Wedding Wire SubscriptionDocuSign Envelope ID: 45CF078D-At6A4E47-A7F5-5A2DBEOF1553
rWEDDINGWIRE
2 Wisconsin Circle, Floor 3, Chevy Chase, MD 20815
Phcne: (301) 231 4473 Fax: (877) 520-9294
www.weddtngwire.com
WeddingYJire Terms of Purchase
Last Revised October 25, 2017
The following terms (the 'Tens of Purchase'), along with the Teens of Use located at Mips://www.weddingwim.wmtwrpAegal/terns-of- w
(Terms of Use'), and Privacy Policy located at hftps1t ww,weddingwire-wm/wrphagal/privacy-policy (-Privacy Policy,' collectively with the
Terms of Use and Terms of Purchase, the "Agreement") shall be effective upon execution and/or completion of the Purchase process by the
business or the individual purchasing WeddingWire goods or services ('Customer' or "You").
TERM AND RENEWAL Your Agreement with WeddingWire, Inc. (together with its affiliates,'WeddirgWirs") will last for the term specified
below, unless otherwise specified in your ordering documents (the 'rem").
If You purchase a Professional, featured, andPor Spotlight Membership(s).- WeddingWire's Professional, Featured, and Spotlight Memberships
last for a fixed Term, which is 12 months from the contract start date. Even If we give you the option to divide payments for the Tenn over
multiple payment Periods, your purchase of a Professional. Featured, and Spotlight Membership is a Commitment to purchase one full Term of
that membership, subject to the terms of the Termination section, below.
If You purchase a Data Driven Display Membership.: WeddingWre's Data Driven Display product lasts for a fixed Tenn. After that Term is
over, the membership will expire unless you and WeddingWire agree to renew it. Even if we give you the option to divide payments for the
Term over multiple payment periods, your purchase of the Data Driven Display product is a commitment to purchase one lull Term of that
membership.
N You purchase a Month -to -Month Membership: If You purchase a monthly Membership from us (as specifically designated on your ordering
documents), It will last for a one-month Tem and continue to renew for one-month renewal terms based on your anniversary date ('Renewal
Tem' and such Renewal Term shall be deemed part of the Tenn) on a month-to-month basis unless and until you cancel d (by using the
Billings page) or we terminate it. You must cancel your membership [at least two (2) business days before your anniversary date) before it
renews each month in order to avoid billing of the next month's membership fees. We will bill the monthly membership fee to the payment
source you have provided us during registration or to a different payment source if you change your account information. Membership fees are
fully eamed upon payment. We do not provide refunds or credits for partially used periods.
TERMINATION
For new WeddingWire Customers purchasing a new Professional, Featured or Spotlight Membership on or after October 25, 2017 only, you
may laminate that membership only after six months from the beginning of the contract Term by giving written notice to your Sales or
Customer Success representative stating your intent to cancel no eadier than six months from the beginning of the contract Term, provided
that all the following conditions are mel:
1. If you are a Customer purchasing a Membership in a venue category (a "Venue Customer), such Venue Customer has agreed to
pay the full list price for such applicable Membership and Customer has Paid in full all Membership fees due up to the next
scheduled billing date after the date of such termination (either on a month-to-month basis.. or Payment in full upon execution of this
Agreement or via a maximum of three wnsecub've installments), but in any event, no less then fees for the first 6 months of the
Term,
DowSgn Envelope ID: 45CF07BD-A16A4E47-A7F5-5A2DBEOF1553
V WEDDINGWIRE
2 Wisconsin Circle, Floor 3, Chevy Chase, MD 20815
Phone: (301)231 9473 Fax: (877)520-92-4
www. weddingwire.com
2. If you are a Customer purchasing a Membership in any other category other than venues (a "Non -Venue Customer'), such Non -
Venue Customer has paid in full all Membership fees due for the Term at the time of purchase and is not paying fees on any
installment plan;
3. This early termination right does not apply to any subsequent purchases, renewals, upsells, upgrades, add-ons or any other types of
products or purchases;
4. Customer may not terminate or cancel any other products or services before the expiration of the current Term; and
5. Customer has not exercised this early termination right previously for this Membership or any other membership with WeddingWire.
In the event of such new Customer's early termination of a new Professional, Feature or Spotlight Membership, WeddingWire will provide a
pro -rated refund of any memberships that are paid -in -full; for all other payment plans (if applicable), your membership will continue until
immediately prior to your next scheduled billing date, at which point you will not be billed, your listing will move to a Lite status, and you will no
longer receive the benefits of premium membership.
WeddingWire may terminate this Agreement for cause upon five (5) days written notice to Customer of a breach of this Agreement.
