge that by purchasing a piece you are merely receiving a copy of
the underlying copyrighted and/or trademarked work and do not have any rights
that would otherwise be enjoyed by owners or licensees of the underlying work. You further acknowledge and accept that as a licensee of the underlying works, the Company is subject to the terms and conditions of the license between the owner of the work and the Company, which may restrict where, how, to whom, and how many Pieces containing the underlying work the Company may sell.

5. BINDING ARBITRATION AND CLASS ACTION WAIVER

5.1 Binding Arbitration. Any dispute, claim or controversy (“Claim”) relating in any way to this
Agreement, the Site, or your use of the Services will be resolved by binding
arbitration as provided in this Section, rather than in court, except that you
may assert claims in small claims court if your claims qualify.

5.1.1. If you are located in the United States: This Agreement and any dispute
or claim (including non-contractual disputes or claims) arising out of or in
connection with it or its subject matter or formation shall be governed by and
construed in accordance with the laws of the State of California. The Federal Arbitration Act and federal arbitration law apply to this Agreement. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual
basis the same damages and relief as a court (including injunctive and
declaratory relief or statutory damages), and must follow the terms of this
Agreement as a court would. The arbitration will be conducted in accordance
with the expedited procedures set forth in the JAMS Comprehensive Arbitration
Rules and Procedures (the “Rules”) as those Rules exist on the effective date
of this Agreement, including Rules 16.1 and 16.2 of those Rules. The arbitration shall be overseen by a single arbitrator, who shall be selected exclusively by the Company, and you waive any right to participate in the selection of the Arbitrator. The arbitrator’s decision shall be final,
binding, and non-appealable. Judgment upon the award may be entered and
enforced in any court having jurisdiction. Neither party shall sue the other
party other than as provided herein or for enforcement of this clause or of the
arbitrator’s award; any such suit may be brought only in a California State
court of competent jurisdiction or a federal court located in the State of California. The arbitrator, and not any federal, state, or local court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, unconscionability, arbitrability, enforceability, or formation
of this Agreement including any claim that all or any part of the Agreement is void or voidable.If for any reason a claim proceeds in court rather than in arbitration we and you waive any right
to a jury trial.

5.1.2. If you are located in the United Kingdom: This agreement and any dispute
or claim (including non-contractual disputes or claims) arising out of or in
connection with it or its subject matter or formation shall be governed by and
construed in accordance with the law of England and Wales. Any dispute, claim or controversy relating in any way to this Agreement, the Services, your use of the Services, or to any products or services licensed or distributed by us will be resolved by binding arbitration as provided
in this clause. Prior to commencing any formal arbitration proceedings, parties
shall first seek settlement of any claim by mediation in accordance with the
LCIA Mediation Rules, which Rules are deemed to be incorporated by reference
into this clause. If the dispute is not settled by mediation within 14 days of the
commencement of the mediation, or such further period as the parties shall
agree in writing, the dispute shall be referred to and finally resolved by
arbitration under the LCIA Rules, which are deemed to be incorporated by
reference into this clause. The language to be used in the mediation and in the
arbitration shall be English. The seat or legal place of arbitration shall be
London.

5.1.3 Class Action Waiver. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS
AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS, AND NOT AS A PLAINTIFF OR CLASS
MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU AND WE
EXPRESSLY WAIVE ANY RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS
BASIS. Unless both you and the Company agree, no arbitrator or judge may
consolidate more than one person’s claims or otherwise preside over any form of
a representative or class proceeding. The arbitrator may award injunctive
relief only in favor of the individual party seeking relief and only to the
extent necessary to provide relief warranted by that party’s individual claim. If a court decides that applicable law precludes enforcement of any of
this paragraph’s limitations as to a particular claim for relief, then that
claim (and only that claim) must be severed from the arbitration and may be
brought in court. If any court or arbitrator determines that the class action
waiver set forth in this paragraph is void or unenforceable for any reason or
that an arbitration can proceed on a class basis, then the arbitration
provision set forth above shall be deemed null and void in its entirety and the
parties shall be deemed to have not agreed to arbitrate disputes.

5.1.4. 30-Day Right to Opt Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of
your decision to opt-out to the email address ____________________________ with
subject line LEGAL OPT OUT. The notice must be sent within 30 days of your first use of the Services,
otherwise you shall be bound to arbitrate disputes and will be deemed to have
agreed to waive any right to pursue a class action in accordance with the terms
of those paragraphs. If you opt-out of these provisions, we will also not be
bound by them.

6. LIMITATION OF LIABILITY

6.1 TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE THAT IN NO EVENT WILL
THE COMPANY OR ITS AFFLIATES BE LIABLE TO YOU OR ANY THIRD PARTY (A) FOR ANY
LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR
PUNITIVE DAMAGES ARISING FROM THESE TERMS OR THE SERVICES OR FOR ANY DAMAGES
RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED
SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY
STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR
OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF THE COMPANYS OR ITS SERVICE
PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (B) FOR ANY
OTHER CLAIM, DEMAND, OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF THE DELIVERY, USE, OR PERFORMANCE OF THE
SERVICES. ACCESS TO, AND USE OF, THE SERVICES ARE AT YOUR OWN DISCRETION AND
RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM
OR MOBILE DEVICE OR LOSS OF DATA RESULTING THEREFROM.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS, THE ACCESS TO AND USE OF THE SERVICES EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT RECEIVED BY THE COMPANY FOR I TO YOU DIRECTLY RELATING TO THE SERVICES. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not allow the exclusion or limitation of incidental or
consequential damages, so the above limitation or exclusion may not apply to
you. Some jurisdictions also limit disclaimers or limitations of liability for
personal injury from consumer products, so this limitation may not apply to
personal injury claims.

