Terms of Service

1. Acceptance of Terms

By accessing or using The Fashion Week Blueprint (the "Platform"), you agree to be bound by these Terms of Service. If you do not agree, do not use the Platform.

2. Description of Service

The Fashion Week Blueprint is an AI-powered SaaS platform for fashion show and fashion week producers. The Platform provides production planning tools including CRM, document generation, timeline management, budget tracking, email campaigns, casting management, and related services.

3. Accounts

You must provide accurate information when creating an account. You are responsible for maintaining the security of your account credentials. You are responsible for all activity under your account. You must be at least 18 years old to create or hold an account on the Platform.

Working with minors of any age. The Platform supports producers who work with models, performers, and other participants of any age, including children under the age of 13 appearing in kids' runway shows, catalog work, and similar productions. When you, as an account holder, collect, process, or store any personal data of an individual under 18, whether through the casting submission system, the CRM, or any other feature, you represent and warrant that (i) you have obtained verifiable consent from that individual's parent or legal guardian, (ii) for individuals under 13 you have complied with the Children's Online Privacy Protection Act (COPPA) and any equivalent laws, and (iii) you have complied with all applicable child labor, work permit, image release, talent release, and data protection laws in the relevant jurisdiction. The Fashion Week Blueprint LLC is not a party to any agreement between you and a minor or their guardian, and you agree to indemnify us for any claim arising from your handling of any minor's data (see Section 9: Indemnification).

See our Privacy Policy for details on minor data, parental consent, and the producer's role as data controller.

4. Subscription Plans, Billing, Free Trial, and Automatic Renewal

(a) Subscription Plans. The Platform offers tiered subscription plans (Professional, Enterprise, Enterprise Plus) with different feature sets and limits, as described on the pricing page at https://www.fashionweekblueprint.com/pricing. Capacity add-ons may also be available, as described in subsection (L) below.

(b) Payment. Payments are processed through Stripe. Refund rules are set forth in subsection (i) below.

(c) Free Trial. New accounts may be eligible for a free trial period of seven (7) days. No credit card is required to begin a trial. At the end of the trial period, your access to paid features will be restricted unless you select and pay for a subscription plan. Trials are limited to one per person and per organization, are non-transferable, and have no cash value. We reserve the right to modify or discontinue free trials at any time, and to revoke trial access if we determine, in our sole discretion, that a trial is being abused.

Any data you create during the trial will remain in your account if you subsequently subscribe to a paid plan. If you do not subscribe, your trial account and all associated data will be retained for thirty (30) days after the trial expiration date, after which the account and all associated data will be permanently deleted. We will notify you by email approximately three (3) days before trial expiration and again approximately three (3) days before the end of the 30-day post-trial retention window. You may request earlier deletion at any time by contacting support@fashionweekblueprint.com. You may also extend retention by subscribing to a paid plan before the 30-day post-trial window closes. We are not obligated to retain trial data beyond this period, even if you later wish to resume access.

(d) Automatic Renewal Offer Terms.

AUTOMATIC RENEWAL TERMS

The following automatic renewal terms apply to your subscription. By selecting a paid plan and providing payment information, you affirmatively consent to these automatic renewal terms.

Your subscription will automatically renew at the end of each billing period. Unless you cancel before the end of your current billing period, we will automatically charge the payment method on file for the next billing period at the then-current rate. Your subscription will continue until you cancel.

Billing frequency and amount. Your subscription will renew on a monthly or annual basis as selected at signup. The amount charged at renewal will be the then-current rate for your subscription tier, as posted on the pricing page at https://www.fashionweekblueprint.com/pricing. Pricing changes are subject to the 30-day advance notice provision in subsection (g) below.

How to cancel. You may cancel your subscription at any time through the Billing page in the Platform. Cancellation through the Billing page is immediate and does not require a phone call, email, or other contact with our team. Upon cancellation, your subscription continues through the end of the current billing period, and you will not be charged for the next billing period.

Confirmation after purchase. After you complete a paid subscription purchase, we will send you a confirmation email that includes (i) the automatic renewal terms, (ii) the cancellation policy, and (iii) a link to the Billing page where you can cancel.

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(e) Long-Trial Notice. If we offer a free trial or introductory rate lasting more than thirty-one (31) days, we will notify you by email between three (3) and twenty-one (21) days before the end of the trial or introductory period, with information about how to cancel before being charged.

(f) Annual-Renewal Notice. For annual subscriptions, we will notify you by email between thirty (30) and sixty (60) days before the next automatic renewal, with the renewal amount and a link to the Billing page where you can cancel before being charged.

(g) Material Pricing Changes. We will provide at least thirty (30) days advance notice (by email and by in-product notice) of any material change to your subscription pricing. If you do not cancel before the effective date, the new pricing applies at the next renewal.

(h) Plan Limits. Exceeding plan limits (contacts, emails, or similar) may result in restricted functionality until you upgrade.

(i) Refund Policy. Fees are non-refundable except as expressly provided in this subsection (i):

• Involuntary termination without cause. If Company terminates a Member's account without cause, Company will refund the prorated unused portion of any fees the Member has prepaid for the then-current billing period. See Section 13(e).

• Force Majeure event continuing more than 90 days. If a Force Majeure event continues for more than ninety (90) consecutive days and either party terminates Membership, Company will refund the prorated unused portion of any prepaid fees. See Section 17(a).

• Enterprise sub-processor objection (Enterprise Members only). If an Enterprise Member's reasonable objection to a sub-processor change cannot be resolved within thirty (30) days, the Member may terminate without penalty and receive a prorated refund for the unused portion of the then-current term. See Section 18.6(g).

• Enterprise availability failure (Enterprise Members only). If Platform availability falls materially below 99.5% per Section 18.7, the Enterprise Member may terminate and receive a prorated refund for the unused portion of the then-current term. See Section 18.7(c).

In addition to the carve-outs above, Company may issue refunds in its discretion in response to a customer service inquiry. This discretionary path is not a Member entitlement.

Subsection (i) is the consolidated source of refund rules. Other sections that reference refunds cross-reference back to this subsection.

(j) Plan Changes. Only the account owner may upgrade or downgrade a subscription. Team members and invited collaborators do not have permission to change the subscription tier.

Upgrades (for example, from Professional to Enterprise, or from Enterprise to Enterprise Plus) take effect immediately upon selection. The Member receives full access to the new tier at once. The full new tier rate applies starting at the next billing cycle. No prorated upgrade charge applies for the partial period at the higher tier.

Downgrades (for example, from Enterprise Plus to Enterprise or Professional, or from Enterprise to Professional) take effect at the end of the current billing period. For monthly subscribers, the downgrade takes effect at the start of the next monthly billing cycle. The Member retains full access to the higher tier, including all team member seats, through the end of the current monthly period. For annual subscribers, the downgrade takes effect at the end of the current annual subscription period. Because annual subscriptions are offered at a discounted rate that reflects a full year of higher-tier access, downgrades cannot take effect before the annual renewal date. The Member retains full access, including all team member seats, through the entire annual period. The Member must select the downgrade before the annual renewal date for it to take effect at that renewal.

No refund or credit is issued for the price differential between tiers in either direction. Upon downgrade, team member accounts and seats that exceed the new tier's allowed limit will lose access to the Platform at the time the downgrade takes effect. The account owner is responsible for notifying affected team members of the impending access loss.

Over-limit data that would exceed the new tier's limits on contacts, productions, storage, or similar limits will remain stored but inaccessible after the downgrade takes effect. This data will become accessible again if you upgrade back to a qualifying tier.

(k) Discounts and Eligibility. Company may offer discounts to certain categories of Members, including but not limited to nonprofit organizations and accredited educational institutions. Current discount programs and their terms are listed on the pricing page at https://www.fashionweekblueprint.com/pricing.

Nonprofit and University Discount. Eligible Members receive twenty percent (20%) off the standard rate for either subscription tier. This discount stacks with the annual payment discount. To qualify:

• Nonprofit organizations must hold current IRS 501(c)(3) status, current IRS 501(c)(6) status, or operate under a documented fiscal sponsor holding one of those statuses.

• Universities and educational institutions must be accredited by a recognized regional or national accrediting body.

Documentation may be requested at verification. Verification is initiated after the free trial period ends. Members who select a discounted plan are charged at the discounted rate pending verification.

Continued Eligibility. Members are not required to actively monitor their eligibility status during a subscription period. If Company determines through audit or other means that a Member no longer meets eligibility requirements, the discount remains in effect through the end of the then-current billing period. The next renewal will be at standard rates unless the Member re-qualifies before that renewal.

