2. ELIGIBILITY & AUTHORIZED USE

2.1 Age Requirement

Users must be at least 18 years old to access or use the RE3 Gifts website, platforms, and services. By using the site, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into binding agreements.

2.2 Authorized Business Use

The Services are intended for business and commercial use by authorized representatives of organizations seeking promotional products, branded merchandise, and related fulfillment services. Certain areas of the Services, including client-specific storefronts and dashboards, are restricted and accessible only to authorized users designated by RE3 Gifts or its clients.

2.3 Prohibited Uses

You agree not to use the Services for any purpose that is unlawful, prohibited by these Terms, or otherwise harmful to RE3 Gifts, its clients, or third parties. Prohibited uses include but are not limited to:

1. Attempting to gain unauthorized access to restricted areas of the Services or other users’ accounts;

2. Using the Services to transmit any viruses, malware, or other malicious code;

3. Interfering with or disrupting the integrity or performance of the Services;

4. Collecting or harvesting any information from the Services without authorization;

5. Impersonating any person or entity or falsely stating or misrepresenting your affiliation with a person or entity;

6. Using the Services in any manner that could disable, overburden, damage, or impair the Services;

7. Using any robot, spider, or other automatic device, process, or means to access the Services for any purpose; or

8. Using the Services in violation of any applicable law, regulation, or third-party rights.

2.4 Accessibility

RE3 Gifts is committed to ensuring digital accessibility for people with disabilities. We are continually improving the user experience for everyone and applying the relevant accessibility standards.

3. ACCOUNT ACCESS & SECURITY

3.1 Account Creation and Maintenance

To access certain features of the Services, you may be required to create an account or be granted access to a client-specific storefront or dashboard. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

1. Immediately notify RE3 Gifts of any unauthorized use of your account or any other breach of security;

2. Ensure that you exit from your account at the end of each session when accessing the Services on a shared computer or device;

3. Not share your account credentials with any third party; and

4. Not create more than one account unless expressly permitted to do so by RE3 Gifts.

3.3 Account Termination

RE3 Gifts reserves the right to suspend or terminate your account and access to the Services at any time, with or without notice, for any reason, including but not limited to:

1. Violation of these Terms;

2. Suspected fraudulent, abusive, or illegal activity;

3. Non-payment of fees or charges;

4. Extended periods of inactivity; or

5. At the request of a client who authorized your access to a client-specific storefront or dashboard.

3.4 Data Retention

RE3 Gifts will retain client data for 90 days following service termination, after which such data may be permanently deleted, unless retention is required to comply with legal obligations, resolve disputes, enforce agreements, or support ongoing or renewed client programs.

4. SERVICE DESCRIPTION

4.1 Services Overview

RE3 Gifts is a premium promotional products and branded gifting company that helps organizations design, source, customize, warehouse, and distribute branded merchandise and gifting programs. Services include:

1. Custom product sourcing;

2. Branded packaging;

3. Kitting and assembly;

4. Inventory management;

5. Direct-to-recipient fulfillment; and

6. Client-specific branded storefronts and dashboards.

4.2 Service Delivery Models

RE3 Gifts operates both as:

1. A full-service managed gifting partner; and

2. A technology-enabled fulfillment provider through private storefronts and order dashboards built for individual clients.

4.3 Website and Platform Functionality

The RE3 Gifts website and related web applications allow visitors and authorized users to:

1. View information about RE3 Gifts’ services;

2. Submit inquiries and project requests;

3. Initiate and manage orders or reorders;

4. Access private, client-specific storefronts and dashboards;

5. Submit shipping details, recipient information, and order instructions; and

6. Review order approvals, fulfillment status, and delivery details.

4.4 Service Limitations

RE3 Gifts does not guarantee marketing results or business outcomes from the use of its products or services. All services are provided on a commercially reasonable efforts basis, subject to the availability of materials, production capacity, and third-party vendor capabilities.