WeddingWire may terminate this Agreement, with such termination to be effective on five (5) days notice, if the Customer provides products or
services that are competitive to WeddingWire or its affiliates. In the event of any termination or expiration of this Agreement, WeddingWire
shall retain the right to keep any and all reviews of Customer posted on the WeddingWire Website(s) (the "Site') as well as basic directory
information of Customer associated with such reviews, including without limitation, business name, address, and telephone number.
ADDITIONAL AGREEMENTS You hereby agree to abide by and be subject to the Tens of Use and Privacy Policy as they are posted on the
Site and as they may be amended from time to time by WeddingWire.
WEDDINGWIRE AND EVENTWIRE NETWORK The WeddingWire Network and the EventWire Network are continually evolving. There is no
guaranty that during the Tenn any third -party Partners that belong to the WeddingWire Network and/or the EventWire Network will remain the
same. Partners may be added or removed at any time without notice to Customer.
PRODUCT UPGRADES AND CHANGES WeddingWire is constantly reviewing its product and service offerings to strive to provide its
Customers with the best suite of options available. WeddingWire retains the fight to revise its product and/or service offerings, including the
tools made available to you, at any time for any reason including without limitation to comply with any applicable law or regulation.
If You purchase a Data Driven Display Membership: AD CREATIVE AND DESIGN MAINTENANCE RESPONSIBILITY
AD CREATIVE Customer is responsible for the creative aspects and development of its WeddingWire listing and the WeddingWire
Storefront feature or for any content used with the Data Driven Display product. With sufficient notice, the Customer may change the
listing display and the WeddingWire Storefront feature or the content used with the Data Driven Display product. Any delay by the
Customer in providing creative materials or input needed for the launch of a listing, feature, Product or service or an ad shall not
extend the Tam, and if Customer does not provide such materials within 48 hours of an order, WeddingWire reserves the right to
utilize content from Customers WeddingWire listing and/or business website for such listing, feature, Product, service, or ad.
FINAL APPROVAL WeddingWire reserves the right to refuse display of, and to take down at any time after display of, a Customer's
ad if, in Wedding Wire's sole discretion. the content of the ad is deemed to be in violation of this Agreement, or disparaging,
inappropriate and/or competitive to WeddingWire.
CUSTOMER RESPONSIBILITIES REGARDING OTHER SERVICES Customer is responsible for operation of any other tools or services
provided by WeddingWire to Customer, including keeping wren Its business and contact information, sending information and responding to
DocuSlgn Envelope ID: 45CF078D-A16A4E47-A7F5.5A2DBEOF1553
�'%WEDDINGWIRE
2 Wisconsin Circle, Floor 3, Chevy Chase, MD 20815
Phone (302) 231 9473 Fa>:(877)520 9294
www.weddingwire.com
client or prospective clients. WeddingWire is not responsible for the content of any contracts, communications, or interactions (the
"Interactions") between Customer and its Uients using WedtlingWire-provided tools or services and shall have no liability for such Interactions.
Further, WeddingWire is not responsible for any losses Customer may Incur as a result of relying on information provided to Customer by its
clients or other third parties, whether or not such information was provided via the Site and even if WeddingWire was advised of the possibility
of such losses.
GENERAL PAYMENT TERMS Customer may purchase products and/or services hereunder in a variety of ways including: (i) self-service
checkout; (ii) email sales quote; (iii) providing a credit card while on the phone with a WeddingWire sale representative; or (iv) a signed order
form. By completing the purchase transaction, Customer agrees to the terms of this Agreement and agrees to pay for the products and
services provided by WeddingWim with a valid credit card or check payment Customer may not change the form of payment without
WeddingWire's consent Payment shall be made in U.S. Dollars, unless otherwise specified in your ordering documents.
CHANGING ACCOUNTS ANDIOR UPGRADING OR ADDING PRODUCTS 6 SERVICES Customer may add or upgrade additional products
and/or services at any time by contacting Customer's WeddingWire amount manager of by accessing Customer's WeddingWire self-service
checkout features on the Web. Only individuals who are authorized users of the Customer account may request manges (including, without
limitation, name changes, transfers of the amount to a different entity, or lamination of the account) to Customer account or additional
products and services. Upgrades to existing products and services will be deemed as a new contract with a new Term with the pro -rated
refund on the unused portion of the preexisting Term applied to the new contract as a credit. The term fix any add-on products or services will
be deemed to be co -terminous with the original product or service to which such add-on applies, unless otherwise specified in your ordering
documents. The fees for new Products and services will be based upon the then current, generally applicable fees.