Misrepresentation. If Company has reasonable grounds to believe a Member has misrepresented their eligibility, Company will provide written notice and a fourteen (14) day cure period during which the Member may provide qualifying documentation or voluntarily transition to standard pricing. If the Member does not cure within the cure period, the subscription will terminate at the end of the current billing period. Consistent with subsection (i), no refund is issued for fees paid at the discounted rate during the period of misrepresentation. The Member retains access through the end of the paid period.

Program Changes. Company reserves the right to modify or discontinue discount programs at any time. Existing discount holders will be notified of any changes affecting their subscription at least thirty (30) days in advance. Changes do not take effect until the Member's next renewal date (monthly or annual), whichever applies. Existing discount holders are not impacted mid-period.

Limitations. Discounts apply only to subscription fees, not to add-on services or one-time purchases. Discounts cannot be combined with other promotional offers unless expressly stated.

(L) Add-On Capacity Packs and Seats. Company may offer add-on capacity packs and additional seats for Members to expand their subscription beyond included tier limits. Current add-on options and pricing are listed on the pricing page at https://www.fashionweekblueprint.com/pricing.

Add-On Activation. Add-ons take effect immediately upon selection. Member receives immediate access to the additional capacity or seats. The full add-on charge applies starting at the next billing cycle. No prorated add-on charge applies for the partial period.

Add-On Removal. Member may remove an add-on at any time through the Billing page. Removal takes effect at the end of the current billing period. The add-on capacity or seats remain available through the end of the billing period; the next billing cycle reflects the reduced charge.

No Refunds for Add-Ons. Consistent with subsection (i), no refund or credit is issued for add-ons in either direction (activation or removal).

Add-On Persistence Across Tier Changes. Add-ons stack on top of the current tier's base limits. If Member changes tier (upgrade or downgrade), active add-ons continue to provide capacity or seats on top of the new tier's base limits until Member separately removes the add-on per the Removal mechanic above.

Add-On Disclosure at Activation. When Member activates an add-on, the Platform displays the add-on terms, the recurring charge, and the cancellation mechanic before Member confirms.

5. Intellectual Property

The Platform, its methodology, templates, and underlying systems are the exclusive intellectual property of The Fashion Week Blueprint LLC and are protected by United States and international copyright, trademark, trade secret, and other intellectual property laws.

Documents you generate using the Platform are yours: you retain ownership of your content, subject to the operating license you grant Company in Section 6.

You may not, during the Membership Term or thereafter, copy, modify, distribute, sell, lease, sublicense, reverse engineer, or create derivative works based on the Platform's templates, methodology, or generated content, except for your authorized use of the Platform during your Membership. This prohibition applies to all purposes, including operating a competing service, internal or personal use outside the Platform, or for the benefit of any third party.

The following are not prohibited by the foregoing: (a) your use of Your Content per Section 6; (b) your retention of generated documents per the post-termination provisions of Section 19.4(d); (c) reverse-engineering activities that are non-waivable under applicable law (including those undertaken for interoperability, security research, or accessibility purposes); and (d) any other activity expressly permitted by applicable law.

The production methodology is licensed for your use through the Platform; it is not transferable.

Enforcement. Violations of these intellectual property terms, including unauthorized copying, redistribution, resale, sublicensing, or reverse engineering, may result in immediate termination of your account without refund and will subject you to legal action. Company reserves the right to pursue all available legal remedies, including injunctive relief, monetary damages, statutory damages, and recovery of attorneys' fees and costs incurred as a result of such violations.

6. Your Content and License Grant

You retain all ownership rights in any content you upload, create, generate, or store on the Platform, including contact lists, documents, images, event details, and other materials ("Your Content"), subject to the operating license you grant Company in this Section 6. The Fashion Week Blueprint LLC does not claim ownership of Your Content.

However, in order to operate the Platform and provide the service to you, you grant The Fashion Week Blueprint LLC a worldwide, non-exclusive, royalty-free, fully paid-up license to host, store, copy, transmit, display, modify (only as needed for formatting, indexing, and rendering), back up, and process Your Content solely for the purpose of providing, securing, improving, and supporting the Platform on your behalf. This license terminates when Your Content is deleted from the Platform, except where retention is required by law or for backup integrity.

You represent and warrant that:

(a) you own or have all necessary rights, consents, and permissions to upload Your Content and to grant the license above;

(b) Your Content does not violate any third party's privacy, publicity, intellectual property, or other rights;

(c) you have obtained any required consent (including under applicable data protection or anti-spam laws) before adding contact information of third parties to the Platform's CRM, email, or messaging features; and

(d) for any photograph, voiceprint, measurement, or other potentially biometric information you upload concerning a third party, you have obtained the consent required under applicable biometric privacy law, including without limitation the Illinois Biometric Information Privacy Act (740 ILCS 14/), the Texas Capture or Use of Biometric Identifier Act (Tex. Bus. & Com. Code Section 503.001), the Washington biometric identifier statute (Wash. Rev. Code Section 19.375), and the California Consumer Privacy Act / California Privacy Rights Act sensitive personal information provisions. For minors, consent must be obtained from a parent or legal guardian. You further agree that you will not use any content uploaded to the Platform for face geometry extraction, biometric identification, or other biometric processing without first obtaining the additional written, opt-in consent required for such processing under applicable law.

7. AI-Generated Content

Documents generated by AI are provided as starting points and professional templates. You are responsible for reviewing, customizing, and verifying all generated content before use. AI-generated content does not constitute legal, financial, or professional advice. We do not guarantee the accuracy or completeness of AI-generated content.

Fair use of AI features. The Platform's AI-powered features, as offered from time to time, are provided without fixed published consumption caps so that legitimate producers can work without artificial friction. The set of AI-powered features may evolve as the Platform develops; the obligations and prohibitions of this Section 7 apply to all such features, however named. This abundance is conditioned on good-faith, human-driven use connected to your own production work.

You agree that you will not, and will not permit any other person to: (a) access or use the AI features through any automated system, script, bot, agent, or non-human means that is not initiated and controlled by an authorized human user of your account. Automation tools (such as workflow automation platforms used to trigger Platform actions in response to Member-driven events) that are initiated and controlled by an authorized human user of your account are not prohibited by this subsection, provided they do not violate any other subsection of this Section 7; (b) use the AI features to generate content for resale, redistribution, sublicensing, or any other commercial offering that competes with the Platform or that re-packages the Platform's methodology, templates, or generated outputs as a standalone product or service; (c) use the AI features to extract, reverse engineer, derive, or reconstruct the underlying prompts, system instructions, model weights, methodology, or training data; (d) submit requests at a volume or pattern materially inconsistent with normal human use of a production planning tool, or circumvent, attempt to circumvent, or assist any other person in circumventing any rate limits, fair-use safeguards, anomaly detection, account scoping, or other controls Company applies to AI usage; or (e) use the AI features in any manner that would violate any applicable law, regulation, third-party right, or any other provision of these Terms.

Monitoring and enforcement. Company monitors aggregate AI usage at a per-account level for anomaly detection, abuse prevention, cost protection, and platform stability. Company does not publish a numeric cap on AI usage and does not commit to any specific consumption ceiling. Company reserves the right, at its sole discretion and without prior notice, to (i) contact you to discuss usage that is materially inconsistent with the use cases for which the Platform is offered, (ii) impose temporary or ongoing rate limits on your account, (iii) suspend or terminate access to specific AI features or the Platform as a whole, and (iv) require migration to a different plan or arrangement, in each case where Company determines in good faith that your usage violates this Section 7, the Acceptable Use policy in Section 8, or otherwise threatens the integrity, performance, or unit economics of the Platform. Company will use commercially reasonable efforts to notify you and provide an opportunity to remediate before suspending an account where the violation is not severe and not ongoing.

8. Acceptable Use

You agree not to: use the Platform for any unlawful purpose or in violation of any applicable local, state, federal, or international law; attempt to gain unauthorized access to the Platform, its systems, other users' accounts, or any related networks or infrastructure; upload, transmit, or distribute malicious content, viruses, worms, trojans, or any other harmful code; scrape, crawl, harvest, or otherwise automatically extract data from the Platform without our express written permission; resell, sublicense, lease, or otherwise commercially exploit access to the Platform; send spam, phishing, or unsolicited bulk communications through the email or messaging systems; impersonate any person or entity, or misrepresent your affiliation with any person or entity; interfere with or disrupt the integrity, performance, or operation of the Platform.

Sexually explicit and exploitative content. You agree not to use the Platform to upload, generate, store, transmit, or distribute:

(a) sexually explicit, pornographic, or sexually exploitative content of any kind;

(b) any content that constitutes or depicts child sexual abuse material ("CSAM") as defined by 18 U.S.C. Section 2256, or sexually exploitative content involving any minor; or

(c) non-consensual intimate imagery, including any sexually explicit image or video shared without the consent of the depicted person.