5. CUSTOM ORDERS, APPROVALS & PRODUCTION

5.1 Order Process

All orders placed through the Services are subject to acceptance by RE3 Gifts. RE3 Gifts reserves the right to refuse any order for any reason at its sole discretion. The order process typically includes the following steps:

1. Initial inquiry or request;

2. Product selection and customization;

3. Pricing and timeline confirmation;

4. Formal quote issuance;

5. Client approval and payment;

6. Production and customization;

7. Quality control; and

8. Shipping and fulfillment.

5.2 Design Approval Process

Clients will have 5 business days to review and approve custom product designs once they are made available. If no feedback or approval is received within this timeframe, production may automatically proceed based on the most recently provided or approved specifications.

5.3 Written Approval Requirement

All custom orders require written approval before production begins. Written approval may be provided via email, electronic signature, or through the RE3 Gifts platform. By providing approval, you represent and warrant that:

1. You have the authority to approve the design and order;

2. You have reviewed the design, specifications, quantities, and pricing;

3. You have verified the accuracy of all text, logos, colors, and other elements; and

4. You accept responsibility for any errors or omissions in the approved design.

5.4 Production Timeline

Production timelines are estimates only and are not guaranteed. Actual production time may vary based on product availability, customization requirements, production capacity, and other factors. RE3 Gifts will make commercially reasonable efforts to meet estimated production timelines but is not responsible for delays caused by third-party suppliers, manufacturers, or other factors beyond its reasonable control.

5.5 Product Variations

Minor variations in color, size, or appearance between the digital proof and the final product may occur due to differences in materials, printing processes, and manufacturing techniques. Such variations are not considered defects and do not constitute grounds for returns or refunds.

5.6 Custom Product Specifications

For custom products, RE3 Gifts will provide specifications regarding available customization options, imprint areas, color limitations, and other relevant details. It is the client’s responsibility to review these specifications and ensure that the requested customization is compatible with the selected product.

6. PRICING, PAYMENTS & TAXES

6.1 Pricing

All prices are quoted in U.S. dollars unless otherwise specified. Price quotes provided by RE3 Gifts are valid for 30 days from the date issued, unless otherwise stated in writing. After this period, pricing may be subject to change due to supplier costs, material availability, production requirements, or shipping rate fluctuations.

6.2 Minimum Order Quantities

RE3 Gifts reserves the right to set minimum order quantities for any product or service. Minimum order quantities may vary by product, customization method, and other factors. RE3 Gifts will communicate applicable minimum order quantities during the quotation process.

6.3 Payment Terms

Payment terms will be specified in the quote or invoice provided to the client. Unless otherwise agreed in writing, payment is due upon order placement for new clients and according to established credit terms for existing clients. RE3 Gifts accepts payment via credit card, ACH transfer, wire transfer, and company check.

6.4 Late Payments

Payments not received by the due date are subject to late fees of 1.5% per month or the maximum rate permitted by law, whichever is less. RE3 Gifts reserves the right to suspend or terminate services, including access to client-specific storefronts and dashboards, for accounts with outstanding balances.

6.5 Taxes

Prices do not include applicable sales tax, value-added tax, or other taxes unless specifically stated. The client is responsible for all applicable taxes, duties, and fees associated with the purchase and delivery of products and services, except for taxes based on RE3 Gifts’ net income.

6.6 Price Adjustments

RE3 Gifts reserves the right to adjust pricing due to:

1. Changes in supplier costs;

2. Material availability;

3. Changes in production requirements;

4. Changes in shipping rates;

5. Currency fluctuations;

6. Errors in pricing or description; or

7. Other factors affecting the cost of goods or services.

RE3 Gifts will notify clients of any price adjustments before processing orders.

7. SHIPPING, FULFILLMENT & DELIVERY

7.1 Shipping Methods and Carriers

RE3 Gifts uses reputable third-party carriers for shipping and delivery. The choice of carrier and shipping method is at RE3 Gifts’ discretion unless specific arrangements are made with the client. Available shipping methods and associated costs will be communicated during the order process.