NONTRANSFERABILITY OF PRODUCTS & SERVICES The products and/or services purchased are valid only for the Customer, and in the
membership category and region specified at the time of purchase and may not be transferred either to a different customer or by the same
Customer to a different category or region.
U.S. DOLLARS & U.S. TRADE REGULATIONS Customers in the U.S. will be billed in U.S. Dollars and subject to U.S. payment terms. In no
event shall any transactions be in violation of U.S. trade regulations.
TAXES, NO REFUNDS Except as specifically provided in these Terms of Purchase, there shall be no refunds for products and/or services
provided by WeddingWire. All amounts required to be paid hereunder do not include any amount for taxes or levy (including interest and
penalties). Customer shall pay all sales. use, VAT, excise, property or other taxes or levies which WeddingWire is required to collect or remit
to applicable tax authorities.
CREDIT CARDS (ONLY if paying by Credit Card)
If WeddingWire is authorized by Customer to charge Customer's credit card and WeddingWire is unable to process Customer's credit card, or
if any fee is otherwise not paid on time, then WeddingWire may revoke access to Customer's account.
NONPAYMENT
If the Customer does not make payments on time based on their payment schedule, WeddingWire's delinquency process Is as follows: (i)
Customer account is suspended and access is revoked; (ii) Customer has five (5) days to bring to current balance after notification (which may
include email notice); (iii) After five (5) days, the amount is terminated and Customers access to Customers WeddingWire account is
Permanently revoked; and (iv) If Customer wants to reinstate Customer's amount with WeddingWire after termination, Customer must: (a) Pay
the outstanding balance in full; and (b) Execute a new one year agreement (paid in full) and fulfill the entire agreement.
DocuSign Envelope ID: 45CF07BD-A16A-4E47-A7F5-5A2DBEOF1553
WEDDINGWIRE
2 Wisconsin Circle, Floor 3, Chevy Chase, MD 20815
Phone: (301) 231-9472 Fax: (877) 520-9294
www.weddingwire.com
If, for any reason, any fees Customer owes WeddingWire have not been received or in any manner realized by WeddingWire ("Unpaid Fees'),
Customer agrees to pay such Unpaid Fees immediately. In addition, WeddingWire may charge interest, in the lower amount of 2.0% per
month (24% per annum) or the maximum amount allowed by law, on any unpaid account balance that Customer maintains. Any partial
payments made by Customers will first be applied to the oldest, outstanding fees owed to WeddingWire. including Interest,
EARLY BUY-OUT
Customer, at any time during the Term, may buy out the remaining amount for such term with one-time payment equal to the remaining fee
due for the remainder of the Term. Upon WeddingWire receiving such payment, the Customer may choose to downgrade to a Lite listing.
INCORRECT BILLING If Customer believes WeddingWire has tilled Customer Incorrectly, Customer must contact WeddingWire Member
Services at support@weddingwire.com in writing no later than ninety (90) days after such charge. No refunds will be given for any charges
which are more than 90 days old.
DISPUTES AMONG MEMBERS; RELEASE Customer is solely responsible for its interactions with other WetldingWire members and users,
and WeddingWire is not party to any such disputes. WeddingWire reserves the right, but has no obligation, to monitor disputes between
Customer and other members and/or users. Customer agrees to release WeddingWire, its officers, directors, agents, affiliates, and employees
from all claims, demands and damages (actual and consequential) of any kind and nature, known and unknown, suspected and unsuspected,
disdosed and undisclosed, arising out of or in any way connected with any disputes between Customer or its officers, directors, agents,
affiliates, or employees, on the one hand, and any other WeddingWire members and/or users, on the other hand. If Customer is or could be
deemed a California resident, Customer waives California Civil Code §1542, which states: "A general release does not extend to claims which
the creditor does not know or suspect to exist in his favor at the time of executing the release, which If known by him must have materially
affected his settlement with the debtor.'
NO AGENCY Customer hereby agrees and acknowledges that its provision of services and/or use of the Site does not confer or imply any
contractor (independent or otherwise), agency, partnership, joint venture, employee -employer or franchiser -franchisee relationship with
WeddingWire and furthermore that no affiliation, association or connection exists between Customer and WeddingWire. In no event shall you
have authority to bind, commit, contract for, or otherwise obligate WeddingWire in any manner whatsoever.