This prohibition applies to all use of the Platform, including upload to the CRM, casting submission system, document library, or any other storage; generation through any AI feature; and transmission through any email, messaging, or scheduling system.

Non-waivable protection of minors. Member shall not upload, generate, store, transmit, or distribute through the Platform any nude, sexually suggestive, or sexually exploitative content depicting any person under the age of 18, regardless of context, artistic merit, or framing, and regardless of whether the content meets the CSAM definition above. This prohibition is non-waivable, applies to all features of the Platform, and survives termination of Membership.

CSAM reporting. Company complies with the federal reporting requirements of 18 U.S.C. Section 2258A. Company may report any suspected CSAM to the National Center for Missing and Exploited Children (NCMEC) CyberTipline and to applicable law enforcement, and may preserve content and account records as required by law. Member will not interfere with such reporting and acknowledges that Company has no obligation to notify Member before reporting or preserving content.

Member age-verification responsibility. Member is solely responsible for verifying the age of every person depicted in any content uploaded to the Platform. Where Member is uncertain whether a depicted person is under 18, Member must treat the person as under 18 for purposes of this Section. Company may, at any time and in its sole discretion, require Member to produce age-verification documentation for any content uploaded to the Platform.

Editorial carve-out. This Section does not categorically prohibit tasteful artistic nudity in legitimate fashion editorial contexts that complies with applicable law and that would be appropriate in mainstream fashion publishing. In no event does this editorial carve-out apply to any content depicting any person under the age of 18, regardless of context, artistic merit, or framing. All content depicting any person under 18 is subject to the prohibitions in subsection (b) above and the non-waivable protection of minors paragraph above. Company reserves sole discretion to classify content for purposes of this Section. Company may, in its discretion, remove content, suspend access, terminate the account, or report to law enforcement based on its classification.

Enforcement. Violations of this Acceptable Use policy may result in immediate suspension or termination of your account without refund. Company reserves the right to investigate suspected violations, cooperate with law enforcement, and pursue civil and/or criminal legal action against violators, including claims for injunctive relief, monetary damages, and recovery of attorneys' fees and costs.

9. Indemnification

You agree to defend, indemnify, and hold harmless The Fashion Week Blueprint LLC, its officers, members, managers, employees, contractors, agents, successors, and assigns from and against any and all claims, demands, actions, losses, liabilities, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to: (a) Your Content or any content you submit to the Platform; (b) your use or misuse of the Platform; (c) your violation of these Terms; (d) your violation of any law, regulation, or third-party right (including without limitation intellectual property, privacy, publicity, anti-spam, or biometric privacy rights under the Illinois Biometric Information Privacy Act, the Texas Capture or Use of Biometric Identifier Act, the Washington biometric identifier statute, the California Consumer Privacy Act / California Privacy Rights Act sensitive personal information provisions, and equivalent state biometric privacy regimes); or (e) any dispute between you and a third party (including any contact, designer, sponsor, vendor, or attendee) related to your production or use of the Platform.

Carve-out. Notwithstanding the foregoing, your obligations under this Section do not apply to any claim, or portion of a claim, to the extent caused by The Fashion Week Blueprint LLC's gross negligence, willful misconduct, or material breach of these Terms.

Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent. Company will use reasonable efforts to notify you of any such claim upon becoming aware of it.

10. Applicants, Models, Volunteers, and Other Third Parties

The Platform exists to give producers tools for managing their own productions. Any individuals a producer interacts with through the Platform (including but not limited to models, performers, applicants, volunteers, sponsors, vendors, designers, contractors, crew members, contacts, mailing list recipients, and anyone whose information is uploaded, imported, or submitted through any feature, collectively "Applicants and Third Parties") have no contractual, agency, employment, or fiduciary relationship of any kind with The Fashion Week Blueprint LLC. They are not employees, contractors, agents, or representatives of The Fashion Week Blueprint LLC.

Without limiting the foregoing, you acknowledge and agree that: The Fashion Week Blueprint LLC does not recruit, screen, vet, hire, schedule, supervise, pay, manage, train, or terminate any Applicants or Third Parties. The Fashion Week Blueprint LLC makes no representation, warranty, or endorsement regarding any Applicant or Third Party, including their identity, qualifications, age, eligibility to work, immigration status, background, health, safety, or fitness for any purpose. You, as the producer, are solely responsible for all aspects of your relationship with Applicants and Third Parties, including (but not limited to) verification of identity and age, contracts and releases, compensation and tax reporting, work permits and child labor compliance, workplace safety, harassment prevention, anti-discrimination compliance, background checks where appropriate, and any other obligations imposed by federal, state, local, or international law. You are solely responsible for ensuring that you have a lawful basis to collect, process, and store any data about Applicants and Third Parties on the Platform, including any consents required under data protection laws (such as COPPA, GDPR, CCPA, CPRA, BIPA, CUBI, Washington's biometric identifier statute, and equivalent state and international regimes). For any photograph, voiceprint, measurement, or other potentially biometric information you upload concerning an Applicant or Third Party, you have obtained the biometric-specific consent required under applicable law, including from parents or legal guardians for minors. Any dispute, claim, injury, complaint, lawsuit, regulatory action, or other matter arising out of or related to your interactions, agreements, or dealings with any Applicant or Third Party is solely between you and that party, and The Fashion Week Blueprint LLC is not a party to and bears no responsibility for any such matter. You will not represent to any Applicant or Third Party that they have any relationship with The Fashion Week Blueprint LLC, that The Fashion Week Blueprint LLC has endorsed or vouched for them, or that The Fashion Week Blueprint LLC has any obligation to them.

You agree to indemnify, defend, and hold harmless The Fashion Week Blueprint LLC from and against any and all claims brought by, on behalf of, or relating to any Applicant or Third Party. This indemnification is in addition to (and not in limitation of) the general indemnification in Section 9.

11. Data and Privacy

Your use of the Platform is also governed by our Privacy Policy, available at https://www.fashionweekblueprint.com/privacy, which is incorporated into these Terms by reference.

Member as controller; Company as processor. For all personal data that Member uploads, imports, generates, or otherwise causes to be processed through the Platform (including data of Applicants and Third Parties as defined in Section 10, data of minors as addressed in Section 3, and contact and recipient data covered by the Mass Email and Anti-Spam Policy referenced in Section 20), Member is the data controller and The Fashion Week Blueprint LLC acts as Member's data processor within the meaning of Regulation (EU) 2016/679 ("GDPR"), the UK GDPR, and equivalent regimes.

Self-executing data processing terms. For all Members regardless of tier, the substantive Article 28(3) processor-to-controller obligations are those set forth in Section 18.6. Although Section 18 by its terms otherwise governs only Enterprise Members, the Section 18.6 substantive terms are incorporated into and made applicable to Professional-tier Members by this Section 11. Member's acceptance of these Terms of Service through the applicable clickwrap acceptance flow at signup (or, for Enterprise Members, the typed-name e-signature acceptance flow described in Section 18.2) executes those Article 28(3) commitments without need for separate document execution. Where an Enterprise Member's procurement requirements call for a separately executable Data Processing Addendum, Company will execute one on substantially Section 18.6 terms upon reasonable request.

Lawful basis. Member represents and warrants that Member has, and will maintain throughout the Membership Term, a lawful basis under applicable law for collecting, uploading, and processing all personal data Member places on the Platform, including obtaining consent where required and providing required notices to data subjects. Member is solely responsible for compliance with applicable data protection, anti-spam, biometric privacy, and consumer-protection laws in the jurisdictions where Member's data subjects, contacts, and recipients are located.

Cross-references within these Terms. Section 3 governs working with minors. Section 6 governs Your Content representations including biometric consent. Section 8 governs prohibited content including non-waivable protection of minors. Section 10 governs Applicants and Third Parties. Section 19 governs handling of data and Confidential Information following Termination. Section 20 incorporates the Mass Email and Anti-Spam Policy governing commercial electronic messaging.

12. Disclaimer of Warranties and Limitation of Liability

(a) Disclaimer of Warranties.

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE FASHION WEEK BLUEPRINT LLC AND ITS LICENSORS, SUPPLIERS, AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND AVAILABILITY. WITHOUT LIMITING THE FOREGOING, THE FASHION WEEK BLUEPRINT LLC DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY CONTENT GENERATED BY OR THROUGH THE PLATFORM (INCLUDING AI-GENERATED CONTENT) WILL BE ACCURATE, COMPLETE, OR FIT FOR ANY PARTICULAR PURPOSE. THIS DISCLAIMER IS CONSPICUOUS AND IS A MATERIAL PART OF THE BARGAIN.

(b) Limitation of Liability: Exclusion of Indirect Damages.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE FASHION WEEK BLUEPRINT LLC OR ITS OFFICERS, MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITY, GOODWILL, DATA, USE, OR ANY EVENT, PRODUCTION, OR REPUTATIONAL HARM, ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND EVEN IF THE FASHION WEEK BLUEPRINT LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(c) Aggregate Cap on Direct Damages.