7.2 Delivery Timeframes

All delivery dates and timeframes are estimates only and are not guaranteed. RE3 Gifts is not responsible for delays caused by shipping carriers, customs clearance, weather conditions, or other factors beyond its reasonable control. Delivery timeframes begin after production is complete and do not include production time.

7.3 Risk of Loss

Risk of loss and title for products pass to the client upon delivery to the carrier. For drop-shipped items sent directly to recipients, risk of loss passes upon delivery to the recipient’s address.

7.4 Shipping Information

The client is responsible for providing accurate and complete shipping information, including recipient names, addresses, contact information, and any special delivery instructions. RE3 Gifts is not responsible for delays, non-delivery, or additional costs resulting from inaccurate or incomplete shipping information.

7.5 International Shipping

For international shipments, the client is responsible for:

1. Providing all necessary documentation for customs clearance;

2. Paying all applicable duties, taxes, and customs fees;

3. Complying with all import regulations of the destination country; and

4. Obtaining any required permits or licenses.

RE3 Gifts is not responsible for delays, confiscation, or additional costs resulting from customs clearance issues or import restrictions.

7.6 Delivery Verification

RE3 Gifts may provide tracking information for shipments when available. The client is responsible for monitoring tracking information and promptly reporting any delivery issues. Delivery confirmation from the carrier constitutes proof of delivery.

7.7 Fulfillment Services

For inventory management and fulfillment services, RE3 Gifts will store, manage, and ship client products according to the agreed-upon terms. RE3 Gifts will exercise reasonable care in handling and storing client products but is not responsible for normal wear and tear, deterioration, or obsolescence of stored products.

8. RETURNS, REFUNDS & CANCELLATIONS

8.1 Custom Order Cancellation

No cancellations or refunds are permitted once production begins on custom orders, with full payment required regardless of completion. Custom orders are defined as any product that is personalized, customized, or produced specifically for a client and is not part of RE3 Gifts’ standard inventory.

8.2 Order Modification

Requests for order modifications must be submitted in writing and are subject to approval by RE3 Gifts. Modifications may result in additional charges and extended production timelines. RE3 Gifts reserves the right to decline modification requests if production has already begun or if the requested modifications are not feasible.

8.3 Defective Products

Claims for defective products must be submitted in writing within 5 business days of receipt. The claim must include a detailed description of the defect and supporting photographs. RE3 Gifts, in its sole discretion, may:

1. Replace the defective products;

2. Provide a credit for future orders; or

3. Issue a refund for the defective products.

Products that have been used, altered, or damaged after receipt are not eligible for returns or refunds.

8.4 Shipping Errors

Claims for shipping errors (incorrect quantities, wrong products, or missing items) must be submitted in writing within 5 business days of receipt. RE3 Gifts will investigate the claim and, if verified, will take appropriate corrective action at its expense.

8.5 Return Process

All returns must be authorized in advance by RE3 Gifts. Unauthorized returns may be refused or subject to a restocking fee. Return shipping costs are the responsibility of the client unless the return is due to a defect or error by RE3 Gifts.

8.6 Non-Returnable Items

The following items are not eligible for return or refund:

1. Custom-made or personalized products (unless defective);

2. Products that have been used, altered, or damaged;

3. Products without original packaging;

4. Perishable items; or

5. Digital products or services that have been delivered or accessed.

8.7 Refund Processing

Approved refunds will be issued using the original payment method unless otherwise agreed. Refund processing time may vary depending on the payment method and financial institutions involved.

9. CLIENT-PROVIDED CONTENT & INTELLECTUAL PROPERTY

9.1 Client Content

“Client Content” means all logos, trademarks, designs, artwork, text, data, and other materials provided by the client to RE3 Gifts for use in connection with the Services.