ENTIRE AGREEMENT This Agreement, Including any documents incorporated by reference, shall constitute the entire agreement between
the parties regarding the subject matter hereof and supersede all proposals and prior discussions and writings between the parties with
respect thereto. Notwithstanding any language to the contrary therein, no terms or conditions stated in a Customer purchase order Or in any
other Customer order documentation (not provided by WeddingWire) shall be incorporated into or Conn any part of this Agreement, and all
such terms or conditions shall be null and void, unless otherwise agreed to by Wedding Wire in writing. This is a subscription agreement for
use of products and services and not an agreement for sale. Customer acknowledges that it/he/she is obtaining only a limited right to such
products and services and that, irrespective of any use of the words "purchase', 'sale" or like terms hereunder, no ownership rights are being
conveyed to Customer under this Agreement. Further, Customer acknowledges that the products and services are offered as an on-line,
hosted solution, and that Customer has no right to obtain or retain a copy of any of the products or services unless otherwise stated herein.
MODIFICATIONS The parties agree that this Agreement cannot be altered, amended or modified, except by a writing signed by an authorized
representative of each parry.
NO WAIVER No failure or delay in enforcing any right or exercising any remedy will be deemed a waiver of any right or remedy.
DocuSgn Envelope ID: 45CF076D-A1BA-4E47-A7F5-SA2DBEOF1553
TWEDDINGWIRE
2 Wisconsin Circle, Floor 3, Chevy Chase, MD 20815
PhonE: (301) 2319473 Fax (87)) 520-9294
www.weddingwire.com
SEVERABILITY AND REFORMATION Each provision of this Agreement is a separately enforceable provision. If any provision of this
Agreement is determined to be or becomes unenforceable or illegal, such provision shall be reformed to the minimum extent necessary in
order for this Agreement to remain in effect in accordance with Its terms as modified by such reformation.
GOVERNING LAW This Agreement is governed by the laws of the State of Delaware ("Goveming LaW ), without regard to principles of
conflict of laws of any state or jurisdiction.
ARBITRATION Disputes between Customer and WeddingWire regarding the Site and WeddingWire's services should be reported to
supportQa weddingwire.com. WeddingWire will attempt to resolve any disputes you have with us. Because WeddingWire is a neutral venue,
WeddingWire is not responsible for resolving any disputes between Customer and other WeddingWire members andlor users regarding
services or transactions. Any claim or controversy arising out of or relating to your use of the She, to the goods or services provided through
WeddingWire, this Agreement, or to any acts or omissions for which you may contend WeddingWire is liable, including but not limited to any
claim or Controversy as to arbkrebility, (in any case, a "Dispute'), shall be finally, and exclusively, settled by arbitration. The arbitration shall be
held before one arbitrator under the Commercial arbitration rules of the American Arbitration Association ("AAA") in force at that time. The
arbitration shall be conducted In the Stale of Maryland (the "Place of Jurisdiction"). The arbitrator shall be selected pursuant to the AAA rules.
Should no AAA rule regarding Maryland selection of an arbitrator be in effect, the Customer shall select an arbitrator from a panel of arbitrators
acceptable to WeddingWire. In any arbitration, the parties will split the cost of the filing fee, plus the Costs associated with the first day of
arbitration, with the remaining costs of arbitration paid by the non -prevailing party, provided, however, that in Maine any Cost to the Consumer
shall be limited to the cost of filing a Court case. To begin the arbitration process, a party must make a written demand therefore.
Any judgment upon an award rendered by the arbitrators may be entered in any Court of competentjunstllctlon in the Place of Jurisdiction. The
arbitrators shall not have the power to award damages In connection with any Dispute in excess of actual compensatory damages and shall
not multiply actual damages or award consequential, punitive or exemplary damages, and each party Irrevocably waives any claim thereto.
Customer and WeddingWire agree to arbitrate solely on an individual basis, and that this Agreement does not permit class arbitration or any
claims brought as a plaintiff or class member In any class or representative arbitration proceeding. The arbitral tribunal may not Consolidate
more than one Person's claims, regardless of the nature of the dispute or issues involved, and may not otherwise preside over any form of a
representative or class proceeding.
THIS AGREEMENT PROVIDES THAT ALL DISPUTES BETWEEN CUSTOMER AND WEDDINGW IRE WILL BE RESOLVED BY BINDING
ARBITRATION. CUSTOMER HEREBY GIVES UP ANY RIGHT TO GO TO COURT TO ASSERT OR DEFEND ITS RIGHTS. CUSTOMER
ALSO GIVES UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTION LAWSUITS. CUSTOMER'S RIGHTS WILL BE
DETERMINED BY NEUTRAL ARBITRATORS AND NOT A JUDGE OR JURY. Customer is entitled to a fair hearing, but the arbitration
procedures are simpler and more limited than rules applicable in court. Arbitrator decisions are enforceable as any court order and are subject
to very limited review by a Court by using WeddingWiWs goods and services or the Site, Customer Consents to these restrictions.