THE AGGREGATE LIABILITY OF THE FASHION WEEK BLUEPRINT LLC ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM, FROM ALL CLAIMS AND CAUSES OF ACTION COMBINED, WILL NOT EXCEED THE GREATER OF (I) THE TOTAL FEES PAID OR PAYABLE BY MEMBER TO THE FASHION WEEK BLUEPRINT LLC FOR THE PLATFORM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (II) ONE THOUSAND UNITED STATES DOLLARS ($1,000 USD). THIS CAP APPLIES TO ALL CATEGORIES OF DAMAGES, INCLUDING DIRECT DAMAGES. THIS CAP REFLECTS A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES GIVEN THE CONSIDERATION RECEIVED BY THE FASHION WEEK BLUEPRINT LLC.

(d) Carve-Outs from the Cap. The aggregate cap in subsection (c) does not apply to: (i) Member's payment obligations to The Fashion Week Blueprint LLC; (ii) liability that cannot be limited or excluded under applicable law; (iii) liability for gross negligence, willful misconduct, or fraud; or (iv) Member's indemnification obligations under Section 9.

(e) Basis of the Bargain. The parties acknowledge that the disclaimers and limitations in this Section reflect the allocation of risk between the parties and form an essential basis of the bargain between them. The Fashion Week Blueprint LLC would not provide the Platform on these terms without these disclaimers and limitations.

13. Termination

(a) Termination by Member. Member may cancel Membership at any time through the Billing page or by emailing support@fashionweekblueprint.com. Cancellation takes effect at the end of the then-current billing period unless Member requests immediate cancellation. Fees already paid are non-refundable except as expressly provided in Section 4(i) or this Section 13, or as required by applicable law.

(b) Suspension or Termination by Company. Company may suspend or terminate Member's account or access to all or part of the Platform if (i) Member materially breaches these Terms and, where the breach is reasonably capable of cure, fails to cure within ten (10) business days of written notice from Company; (ii) Member's account is delinquent on payment for more than thirty (30) days; (iii) Company is required by law, court order, or regulator to do so; (iv) Member's conduct poses a security, deliverability, financial, or operational risk to the Platform or to other users; or (v) Member's conduct violates the Acceptable Use Policy in Section 8 or the Mass Email and Anti-Spam Policy referenced in Section 20 in a manner Company in good faith determines material or repeated. Company will use reasonable efforts to provide notice of termination, except where the breach is severe or ongoing, or where notice would impair Company's ability to respond.

(c) Data Export Window. Following Termination by either party, Member's account will be retained in a read-only state for thirty (30) days, during which Member may export Member's Content (including contact lists and generated documents) through the export tools provided in the Platform. Where Termination is for cause under subsection (b)(i), (iv), or (v), Company may, at its discretion, shorten or eliminate the read-only period to protect the Platform or other users, in which case Company will use reasonable efforts to provide Member with a final export upon request.

(d) Post-Termination Deletion. After the read-only period closes, Member's data will be permanently deleted within thirty (30) days, except for (i) data Company is required to retain by law or regulator instruction, (ii) backup copies subject to standard backup-rotation cycles (which are then overwritten in the ordinary course), (iii) anonymized or aggregated usage data that does not identify Member, and (iv) records of payments, acceptances, audit logs, and other administrative data necessary to demonstrate Member's prior account history or to comply with Company's legal obligations.

(e) Refunds on Involuntary Termination. If Company terminates Member's account without cause, Company will refund the prorated unused portion of any fees Member has prepaid for the then-current billing period, as further provided in Section 4(i)(1). If Company terminates Member's account for cause under subsection (b), no refund is owed.

(f) Effect of Termination. Termination does not relieve Member of obligations that accrued before Termination. Sections that by their nature survive Termination remain in effect as provided in Section 14 and Section 19.

14. Severability and Survival

If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties, and the remaining provisions of these Terms shall continue in full force and effect. The failure of The Fashion Week Blueprint LLC to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.

Sections relating to Intellectual Property, Your Content and License Grant, AI-Generated Content, Indemnification, Applicants and Third Parties, Disclaimer of Warranties and Limitation of Liability, Governing Law and Jurisdiction, obligations under any policy incorporated by reference into these Terms (including the Mass Email and Anti-Spam Policy), and any other provisions which by their nature should survive termination shall remain in effect after the termination or expiration of your account or these Terms.

15. Changes to These Terms

Company may update these Terms from time to time. For material changes (including changes affecting Member's payment obligations, post-termination obligations, dispute resolution, governing law, or limitation of liability), Company will both (i) post the updated Terms on the Platform with an updated "Last Updated" date, and (ii) notify Member by email at the address associated with Member's account. For material changes, Member will be required to affirmatively re-accept the updated Terms through an in-app acceptance flow before continued use of affected features. For non-material changes, Company will post the updated Terms on the Platform, and continued use of the Platform after the posting date constitutes acceptance of the updated Terms.

The Privacy Policy contains a parallel notification commitment in its Section 15.

16. Governing Law and Jurisdiction

The Fashion Week Blueprint LLC is a limited liability company organized and existing under the laws of the State of Wyoming, with its registered office in Sheridan, Wyoming. These Terms and any disputes arising out of or relating to them or the Platform shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of law principles.

(a) Forum. You agree that any action, claim, or proceeding arising out of or related to these Terms or your use of the Platform shall be brought exclusively in the state or federal courts located in Sheridan County, Wyoming, and you consent to the personal jurisdiction and venue of such courts.

(b) Forum Convenience. You waive any objection to such venue based on inconvenient forum or any similar doctrine.

(c) Informal Dispute Resolution. Before either party may file an action arising out of or related to these Terms or the Platform, the party seeking relief will provide the other party with written notice describing the dispute and the relief sought ("Notice of Claim"). The parties will engage in good-faith negotiations for at least thirty (30) days from receipt of the Notice of Claim to attempt to resolve the dispute. If the dispute is not resolved within that period, either party may proceed to litigation under subsections (a) and (b).

This subsection (c) does not apply to (i) actions for injunctive relief to prevent or restrain a breach of Section 19 or of any Confidentiality or IP obligations under these Terms or any incorporated policy, (ii) actions for collection of fees, or (iii) any other matter where delay would cause irreparable harm or where applicable law requires immediate filing.

Notices of Claim shall be delivered to: legal@fashionweekblueprint.com (Company) and to the email address associated with Member's account (Member).

17. General Provisions

(a) Force Majeure. Neither party will be liable for any failure or delay in performance (other than payment obligations) caused by events beyond that party's reasonable control, including without limitation acts of God, natural disasters, fire, flood, severe weather, pandemic, epidemic, war, civil unrest, terrorism, governmental action or regulation, labor disputes, internet, telecommunication, or utility failures, third-party service provider failures or outages (including those of the Platform's hosting, database, email, AI, and payment service providers), or other causes that the affected party could not reasonably have anticipated and avoided. The affected party will use commercially reasonable efforts to mitigate the impact and to resume performance. If a Force Majeure event continues for more than ninety (90) consecutive days, either party may terminate Membership upon written notice, and Company will refund the prorated unused portion of any prepaid fees as further provided in Section 4(i)(2).

(b) Service Availability. Company makes commercially reasonable efforts to maintain Platform availability but does not commit to a specific uptime or service level under these Terms of Service. The Platform is provided AS IS and AS AVAILABLE per Section 12. Service availability commitments, where offered, are available only to Enterprise Members under Section 18.7.

(c) Entire Agreement. These Terms of Service, together with the Privacy Policy and any policy incorporated by reference into these Terms (including the Mass Email and Anti-Spam Policy), constitute the entire agreement between Member and Company with respect to the Platform and supersede all prior or contemporaneous communications and proposals, whether oral or written. The Pre-Launch Tester Agreement is a separate standalone agreement and is not part of these Terms.

(d) No Waiver. No failure or delay by Company in exercising any right, power, or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any such right preclude any other or further exercise.

(e) Assignment. Member may not assign these Terms or any rights or obligations under them without Company's prior written consent. Company may assign these Terms in connection with a merger, acquisition, sale of substantially all assets, or similar transaction.

(f) Notices. Notices to Company under these Terms shall be sent to legal@fashionweekblueprint.com. Notices to Member shall be sent to the email address associated with Member's account.

(g) Contact. For general questions about these Terms, contact us at legal@fashionweekblueprint.com.

(h) DMCA. Copyright complaints involving content on the Platform are governed by the DMCA Notice-and-Takedown Policy, available at https://www.fashionweekblueprint.com/dmca. The Designated Agent for DMCA notices, the notice and counter-notification procedures, and Company's repeat-infringer policy are set forth in that Policy.