9.2 Client Content Representations and Warranties

By providing Client Content to RE3 Gifts, you represent and warrant that:

1. You own or have the right to use and license the Client Content as contemplated by these Terms;

2. The Client Content does not infringe upon or violate any third-party rights, including intellectual property rights, privacy rights, or publicity rights;

3. The Client Content complies with all applicable laws, regulations, and industry standards; and

4. You have obtained all necessary consents, permissions, and releases for the use of the Client Content.

9.3 License to Client Content

Client retains ownership of all Client Content but grants RE3 Gifts a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, adapt, publish, distribute, and display the Client Content for the purpose of:

1. Providing and improving the Services;

2. Producing and fulfilling orders;

3. Marketing and promoting RE3 Gifts’ services with client attribution;

4. Including in RE3 Gifts’ portfolio of work; and

5. Any other purpose expressly authorized by the client.

This license remains in effect for the duration of the client relationship and for a reasonable period thereafter for portfolio and reference purposes.

9.4 RE3 Gifts Intellectual Property

All intellectual property rights in and to the Services, including but not limited to the website, platforms, applications, software, designs, graphics, text, and other content created by or for RE3 Gifts (excluding Client Content), are owned by RE3 Gifts or its licensors. Nothing in these Terms transfers any such rights to the client.

9.5 Feedback

If you provide RE3 Gifts with any feedback, suggestions, or ideas regarding the Services, you grant RE3 Gifts a perpetual, irrevocable, non-exclusive, royalty-free license to use such feedback for any purpose without compensation or attribution to you.

10. USE OF CLIENT LOGOS, TRADEMARKS & ARTWORK

10.1 Client Logo and Trademark Usage

RE3 Gifts will use client logos, trademarks, and artwork solely for the purpose of fulfilling orders and providing the Services as directed by the client, except as otherwise permitted under these Terms or with the client’s express consent.

10.2 Portfolio Rights

Client grants RE3 Gifts the right to use client logos, trademarks, and examples of completed work in RE3 Gifts’ portfolio, marketing materials, and business development activities, provided that such use includes appropriate client attribution and does not disclose confidential information.

10.3 Marketing and Promotional Use

RE3 Gifts may request permission to use client logos, testimonials, or case studies for marketing and promotional purposes. Such use requires the client’s prior written approval, which may be withdrawn at any time upon reasonable notice.

10.4 Trademark Guidelines

Clients may provide trademark usage guidelines that RE3 Gifts will follow when using client trademarks. In the absence of specific guidelines, RE3 Gifts will use client trademarks in a manner consistent with industry standards and best practices.

10.5 Third-Party Intellectual Property

If a client requests that RE3 Gifts use third-party intellectual property (such as licensed characters, sports team logos, or celebrity likenesses), the client is responsible for obtaining all necessary licenses and permissions for such use and providing documentation of such permissions to RE3 Gifts upon request.

10.6 Intellectual Property Infringement

RE3 Gifts reserves the right to refuse to produce or fulfill any order that it reasonably believes may infringe upon third-party intellectual property rights. Such refusal does not relieve the client of any payment obligations for work already performed.

11. THIRD-PARTY VENDORS & SERVICES

11.1 Third-Party Suppliers and Manufacturers

RE3 Gifts may rely on third-party manufacturers, suppliers, carriers, and service providers to fulfill orders and operate its platforms. RE3 Gifts is not responsible for delays, errors, or service interruptions caused by third parties or events beyond its reasonable control, including supply chain disruptions, carrier delays, labor shortages, or force majeure events. All services are provided on a commercially reasonable efforts basis.

11.2 Third-Party Products

RE3 Gifts does not manufacture the products it sells and makes no representations or warranties regarding the quality, safety, or suitability of products manufactured by third parties. RE3 Gifts will make commercially reasonable efforts to source products from reputable suppliers and to verify product quality, but is not responsible for defects or issues inherent in third-party products.

11.3 Third-Party Websites and Services

The Services may contain links to third-party websites or services that are not owned or controlled by RE3 Gifts. RE3 Gifts has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that RE3 Gifts shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such websites or services.