In the event the prohibition on class arbitration is deemed invalid or unenforceable, then the remaining portions of the arbitration agreement
will remain in force. Should a Dispute arise and should the arbitration provisions herein become inapplicable M unenforceable, or in any
instance of any lawsuit between Customer and WeddingWire, the parties agree that jurisdiction over and venue of any suit shall be exclusively
in the state Courts sitting in the Place of Jurisdiction and federal Courts sitting in the Place of Jurisdiction. If either parry employs attorneys to
enforce any right in connection with any Dispute or lawsuit, the prevailing party shall be entitled to recover reasonable attorneys' fees.
WARRANTY EXCLUSION THE PRODUCTS AND/OR SERVICES PROVIDED BY WEDDINGWIRE ARE PROVIDED "AS IS", "AS
AVAILABLE" WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE
DocuSign Envelope ID: 45CF07BD-A16A-4E47-A7F5-WDBEOF1553
1"'WEDDINGWIRE
2 Wisconsin Circle, Floor 3, Chevy Chase, MD 20815
Phone: (301) 231-9473 Far.: (877) 520-9294
www.weddingwire.com
PURSUANT TO THE APPLICABLE LAW, WEDDINGWIRE DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR
OTHER VIOLATION OF RIGHTS. THE PRODUCTS AND/OR SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER
PROBLEMS (THE 'FORCE MAJEURE EVENTS`), INCLUDING, WITHOUT LIMITATION, WARS, TERRORIST ATTACKS, STRIKES, RIOTS,
EARTHQUAKES, HURRICANES, TORNADOES, VOLCANOES, MAJOR WEATHER EVENTS, INTERNET CONGESTION, ATTACKS ON
OR FAILURE OF INFRASTRUCTURE, TROJAN, VIRUS OR MALWARE, AND DENIAL OF SERVICE (DOS) ATTACKS. WEDDINGWIRE IS
NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES. OR OTHER DAMAGE RESULTING FROM ANY FORCE MAJEURE
EVENT,
LIMITED LIABILJTY IN NO EVENT SHALL WEDDINGWIRE, OUR EMPLOYEES, OR OUR SUPPLIERS BE LIABLE TO CUSTOMER OR
ANYONE ELSE FOR INDIRECT DAMAGES, LOST PROFITS, ANY SPECIAL, INCIDENTAL, RELIANCE, OR CONSEQUENTIAL
DAMAGES, OR DAMAGES OF ANY KIND WHATSOEVER ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE
SITE, FOR USE OF ANY COUPONS OR OTHER PROMOTIONAL DISCOUNTS, OR FOR ANY DECISION MADE OR ACTION TAKEN BY
YOU IN RELIANCE ON INFORMATION CONTAINED ON THE SITE, WHETHER IN AN ACTION FOR BREACH OF WARRANTY OR
CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF
ANY REMEDY. WEDDINGWIRE'S LIABILITY, AND THAT OF OUR EMPLOYEES AND SUPPLIERS, TO CUSTOMER OR ANY THIRD
PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE LESSER OF THE AMOUNT OF FEES YOU PAY TO WEDDINGWIRE IN THE 12
MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR $100, NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE
OF ANY REMEDY.
REPRESENTATION AND WARRANTY The person consenting to this Agreement represents and warrants that: (1) such person has authority
to enter into it on behalf of Customer; (2) Customer's entering into this Agreement does not violate any other rights, obligations, regulations or
laws; (3) Customer has obtained all necessary rights for any content that it provides to WeddingWire and that WeddingWire's use of such
content will not be defamatory or harassing or violate any third parry rights, Inducing rights of publicity, privacy, and intellectual property rights,
or violate any law or regulation; and (4) any user with access to Customer's account shall be deemed an authorized user of such account.
WeddingWire reserves the right to rely on the representations and warranties made by any user of Customer's account when providing the
services to Customer.
INDEMNITY Customer agrees to indemnify and hold WeddingWire and our affiliates, officers, directors, agents, and employees harmless from
any claim or demand. Including reasonable attomeys' Fees. made by any third party due to or arising in any manner in whole or in part out of
Cuslomer's use of the Site, or its violations of its representations, warranties or obligations under the Agreement.
LANGUAGE The parties have expressly agreed that this agreement and all ancillary agreements, documents or notices relating thereto be
drafted solely in the English language. Les parties aux presentes ont expressement oonvenu que ce accord at toute aube convention,
document ou avis y afferent soient r®diges an anglais seulement.
CONTACT INFO For all questions related to billing, please contact WeddingWire at support(owedd'now a corn or by contacting us at 1-301-
231 -WIRE (9473).
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