18. Enterprise Member Additional Terms

This Section 18 applies only to Members on the Enterprise tier. It supplements (and does not replace) Sections 1 through 17 and Sections 19 and 20 of these Terms. Where this Section 18 conflicts with another Section, this Section 18 controls solely with respect to the Enterprise Member.

18.1 Scope and Applicability. A Member is an "Enterprise Member" if the Member's subscription is identified as Enterprise tier or Enterprise Plus tier in the Member's account billing record. The term "Enterprise Member" covers both subscription levels for purposes of this Section 18, and all protections in this Section 18 apply equally to both unless a specific subsection differentiates between the two tiers (as Section 18.8 does for support response times). References in this Section 18 to "Member" mean the Enterprise Member organization, not individual team members within the organization. Individual team members are subject to Sections 1 through 17, 19, and 20 in their individual capacity, as further provided in Section 18.3.

18.2 Organization-Level Acceptance. Enterprise acceptance is completed by an individual representative of the Enterprise Member organization who, by completing the clickwrap and typed-name e-signature acceptance flow, represents and warrants that (a) the representative is authorized to bind the Enterprise Member organization; (b) the organization is the legal entity identified in the Member's account billing record; (c) the organization agrees to be bound by these Terms; and (d) all individual team members granted access to the Platform under the organization's Enterprise account are bound by these Terms as further provided in Section 18.3, and the organization is responsible for the acts and omissions of its team members.

The audit-trail metadata captured at acceptance (per the Acceptance UX Specification) records the signatory's typed full name, the organization name, the server timestamp, the IP address, the user-agent, and a hash and snapshot of the rendered Terms text.

18.3 Individual Team-Member Onboarding Acknowledgment. The first time each team member provisioned under the Enterprise account logs in to the Platform, the Platform will present a short individual acknowledgment screen. The acknowledgment summarizes the obligations applicable to individual conduct (Acceptable Use under Section 8, Intellectual Property and Confidentiality under Sections 5 and 19, post-termination conduct under Section 19, and individual responsibility for content and contacts the user uploads) and requires the team member to click an acknowledgment checkbox before continuing to use the Platform.

The individual acknowledgment is recorded with its own acceptance metadata row and a reference to the parent organization's Enterprise acceptance event. This acknowledgment strengthens enforceability against individual team members for the in-term and post-term obligations that turn on individual conduct; the organization remains primarily bound through the Section 18.2 acceptance.

18.4 Authorized Users and Access Management. The Enterprise Member's account owner manages access for individual team members through the Platform's user-management interface. Adding or removing team members is a Platform feature, not an amendment to these Terms. The Enterprise Member is responsible for the timely deprovisioning of team members who no longer require access. Company is not liable for actions taken by team members the Enterprise Member has not deprovisioned.

18.5 Enterprise Subscription Terms.

(a) Term. Enterprise subscriptions default to an annual term beginning on the subscription start date identified at signup or in any executed Order Form, unless otherwise specified.

(b) Payment. Fees are billed annually in advance. Invoices are due within thirty (30) days of receipt unless otherwise agreed in writing. Overdue amounts accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by law. The Enterprise Member is responsible for all applicable taxes, excluding taxes on Company's net income.

(c) Renewal. Enterprise subscriptions renew automatically for successive annual Renewal Terms unless either party provides written notice of non-renewal at least sixty (60) days before the end of the then-current term.

(d) Cancellation Effective Date. If the Enterprise Member cancels during a term, cancellation takes effect at the end of the then-current Renewal Term unless the Member requests immediate cancellation. Fees already paid are non-refundable except as expressly provided in Section 4(i), Section 18.5(e), Section 18.6(g), Section 18.7(c), Section 18.10, or as required by applicable law.

(e) Pricing Changes. Company may adjust pricing for Renewal Terms with at least sixty (60) days advance written notice before the renewal date. If the Enterprise Member does not cancel before the effective date, the new pricing applies at renewal.

18.6 Data Processing (Member as Controller, Company as Processor).

This Section 18.6 sets forth the substantive data processing terms applicable to Enterprise Members and is intended to satisfy the substantive content requirements of Article 28(3) of the EU General Data Protection Regulation (Regulation (EU) 2016/679) ("GDPR"), the UK GDPR, and equivalent data protection regimes. These substantive terms are also incorporated into and applicable to Professional-tier Members through Section 11 of these Terms; Member's acceptance of these Terms executes the Article 28(3) commitments for both tiers. If an Enterprise Member's procurement requirements call for a separately executable Data Processing Addendum, Company will execute one on substantially these terms upon reasonable request.

(a) Roles. When the Enterprise Member uploads, imports, or otherwise causes Company to process personal data of third parties through the Platform, the Enterprise Member is the data controller and Company acts as the Enterprise Member's data processor within the meaning of GDPR Article 4.

(b) Subject Matter and Duration of Processing. Subject matter: provision of the Platform features and services subscribed to by the Enterprise Member. Duration: for the term of the Enterprise Member's Membership, plus the read-only retention window in Section 13(c) and the post-termination deletion window in Section 13(d).

(c) Nature and Purpose of Processing. Nature: storage, structuring, retrieval, use, and disclosure of personal data as necessary to provide the Platform features. Purpose: to enable the Enterprise Member to plan, execute, and administer fashion show, fashion week, and related production work, including casting management, CRM, document generation, sponsor and partner pipeline tracking, scheduling, billing, and electronic messaging.

(d) Categories of Personal Data Processed. Identifiers; applicant and model data including age, measurements, agency representation, casting submissions, and media; sponsor and partner contact data; vendor and contractor contact data; financial and payment data (processed via Stripe); communications content; usage and device data; and any other categories of personal data the Enterprise Member chooses to upload.

(e) Categories of Data Subjects. The Enterprise Member's contacts; applicants and models (including minors where the Enterprise Member chooses to collect their data); sponsors, vendors, contractors, attendees; the Enterprise Member's own team members; and any other natural persons whose personal data the Enterprise Member places on the Platform.

(f) Processor Obligations. With respect to personal data processed on behalf of the Enterprise Member, Company will:

(i) Process the personal data only on the Enterprise Member's documented instructions, including with respect to transfers of personal data to a third country or international organisation, except where Company is required to process under applicable law (in which case Company will inform the Enterprise Member before processing, unless prohibited from doing so);

(ii) Ensure that personnel authorized to process the personal data are subject to obligations of confidentiality;

(iii) Implement and maintain the security baseline set forth in the Privacy Policy at Section 8 (Security and Breach Notification), which applies to all Members regardless of tier. The Privacy Policy Section 8 includes (without limitation) encryption in transit (TLS 1.2 or higher) and at rest (AES-256 or equivalent industry standard), role-based access controls, multi-factor authentication available for all Authorized Users, regular vulnerability scanning, periodic third-party penetration testing, and incident response procedures, and includes Company's SOC 2 Type II certification commitment on a target timeline of twelve (12) months from execution of Company's first Enterprise subscription, with ISO 27001 certification or an equivalent independent attestation as an alternative if the SOC 2 timeline slips materially. These commitments are platform-wide and are referenced here for the avoidance of doubt as to their application to Enterprise Member data;

(iv) Respect the conditions for engaging sub-processors set forth in subsection (g) below;

(v) Taking into account the nature of the processing, assist the Enterprise Member, by appropriate technical and organisational measures (insofar as possible), in fulfilling the Enterprise Member's obligation to respond to requests from data subjects exercising their rights under applicable data protection law;

(vi) Assist the Enterprise Member in ensuring compliance with the obligations of GDPR Articles 32 (security), 33 (breach notification to supervisory authority), 34 (communication of breaches to data subjects), 35 (data protection impact assessments), and 36 (prior consultation), in each case taking into account the nature of the processing and the information available to Company;

(vii) At the choice of the Enterprise Member, delete or return all the personal data to the Enterprise Member after the end of the provision of services relating to processing, and delete existing copies unless applicable law requires storage. The default mechanism for return is the export tools provided in the Platform during the read-only window described in Section 13(c). The default mechanism for deletion is automatic deletion within the timelines in Section 13(d). The Enterprise Member may, by written request during the read-only window, elect the alternative method;

(viii) Make available to the Enterprise Member all information necessary to demonstrate compliance with the obligations laid down in this Section 18.6 and GDPR Article 28, and allow for and contribute to audits, including inspections, conducted by the Enterprise Member or an auditor mandated by the Enterprise Member. Audit rights may be exercised once per calendar year, on reasonable advance notice, during Company's normal business hours, at the Enterprise Member's cost, subject to confidentiality undertakings, and in a manner that does not unreasonably disrupt Company's operations. Company may satisfy audit requests by providing the Enterprise Member with copies of Company's most recent third-party attestations (SOC 2 or equivalent, once available) in lieu of an on-site audit, where the Enterprise Member's reasonable audit objectives can be satisfied by such attestation.