7. INDEMNITY

7.1 You agree to defend, indemnify, and hold harmless the Company, its
affiliates and licensors, and its employees, officers, directors, and
representatives from and against any losses arising out of or relating to any
claim concerning: (a) breach of this Agreement or violation of applicable law
by you; or (b) a dispute between you and any third party. You agree to reimburse
the Company for reasonable attorneys’ fees and expenses, associated with claims
described in (a) and (b) above.

8. TERM AND TERMINATION

8.1 Term. This Agreement shall come into full force and effect as of the Effective
Date and shall remain in effect for as long as you continue to remain a user of
the Services or until it is otherwise terminated by the Company as set forth
herein.

8.2 Termination. If you breach any of the provisions of this Agreement, your access to
the Services shall be automatically terminated. Additionally, notwithstanding
anything contained in these Terms, we reserve the right, with or without notice
and in our sole discretion, to suspend, restrict, disable, terminate, or delete
your account and/or your ability to access or use the Services (or any part of the foregoing) at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that
you have already paid to us.

8.3 Survival. The terms and conditions of this Agreement shall survive the expiration
or termination of this Agreement to the full extent necessary for their
enforcement and for the protection of the party in whose favor they operate. For instance, should this Agreement between you and us terminate, any dispute raised after you stop accessing or using the Services will be subject to the applicable provisions of this Agreement if that dispute relates to your
prior access or use.

9. GOVERNING LAW

9.1 These Terms and your access to and use of the Services shall be governed
by and construed and enforced in accordance with the laws of the State of California
(without regard to conflict of law rules or principles of the State of California, or any other jurisdiction that would cause the application of the laws of any other jurisdiction). Any dispute between the parties that is not subject to arbitration as set forth in this Agreement or cannot be heard in small
claims court, shall be adjudicated by a California State court of competent
jurisdiction or a federal court located in the State of New York.

10. DISCLAIMER

The Company does not guarantee, represent or warrant that your use of the Services will be uninterrupted, timely, secure or error-free.

The Company do not warrant that the results that may be obtained from the use of the Services will be accurate or reliable.

You agree that from time to time the Company may remove the Services for indefinite periods of time or cancel the Services at any time, without notice to you.

You expressly agree that your use of, or inability to use, the Services
is at your sole risk. The Services and all products and services delivered to
you through the Services are (except as expressly stated by us) provided 'as
is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability,
merchantable quality, fitness for a particular purpose, durability, title, and
non-infringement, all of which are hereby disclaimed by the Company.

11. MISCELLANEOUS

11.1 Assignment. You may not assign or otherwise transfer this Agreement or any of your
rights nor delegate any of your obligations under this Agreement, without the prior
written consent of the Company. Any assignment or transfer in violation of this
section will be void. The Company may assign this Agreement without your consent (a) in connection with a merger, acquisition or sale of all or substantially all of the Company’s assets,
or (b) to any affiliate or as part of a corporate reorganization; and effective
upon such assignment, the assignee is deemed substituted for us as a party to
this Agreement and the Company shall be fully released from all of its obligations
and duties to perform under this Agreement. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the parties and their respective permitted successors and
assigns.

11.2 Entire Agreement and Modifications. This Agreement represents the entire agreement between you and the Company regarding the subject matter of this Agreement. If the terms of this
document are inconsistent with the terms contained in any other document or
policy that the Company may promulgate, the terms contained in this document
will control. The Company reserves the right to modify, amend, or change this
Agreement at any time without providing you with advance notice.

11.3 Force Majeure. Neither party nor their respective affiliates will be liable for any
delay or failure to perform any obligation under this Agreement where the delay
or failure results from any cause beyond such party’s reasonable control,
including but not limited to acts of God, utilities or other telecommunications
failures, cyber attacks, earthquake, storms or other elements of nature,
pandemics, blockages, embargoes, riots, acts or orders of government, acts of
terrorism, or war.

11.4 Independent Contractors; Non-Exclusive Rights. Both you and the Company are independent contractors, and this Agreement shall not be construed to create a partnership, joint venture, agency, or employment relationship. Neither party, nor any of their respective affiliates,
is an agent of the other for any purpose or has the authority to bind the
other. Both parties reserve the right (a) to develop or have developed for it products, services, concepts, systems, or techniques that are similar to or compete with the products,
services, concepts, systems, or techniques developed or contemplated by the
other party, and (b) to assist third party developers or systems integrators
who may offer products or services which compete with the other party’s
products or services.

11.5 Eligibility. If you are under the age of majority in your jurisdiction of residence,
you may use the Site or the Services only with the consent of or under the
supervision of your parent or legal guardian.

NOTICE TO PARENTS AND GUARDIANS:

By granting your minor permission to access the Site or Services, you agree to
these Terms of Use on behalf of your minor. You are responsible for exercising
supervision over your minor’s online activities. If you do not agree to these
Terms of Use, do not let your minor use the Site or the Services.

11.6 Language. All communications and notices made or given pursuant to this Agreement
must be in the English language. If we provide a translation of the English
language version of this Agreement, the English language version of the
Agreement will control if there is any conflict.

11.7 Third Party Beneficiaries. Except as otherwise set forth herein, this Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party
to this Agreement.

11.8 Waiver. Any failure by the Company to enforce any provision of this Agreement
will not constitute a present or future waiver of such provision nor limit our
right to enforce such provision at a later time. All waivers by the Company
must be in writing to be effective.

11.9 Severability. If any portion of this Agreement is held to be invalid or unenforceable,
the remaining portions of this Agreement will remain in full force and effect.
Any invalid or unenforceable portions will be interpreted to effect and intent of the original portion. If
such construction is not possible, the invalid or unenforceable portion will be
severed from this Agreement but the rest of the Agreement will remain in full
force and effect.