11.4 Third-Party Payment Processors

RE3 Gifts may use third-party payment processors to process payments for the Services. Your use of such payment processors is subject to their terms of service and privacy policies. RE3 Gifts is not responsible for the actions or omissions of third-party payment processors.

11.5 Force Majeure

RE3 Gifts shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, riot, civil unrest, government action, labor disputes, supply chain disruptions, or power or telecommunications failures. In the event of such a delay, RE3 Gifts will notify the client as soon as practicable and will resume performance as soon as reasonably possible.

12. DISCLAIMERS & LIMITATION OF LIABILITY

12.1 Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND ALL PRODUCTS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. RE3 GIFTS DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED. RE3 GIFTS DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

12.2 No Guarantee of Results

RE3 Gifts does not guarantee any specific results from the use of its products or services, including but not limited to marketing outcomes, recipient satisfaction, or business results. The effectiveness of promotional products and branded merchandise depends on various factors beyond RE3 Gifts’ control.

12.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RE3 GIFTS, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; AND (iv) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT RE3 GIFTS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

12.4 Cap on Liability

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF RE3 GIFTS, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS EXCEED THE TOTAL AMOUNT PAID BY YOU TO RE3 GIFTS FOR THE SPECIFIC ORDER OR SERVICE THAT GAVE RISE TO THE CLAIM.

12.5 Essential Purpose

The limitations of damages set forth above are fundamental elements of the basis of the bargain between RE3 Gifts and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you.

12.6 Time Limitation on Claims

Any cause of action or claim you may have arising out of or relating to these Terms or the Services must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action or claim is permanently barred.

13. INDEMNIFICATION

13.1 Client Indemnification Obligations

You agree to defend, indemnify, and hold harmless RE3 Gifts, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to:

1. Your violation of these Terms;

2. Your use of the Services;

3. Client-provided materials, instructions, or recipient information;

4. Any claim that Client Content infringes upon or violates any third-party rights, including intellectual property rights, privacy rights, or publicity rights;

5. Your violation of any applicable law, regulation, or third-party right; or

6. Any claim arising from your acts or omissions in connection with the Services.

13.2 Notification of Claims

You agree to promptly notify RE3 Gifts in writing of any third-party claim, demand, or action that may give rise to indemnification obligations under these Terms and to cooperate with RE3 Gifts in the defense of such claim, demand, or action.

13.3 Defense of Claims

RE3 Gifts reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify RE3 Gifts, and you agree to cooperate with RE3 Gifts’ defense of these claims. You agree not to settle any matter without the prior written consent of RE3 Gifts.

13.4 Survival

The indemnification obligations under this section shall survive the termination or expiration of these Terms and your use of the Services.

14. SUSPENSION OR TERMINATION OF ACCESS

14.1 Suspension or Termination by RE3 Gifts

RE3 Gifts reserves the right to suspend or terminate your access to the Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms. Upon termination, your right to use the Services will immediately cease.

14.2 Immediate Termination for Breach

RE3 Gifts may immediately terminate your access to the Services for:

1. Material breach of these Terms;

2. Failure to pay any fees or charges when due;

3. Providing false, fraudulent, or misleading information;

4. Engaging in illegal, fraudulent, or abusive activities;

5. Using the Services in a manner that may cause harm to RE3 Gifts, its clients, or third parties; or

6. At the request of a client who authorized your access to a client-specific storefront or dashboard.

14.3 Effect of Termination

Upon termination of your access to the Services:

1. All licenses and rights granted to you under these Terms will immediately cease;

2. You must cease all use of the Services;

3. You remain liable for all fees, charges, and other obligations incurred prior to termination;

4. RE3 Gifts may delete or archive your account information and content; and

5. Sections of these Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

14.4 Data Retention and Deletion

RE3 Gifts will retain client data for 90 days following service termination, after which such data may be permanently deleted, unless retention is required to comply with legal obligations, resolve disputes, enforce agreements, or support ongoing or renewed client programs.