(g) Sub-Processors. Company engages sub-processors to provide elements of the Platform (including database hosting, email delivery, AI inference, web hosting, payment processing, and other operational services). The current list of sub-processors is published at https://www.fashionweekblueprint.com/subprocessors.

Notification of changes. Enterprise Members receive at least thirty (30) days advance notice before Company adds a new sub-processor or changes the location of an existing sub-processor's processing. The notice describes the proposed sub-processor, the data categories involved, and the effective date.

Notifications are sent to the email address associated with the Enterprise Member's account owner. To request notifications be sent to additional addresses (such as a privacy officer or DPO), contact privacy@fashionweekblueprint.com.

If the Enterprise Member's reasonable objection to a sub-processor change cannot be resolved within thirty (30) days, the Enterprise Member may terminate the Enterprise subscription without penalty and receive a prorated refund of prepaid fees for the unused portion of the then-current term, as further provided in Section 4(i)(3).

(h) International Data Transfers. Where personal data of EU, UK, or other restricted-jurisdiction data subjects is transferred to Company's processing infrastructure in the United States or other third countries, the transfer is governed by the Standard Contractual Clauses (Module Two: Controller to Processor) adopted by the European Commission Implementing Decision (EU) 2021/914 of 4 June 2021 (and the equivalent UK International Data Transfer Addendum where applicable), which are incorporated into these Terms by reference for transfers between the Enterprise Member as controller and Company as processor.

(i) Breach Notification. Company's platform-wide breach notification commitment is set forth in the Privacy Policy at Section 8 and applies to all Members regardless of tier. For the avoidance of doubt as to Article 28(3) processor-to-controller obligations: Company will notify the Enterprise Member of any Personal Data Breach (as defined in GDPR Article 4(12)) affecting the Enterprise Member's personal data without undue delay, and in any event within seventy-two (72) hours of Company becoming aware of the breach. The notification will include, to the extent then known, the nature of the breach, the categories and approximate number of data subjects and personal data records concerned, the likely consequences, and the measures taken or proposed to address the breach.

(j) Conflicts. This Section 18.6 controls over any conflicting provision in Sections 1 through 17 with respect to data processing for Enterprise Members.

18.7 Service Availability Commitment.

(a) Target. Company targets ninety-nine and one-half percent (99.5%) monthly Platform availability as a good-faith commitment. Availability is calculated as the percentage of total minutes in the calendar month during which the Platform's core functions are accessible to the Enterprise Member, excluding (i) scheduled maintenance windows with at least seventy-two (72) hours advance notice, (ii) emergency maintenance, (iii) Force Majeure events under Section 17(a), (iv) issues attributable to the Enterprise Member's systems, network, or use of the Platform in violation of these Terms, and (v) third-party service provider outages outside Company's reasonable control.

(b) Improvement Target. Company targets raising monthly availability to ninety-nine and nine-tenths percent (99.9%) within twelve (12) months of public launch, contingent on operational data and infrastructure maturity.

(c) Enterprise Member Recourse. If Platform availability falls materially below the 99.5% target for a sustained period, specifically (i) two (2) consecutive calendar months below 99.5% or (ii) any single calendar month below 95.0%, the Enterprise Member may terminate the Enterprise subscription and receive a prorated refund of prepaid fees for the unused portion of the then-current term, as further provided in Section 4(i)(4). This refund-and-terminate right is the Enterprise Member's sole and exclusive remedy for failure of the availability commitment. Company does not offer service credits.

(d) No Twenty-Four-Hour Obligation. This Section 18.7 does not commit Company to twenty-four-hour-per-day or seven-day-per-week operational coverage, monitoring, or response, except as Company may agree separately in a written Order Form.

18.8 Support Response Window.

(a) Hours of Operation. Company provides Enterprise Member support during business hours: 9:00 AM to 6:00 PM U.S. Eastern Time, Monday through Friday, excluding U.S. federal holidays.

(b) Initial Response Times. Company will provide an initial response to Enterprise Member support requests within the following targets, measured in business hours. Both Enterprise and Enterprise Plus tier subscribers receive the same P1 (Critical) response commitment; Enterprise Plus tier subscribers receive faster initial response on P2 through P4 severity levels:

(c) What "Initial Response" Means. Initial response means Company's acknowledgment of the request and a plan for next steps. Resolution times are not committed in this Section; resolution depends on the nature of the issue.

(d) Twenty-Four-Hour P1 Coverage. Twenty-four-hour-per-day P1 coverage is not included in the default Enterprise subscription. It may be added by separately written Order Form on terms to be agreed.

18.9 Mutual Confidentiality.

(a) Enterprise Member's Confidential Information. Company will treat as confidential, and will use only to perform under these Terms, the following information disclosed by the Enterprise Member to Company in the course of the relationship: the Enterprise Member's pricing arrangement under any executed Order Form, the Enterprise Member's account configuration details, the Enterprise Member's internal business data placed on the Platform, and any other information the Enterprise Member identifies as confidential in writing at or before disclosure.

(b) Company's Confidential Information. The Enterprise Member's obligations of confidentiality with respect to Company's Proprietary Methodology, Trade Secrets, and Confidential Information are set forth in Section 19. Those obligations apply to Enterprise Members and to each individual team member through the acknowledgment in Section 18.3.

(c) Standard Duties. Each party will protect the other party's Confidential Information with the same degree of care it uses to protect its own confidential information, and in no event with less than reasonable care.

(d) Exclusions. Confidential Information does not include information that (i) is or becomes publicly available through no fault of the receiving party, (ii) was known to the receiving party prior to disclosure, (iii) is independently developed by the receiving party without reference to the disclosing party's Confidential Information, or (iv) is rightfully obtained from a third party not under a confidentiality obligation.

(e) Compelled Disclosure. If a party is required by law, court order, or regulator to disclose Confidential Information, it will, to the extent legally permitted, notify the disclosing party in advance and cooperate in good faith with the disclosing party's efforts to seek protective treatment.

18.10 Termination of Enterprise Subscription.

(a) Termination for Material Breach. Either party may terminate the Enterprise subscription for material breach by the other party if the breach is not cured within ten (10) business days of written notice describing the breach in reasonable detail.

(b) Termination for Cause (Company). Company may also terminate the Enterprise subscription immediately for breach of Section 8 (Acceptable Use) or Section 19 (Post-Termination Obligations), or for violations of applicable law where continued performance would expose Company to material legal or operational risk, on the terms in Section 13(b).

(c) Termination by Member for Convenience. The Enterprise Member may terminate for convenience at the end of any Renewal Term per Section 18.5(c). Mid-term termination by Member for convenience is not permitted unless Company has materially breached, has materially failed the availability commitment per Section 18.7(c), has materially objected-to a sub-processor change per Section 18.6(g), or has materially changed pricing per Section 18.5(e).

(d) Effect. Termination of the Enterprise subscription triggers the standard post-Termination provisions: read-only window per Section 13(c), data deletion per Section 13(d), refund per Section 4(i) as applicable, and survival of obligations per Section 14 and Section 19.

19. Post-Termination Obligations

Plain English Summary

Informational. The binding terms are below. If anything here conflicts with the binding sections, the binding sections control.

Fashion Week Blueprint is built on a methodology, template library, and AI-generated content we have developed for our members. Section 19 covers what continues to apply when your Membership ends, whether you cancel, your trial expires, or we close your access.

In plain English: you agree not to copy or clone the platform, scrape our content, or use our specifically identified methodology to build a competing product. These obligations last five years for most things and indefinitely for trade secrets. If something breaks down, we may seek liquidated damages within a defined range, recover our reasonable attorneys' fees and costs, and seek a court order to stop the activity.

Wyoming law governs and disputes are heard in Sheridan County, Wyoming, consistent with Section 16 of these Terms. If you live in California, narrower rules apply. See the California carve-outs in Sections 19.3, 19.4, and 19.5(d).

19.1 Survival of Obligations

The obligations set forth in this Section 19, together with any other provision of these Terms of Service that by its nature is intended to survive termination, shall survive termination, expiration, cancellation, suspension, or non-renewal of Member's Membership ("Termination") and shall remain binding on Member as follows. This Section 19.1 operates within and supplements (and does not replace) the general survival provisions of Section 14 of these Terms of Service; where the survival period in this Section is more specific to the obligations in this Section, this Section controls.

(a) General Obligations. All post-termination obligations under this Section 19 shall remain in effect for a period of five (5) years following the effective date of Termination, except as otherwise provided in subsection (b).

(b) Trade Secrets. Member's obligations with respect to Trade Secrets shall remain in effect for so long as the information in question continues to qualify as a trade secret under the federal Defend Trade Secrets Act of 2016 (18 U.S.C. Section 1836 et seq.) ("DTSA"), the Wyoming Uniform Trade Secrets Act (Wyo. Stat. Section 40-24-101 et seq.), or any other applicable state Uniform Trade Secrets Act, which obligation may extend indefinitely.

(c) Tail for Spanning Breaches. Where a course of conduct constituting a breach of this Section 19 begins during the Membership Term and continues after Termination, the obligations and remedies under this Section 19 apply to the post-Termination portion of that conduct, and the corresponding Membership-Term provisions of these Terms of Service apply to the pre-Termination portion, without gap or overlap.

19.2 Defined Terms

For purposes of this Section 19:

"Competing Product" means any software-as-a-service platform, web application, mobile application, or downloadable software product that is materially similar to the Platform in function, scope, and target market, including any product offering AI-assisted or methodology-driven production planning, document generation, sponsor pipeline management, or member-facing production methodology for fashion shows, fashion weeks, or any week-long or multi-show creative platform, where the product is offered to third parties on a commercial, freemium, or open-source basis. Competing Product does not capture work that does not replicate the Platform's software functionality, including general-purpose tools repurposed for production work, internal event tools used for Member's own events, or personal services such as consulting, coaching, or production labor.

"Competing Instructional Product" means any book, course, online curriculum, training program, paid newsletter, paid podcast, paid coaching curriculum, or other instructional or educational product or service that bundles, teaches, or replicates the Proprietary Methodology as instructional content for compensation or as part of a commercial offering. Competing Instructional Product is limited to commercial instructional offerings that bundle Proprietary Methodology as instructional content. It does not capture editorial, journalistic, academic, conference, or first-person treatments of Member's own production experience, or general industry education that does not replicate the Proprietary Methodology.

"Confidential Information" means any non-public information disclosed by Company to Member or to which Member is given access through the Platform during the Membership Term, including Trade Secrets, Proprietary Methodology, member rosters and contact information of other members, pricing, financial terms, and commercial strategy, product roadmaps and unreleased features, templates and template definitions in their pre-rendered form, system architecture, source code, or non-public API specifications, and any compilation, derivative, or analysis of the foregoing.

"Platform" means the Fashion Week Blueprint software-as-a-service application available at fashionweekblueprint.com, including the user interface, application architecture, document generation engine, template library, sponsor pipeline tooling, brand-overlay rendering system, AI-prompt scaffolding, and all server-side and client-side code, content, and assets.

"Proprietary Methodology" means the specific production frameworks, named processes, and instructional content authored or curated by Company and identified as proprietary, including any framework or process distributed under a name that includes "Fashion Week Blueprint" or any registered or unregistered Company trademark, any tool, template, or process Company identifies internally as proprietary or confidential methodology, and the underlying systems and content Company identifies internally as the operational machinery of the Platform. Proprietary Methodology is limited to material Company has authored or curated and identified as proprietary. It does not include publicly available industry knowledge, information Member possessed independently of the Membership, information Member develops without reference to Company materials, or generic production techniques in common industry use.

"Trade Secrets" means information that constitutes a trade secret under DTSA, the Wyoming Uniform Trade Secrets Act, or any other applicable state Uniform Trade Secrets Act, regardless of the industry or vertical to which the information relates. Trade Secrets includes Company's compiled member rosters, sponsor and partner contact databases, internal financial records, unreleased product designs, the source code and architecture of the Platform, the operational machinery of the Platform's document generation and template categorization systems, and the underlying systems Company identifies internally as proprietary.

19.3 Non-Cloning Covenant (Post-Termination Extension of Section 5)

This Section 19.3 extends and supplements the intellectual property obligations set forth in Section 5 into the post-termination period; nothing in this Section is intended to narrow Section 5 during the Membership Term.

For a period of five (5) years following Termination, Member shall not, directly or indirectly, alone or in concert with others: (a) replicate, reproduce, clone, reverse-engineer, decompile, disassemble, or create derivative works of the Platform or any substantial component thereof, except as expressly permitted by applicable law that may not be contractually waived (including any non-waivable rights to interoperability, security research, or accessibility); (b) develop, design, code, contract for the development of, or commercially release a software application or service that was developed using or in reference to Member's Membership-period access to the Platform; or (c) use any source code, design assets, screen captures, recordings, or other materials obtained through Member's access to the Platform to inform the design or development of a Competing Product.

Independent development. This Section 19.3 does not restrict Member's right to independently develop products in the event production category, provided the work is developed independently of Platform materials. Member bears the burden of proving independent development if challenged.

(d) California Members. Notwithstanding subsections (a) through (c), with respect to any Member whose state of residence at the effective date of Termination is California, this Section 19.3 shall apply only to (i) actual or threatened misappropriation of Trade Secrets, (ii) actual or threatened misuse of Confidential Information, and (iii) breach of any express written confidentiality undertakings between Member and Company. For California Members, this Section 19.3 shall not be construed to restrain Member from engaging in any lawful profession, trade, or business of any kind, and shall be interpreted consistent with California Business and Professions Code Sections 16600 and 16600.5.

19.4 Non-Scraping and Non-Extraction Covenant (Post-Termination Extension of Sections 7 and 8)

This Section 19.4 extends and supplements the Acceptable Use prohibitions on scraping, bulk extraction, and automated access set forth in Section 8, and the AI fair-use prohibitions set forth in Section 7, into the post-termination period.

For a period of five (5) years following Termination, Member shall not, directly or indirectly, alone or in concert with others: (a) use any automated means (including web crawlers, scrapers, robots, spiders, browser automation tools, headless browsers, API harvesters, or AI-driven data extraction agents) to access, collect, copy, or extract content, templates, documents, methodology, member data, or any other information from the Platform; (b) use any manual means (including copy-and-paste, screen capture, screen recording, printing followed by re-keying, photography of computer displays, or human-in-the-loop transcription) to systematically collect, copy, or extract content, templates, documents, methodology, member data, or any other information from the Platform, provided that this subsection does not prohibit Member's retention of Member's own user-generated content, or copies of documents Member generated using the Platform during the Membership Term, for Member's own records; (c) use Platform content, templates, documents, or methodology as training data, fine-tuning data, retrieval-augmentation corpus, or evaluation data for any artificial intelligence, machine learning, or large-language-model system; or (d) resell, redistribute, sublicense, or make available to any third party any content, template, document, or methodology obtained from the Platform during the Membership Term, except as expressly authorized by Company in writing. Subsection (d) does not prohibit Member from sharing documents Member generated using the Platform with Member's own clients, sponsors, vendors, or stakeholders for the purpose for which those documents were generated.

Member acknowledges that the Platform requires authentication and that any access following Termination, whether by Member or by automated means using Member's prior credentials, constitutes unauthorized access under the federal Computer Fraud and Abuse Act (18 U.S.C. Section 1030) and the Wyoming Computer Crimes Act (Wyo. Stat. Section 6-3-501 et seq.).

(e) California Members. Notwithstanding subsections (a) through (d), with respect to any Member whose state of residence at the effective date of Termination is California, this Section 19.4 shall apply only to (i) actual or threatened misappropriation of Trade Secrets, (ii) actual or threatened misuse of Confidential Information, and (iii) breach of any express written confidentiality undertakings between Member and Company. For California Members, this Section 19.4 shall not be construed to restrain Member from engaging in any lawful profession, trade, or business of any kind, and shall be interpreted consistent with California Business and Professions Code Sections 16600 and 16600.5.

19.5 Non-Use of Proprietary Methodology Covenant (Industry-Agnostic)

For a period of five (5) years following Termination, Member shall not, directly or indirectly, alone or in concert with others, use any Proprietary Methodology to design, build, market, license, operate, or commercially offer any software product or service for the production, planning, or execution of any event, regardless of category or vertical.

Without limiting the foregoing, Member shall not (a) use any Proprietary Methodology to design, build, market, license, operate, or commercially offer a Competing Product; (b) disclose, teach, license, or sell Proprietary Methodology to any third party for use in connection with any such software product or service; or (c) hold out Member's continued use of Proprietary Methodology as endorsed by, certified by, or affiliated with Company.

Permitted activities. This Section 19.5 does not restrict Member's continuing right to produce events using methods Member developed independently of the Platform, to use publicly available industry knowledge or pre-Membership knowledge, or to discuss event production in editorial, educational, or consultative contexts that do not commercially replicate or license the Proprietary Methodology in software or instructional products.