14.5 Reinstatement

RE3 Gifts may, in its sole discretion, reinstate suspended or terminated accounts upon satisfaction of any conditions it deems appropriate, including payment of reactivation fees or outstanding balances.

15. CONFIDENTIALITY & PROPRIETARY INFORMATION

15.1 Confidential Information

“Confidential Information” means all non-public information disclosed by one party to the other that is designated as confidential or that, given the nature of the information or circumstances surrounding its disclosure, reasonably should be understood to be confidential. Confidential Information includes, but is not limited to, business plans, financial information, customer lists, pricing, product designs, technical specifications, and proprietary processes.

15.2 Protection of Confidential Information

Each party agrees to:

1. Maintain the confidentiality of the other party’s Confidential Information;

2. Use the Confidential Information solely for the purpose of performing its obligations under these Terms;

3. Restrict access to Confidential Information to those employees, agents, and contractors who need to know such information and who are bound by confidentiality obligations no less restrictive than those contained herein; and

4. Return or destroy all Confidential Information upon the termination of the parties’ relationship or upon request.

15.3 Exclusions

The confidentiality obligations in this section do not apply to information that:

1. Is or becomes publicly available through no fault of the receiving party;

2. Was known to the receiving party prior to disclosure by the disclosing party;

3. Is independently developed by the receiving party without use of or reference to the Confidential Information;

4. Is rightfully obtained by the receiving party from a third party without restriction on use or disclosure; or

5. Is required to be disclosed by law, regulation, or court order, provided that the receiving party gives the disclosing party prompt written notice of such requirement to allow the disclosing party to seek a protective order or other appropriate remedy.

15.4 Client Data Privacy

RE3 Gifts will maintain strict confidentiality with limited use of client data only for order fulfillment and will not share such data except as legally required or as necessary to provide the Services. RE3 Gifts’ collection, use, and disclosure of personal information are governed by its Privacy Policy, which is incorporated by reference into these Terms.

15.5 Survival

The confidentiality obligations in this section shall survive the termination or expiration of these Terms for a period of three (3) years, except for trade secrets, which shall be maintained in confidence for as long as they remain trade secrets under applicable law.

16. COMPLIANCE WITH LAWS

16.1 General Compliance

Both parties agree to comply with all applicable federal, state, and local laws, regulations, and industry standards in connection with the performance of their obligations under these Terms.

16.2 Export Controls

You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce and trade and economic sanctions maintained by the U.S. Treasury Department’s Office of Foreign Assets Control.

16.3 Anti-Corruption

You agree not to engage in any activity that would violate any applicable anti-corruption law, including the U.S. Foreign Corrupt Practices Act, and not to offer, promise, or provide anything of value to any government official or other person to improperly influence any act or decision or to secure any improper advantage.

16.4 Accessibility

RE3 Gifts strives to ensure that its Services are accessible to people with disabilities. RE3 Gifts will make reasonable efforts to comply with the Americans with Disabilities Act and Assembly Bill 434, which requires compliance with Web Content Accessibility Guidelines (WCAG) 2.0 Level AA standards.

16.5 Privacy Compliance

RE3 Gifts will comply with applicable privacy laws, including the California Consumer Privacy Act (CCPA), in its collection, use, and disclosure of personal information. RE3 Gifts’ Privacy Policy describes its privacy practices in more detail.

16.6 Product Compliance

RE3 Gifts makes commercially reasonable efforts to ensure that the products it sources comply with applicable product safety and labeling requirements. However, it is the client’s responsibility to ensure that products selected for specific uses or promotions comply with all applicable laws and regulations for their intended use and distribution.

17. GOVERNING LAW & DISPUTE RESOLUTION

17.1 Governing Law

These Terms and any dispute arising out of or related to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of California, United States, without giving effect to any choice or conflict of law provision or rule.

17.2 Mandatory Binding Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms or the Services, including the formation, interpretation, breach, or termination thereof, shall be resolved by binding arbitration administered by a mutually agreed-upon arbitration service in accordance with its Commercial Arbitration Rules then in effect. The arbitration will be conducted by a single arbitrator, in San Diego, California, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

17.3 Waiver of Jury Trial and Class Actions

YOU AND RE3 GIFTS AGREE TO WAIVE THE RIGHT TO TRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION. NEITHER YOU NOR RE3 GIFTS MAY ACT AS A CLASS REPRESENTATIVE OR PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS WITH RESPECT TO ANY CLAIM. CLAIMS MAY NOT BE ARBITRATED ON A CLASS OR REPRESENTATIVE BASIS.

17.4 Exceptions to Arbitration

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s intellectual property rights.

17.5 Costs of Arbitration

The costs of arbitration shall be shared equally by the parties, except that each party shall be responsible for its own attorneys’ fees and expenses unless the arbitrator determines that one party’s position was frivolous or taken in bad faith, in which case the arbitrator may award costs and fees to the other party.

17.6 Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

18. CHANGES TO THESE TERMS

18.1 Modifications to Terms

RE3 Gifts reserves the right, at its sole discretion, to modify or replace these Terms at any time. RE3 Gifts will provide notice of such changes by posting the updated Terms on the website and updating the “Effective Date” at the top of these Terms. Your continued use of the Services after any such changes constitutes your acceptance of the new Terms.

18.2 Material Changes

For material changes to these Terms, RE3 Gifts will make reasonable efforts to provide additional notice, such as an email notification to registered users or a prominent notice on the website.

18.3 Rejection of Modified Terms

If you do not agree to the new Terms, you must stop using the Services. Your continued use of the Services after the effective date of the revised Terms constitutes your acceptance of such Terms.

18.4 Review of Terms

It is your responsibility to check these Terms periodically for changes. If you have an active account with RE3 Gifts, you may receive email notifications of material changes to these Terms.

19. CONTACT INFORMATION

19.1 Business Information

Legal Business Name: Bydand Group LLC (doing business as RE3 Gifts)

Business Address: 512 Via de la Valle, Suite 301, Solana Beach, CA 92075, United States

Business Contact Email: david@re3gifts.com

19.2 Questions and Notices

All questions, comments, and notices regarding these Terms should be directed to:

Email: david@re3gifts.com

Mail: Bydand Group LLC (dba RE3 Gifts)

   512 Via de la Valle, Suite 301

  Solana Beach, CA 92075

  United States

19.3 Electronic Communications

By using the Services, you consent to receiving electronic communications from RE3 Gifts. These communications may include notices about your account, order confirmations, invoices, and information concerning or related to the Services. You agree that any notices, agreements, disclosures, or other communications that RE3 Gifts sends to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

20. GENERAL PROVISIONS

20.1 Entire Agreement

These Terms, together with any other agreements or policies referenced herein, constitute the entire agreement between you and RE3 Gifts regarding the Services and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning the subject matter of these Terms.

20.2 Severability

If any provision of these Terms is held to be invalid, illegal, void, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make such provision enforceable while preserving the intent of the parties, and the remaining provisions of these Terms shall remain in full force and effect.

20.3 No Waiver

No failure or delay by RE3 Gifts 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 right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege.

20.4 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without the prior written consent of RE3 Gifts. RE3 Gifts may assign or transfer these Terms, in whole or in part, without restriction.

20.5 Relationship of the Parties

Nothing in these Terms shall be construed as creating a partnership, joint venture, agency, or employment relationship between you and RE3 Gifts. Neither party shall have the authority to bind the other in any manner.

20.6 Force Majeure

RE3 Gifts shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, riot, civil unrest, government action, labor disputes, supply chain disruptions, or power or telecommunications failures.

20.7 Survival

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability, and governing law provisions.

20.8 Headings

The section titles and headings in these Terms are for convenience only and have no legal or contractual effect.