(d) California Members. Notwithstanding subsections (a) through (c), with respect to any Member whose state of residence at the effective date of Termination is California, this Section 19.5 shall apply only to (i) actual or threatened misappropriation of Trade Secrets, (ii) actual or threatened misuse of Confidential Information, and (iii) breach of any express written confidentiality undertakings between Member and Company. For California Members, this Section 19.5 shall not be construed to restrain Member from engaging in any lawful profession, trade, or business of any kind, and shall be interpreted consistent with California Business and Professions Code Sections 16600 and 16600.5. The remaining obligations of this Section 19 (Sections 19.3, 19.4, and 19.6 in particular) continue to apply to California Members as provided in those Sections.

19.6 Non-Use of Methodology for Competing Instructional Products

For a period of five (5) years following Termination, Member shall not, directly or indirectly, alone or in concert with others: (a) use any Proprietary Methodology to design, write, develop, produce, market, license, distribute, or commercially offer any Competing Instructional Product; (b) disclose, teach, license, or sell Proprietary Methodology to any third party for use in connection with any Competing Instructional Product; or (c) hold out Member's continued use of Proprietary Methodology as endorsed by, certified by, or affiliated with Company in connection with any instructional or educational product.

Permitted activities (book-as-funnel framing). This Section 19.6 is intended to protect Company's Proprietary Methodology while preserving robust public discourse about show concepts and production practice. This Section does not prevent Member from (i) describing, citing, or adapting show concepts, formats, themes, or case studies that Company has publicly disclosed (including those described in Company's published book "The Fashion Week Blueprint" or in Company's publicly available marketing, editorial, or educational materials), provided that such description, citation, or adaptation is for editorial, journalistic, conference, academic, industry-education, or personal production purposes and not for the purpose of packaging Proprietary Methodology as instructional content for compensation; (ii) producing fashion shows, fashion weeks, or other events using show concepts, formats, or themes that Company has publicly disclosed, even where such production is offered as a commercial service to others; (iii) discussing Member's own production experience and personal case studies of Member's own productions in editorial, educational, or consultative contexts; (iv) using general industry knowledge regarding event production that is publicly available; or (v) using event production techniques that are publicly known or that Member developed prior to the Membership.

Publication reservation. Company's publication of methodology in any form (including the published book "The Fashion Week Blueprint," any future books, courses, training programs, paid newsletters, paid podcasts, or other instructional or educational materials) does not waive the obligations under this Section 19.6 and does not place that methodology in the public domain except to the extent expressly licensed by Company in writing. Published material remains subject to copyright and to Member's contractual non-use obligations, even though publication may affect or terminate trade-secret status of the published contents. Member's obligations under this Section 19.6 arise from Member's contractual undertaking and consideration received through the Membership, and are not extinguished by the public availability of the methodology through Company's own publication or by any subsequent loss of trade-secret status.

(d) California Members. Notwithstanding subsections (a) through (c), with respect to any Member whose state of residence at the effective date of Termination is California, this Section 19.6 shall apply only to (i) actual or threatened misappropriation of Trade Secrets, (ii) actual or threatened misuse of Confidential Information, and (iii) breach of any express written confidentiality undertakings between Member and Company. For California Members, this Section 19.6 shall not be construed to restrain Member from engaging in any lawful profession, trade, or business of any kind, and shall be interpreted consistent with California Business and Professions Code Sections 16600 and 16600.5.

19.7 Liquidated Damages

Member acknowledges that breach of any obligation in Sections 19.3, 19.4, 19.5, or 19.6 will cause Company harm that is difficult to measure with precision, including lost membership revenue, diminished competitive position, dilution of brand value, and the cost of investigation and remediation.

Pre-estimate of harm. The parties have agreed on the range and aggregate cap in this Section 19.7 as a reasonable pre-estimate of harm, recognizing that (i) Member's access to Proprietary Methodology has commercial value approximately equal to twelve (12) to twenty-four (24) months of subscription fees, (ii) misappropriation harms Company's competitive position by diluting brand value, accelerating competitor entry, and forcing remediation costs, and (iii) actual damages are inherently difficult to quantify because of the intangible nature of the misappropriated information. The parties agree this Section sets a reasonable estimate of harm and not a penalty.

(a) Per-Instance Damages. For each material breach of Section 19.3 (Non-Cloning), Section 19.4 (Non-Scraping), Section 19.5 (Non-Use of Methodology), or Section 19.6 (Non-Use for Competing Instructional Products), Member may be liable for liquidated damages in an amount between Ten Thousand Dollars ($10,000) and Fifty Thousand Dollars ($50,000) per instance of breach, as determined by the court or other adjudicative body based on the nature, scope, and duration of the breach, and any aggravating or mitigating factors (including willful misconduct, which may support the high end of the range).

(b) Multiple Instances. Where a course of conduct constitutes multiple breaches, each material breach may trigger a separate per-instance damages determination, subject in all cases to the aggregate cap in subsection (d).

(c) Cumulative Remedy. Liquidated damages under this Section 19.7 are in addition to, and not in lieu of: (i) injunctive relief under Section 19.8; (ii) actual damages, restitution, or unjust enrichment claims; (iii) attorneys' fees and costs as provided in Section 19.9; and (iv) any other remedy available at law or in equity, including enhanced damages and attorneys' fees under DTSA for willful misappropriation of Trade Secrets.

(d) Aggregate Cap. Notwithstanding subsections (a) and (b) of this Section 19.7, the total liquidated damages payable by any Member under this Section 19.7 in connection with all breaches of Sections 19.3, 19.4, 19.5, and 19.6 (in the aggregate) shall not exceed the greater of (i) Two Hundred Fifty Thousand Dollars ($250,000), or (ii) five (5) times the total fees paid or payable by Member to Company during the twelve (12) months immediately preceding the first material breach. This aggregate cap applies to liquidated damages only and does not limit Company's right to recover actual damages, restitution, unjust enrichment, attorneys' fees and costs (Section 19.9), injunctive relief (Section 19.8), or remedies under DTSA, the Wyoming Uniform Trade Secrets Act, or other applicable law.

19.8 Injunctive Relief and Acknowledgment of Irreparable Harm

Member acknowledges and agrees that any breach or threatened breach of Sections 19.3, 19.4, 19.5, or 19.6 will cause Company immediate and irreparable harm for which monetary damages alone would be inadequate. Accordingly: (a) Company shall be entitled to seek and obtain temporary, preliminary, and permanent injunctive relief to prevent or restrain any such breach or threatened breach, without the necessity of posting bond or other security and without the necessity of proving actual damages; (b) such injunctive relief shall be cumulative with, and not in lieu of, all other remedies available to Company at law or in equity, including the liquidated damages provided in Section 19.7; and (c) Member waives any defense that Company has an adequate remedy at law sufficient to deny injunctive relief.

19.9 Attorneys' Fees and Costs

In any action brought to enforce or interpret Sections 19.3 through 19.8, the prevailing party shall be entitled to recover its reasonable attorneys' fees, expert witness fees, court costs, reasonable costs of pre-suit investigation, and other costs of investigation and litigation, including forensic costs incurred to identify scraping, extraction, or methodology misappropriation.

19.10 Governing Law, Venue, and Jurisdiction

This Section 19.10 restates and applies, for the avoidance of doubt and for clauses arising under this Section 19, the governing-law and forum selections established in Section 16.

(a) Governing Law. This Section 19, together with these Terms of Service, shall be governed by and construed under Wyoming law, without regard to its conflict-of-laws principles.

(b) Venue. Any action arising out of or relating to this Section 19 shall be brought exclusively in the state or federal courts located in Sheridan County, Wyoming.

(c) Jury Trial Waiver. To the maximum extent permitted by law, Member and Company each waive the right to trial by jury in any action arising out of or relating to this Section 19.

(d) Section-Specific Severability. If any provision of this Section 19 is held by a court of competent jurisdiction to be unenforceable or invalid, that provision shall be modified to the minimum extent necessary to render it enforceable; if it cannot be so modified, it shall be severed from this Section 19, and the remaining provisions shall continue in full force and effect.

19.11 Member Acknowledgment

By accepting these Terms of Service and continuing to access the Platform, Member acknowledges that (i) Member has read and understood Section 19 in its entirety; (ii) the obligations herein are reasonable in scope, geography, and duration to protect Company's legitimate business interests; (iii) Member's use of the Platform creates the opportunity for misappropriation that this Section 19 is designed to prevent; and (iv) the consideration provided by Company through Membership access is sufficient to support the obligations herein.

20. Member Mailing List Practices

Member's use of the Platform's contact-management, mass email, and related electronic messaging features is governed by the Mass Email and Anti-Spam Policy, available at https://www.fashionweekblueprint.com/mass-email-policy, which is incorporated into these Terms by reference and binds Member as a condition of Membership. To the extent of any conflict between the Mass Email and Anti-Spam Policy and these Terms, the Mass Email and Anti-Spam Policy controls with respect to electronic messaging activities.