TerrAscend - Terms of Use Last Updated: April 8, 2024 Please read these Terms of Use carefully before accessing or using any of the services offered by TerrAscend and its subsidiaries and affiliates (“TerrAscend”, “we” or “us”). These Terms of Use apply to our websites, mobile applications, services, platforms, content, products, programs, and tools (collectively, the “Site”). These Terms of Use contain an arbitration clause, a class action waiver, and other important information about your rights and obligations, as well as limitations and exclusions that may apply to you. BY USING THE SITE, YOU AGREE TO THESE TERMS OF USE, INCLUDING, BUT NOT LIMITED TO, AGREEING TO RESOLVE DISPUTES WITH US THROUGH ARBITRATION ON AN INDIVIDUAL BASIS, AS MORE FULLY SET FORTH IN THE ARBITRATION AGREEMENT SECTION BELOW. IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT USE THE SITE. Continued use of the Site constitutes your acceptance of any revisions to these Terms of Use. 1. Privacy Our privacy policy, located here (https://terrascend.com/privacy-policy) (“Privacy Policy”), governs our collection and use of information we collect about you and your rights in and to such information. By using the Site or any of our products or services, you expressly consent to our Privacy Policy, which is incorporated into the Terms of Use by reference. 2. Use of the Site Eligibility. The Site is intended solely for users who are (i) twenty-one (21) years of age and older; or (ii) eighteen (18) years of age and older and in possession of a valid medical marijuana registration card. You represent and warrant either that you are twenty-one (21) years of age or older, or if you are eighteen (18) years of age or older, that you have a valid medical marijuana registration card. Certain parts of the Site may be subject in whole or in part to heightened age and/or other eligibility requirements. As such, you may be asked to verify that you meet the heightened age and/or other eligibility requirements during your use of the Site and you hereby agree that you shall not misrepresent your age. Further, you represent and warrant that any party you invite to use the Site or participate in any of the services with you is also of legal age as described above. Without limiting the foregoing, the Site is not available to minors. Content. We, or the parties providing materials through the Site, retain all copyright and other proprietary rights contained in the original materials or any copies of the materials available through the Site. You may not modify the materials on the Site in any way or reproduce or publicly display, perform, or distribute or otherwise use them for any public or commercial purpose. The materials on the Site are copyrighted and any unauthorized use of any materials from the Site may violate copyright, trademark, and other laws. We make no claim of ownership of materials you submit to us using the Site (your “Content”), but in submitting Content to us with the Site you grant us the non-exclusive worldwide perpetual irrevocable right to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on or using the Site, and you represent to us that you have the right to do so and agree to indemnify and defend us against any claim to the contrary. License and Access. We grant you a limited license to access and make personal use of the Site and the Content for noncommercial purposes only and only to the extent such use does not violate these Terms of Use including, without limitation, the prohibitions listed in the Unlawful or Prohibited Uses section of these Terms of Use. You may download, print and copy Content for personal, noncommercial purposes only, provided you do not modify or alter the Content in any way, delete or change any copyright or trademark notice, or violate these Terms of Use in any way. Accessing, downloading, printing, posting, storing or otherwise using the Site or any of the Content for any commercial purpose, whether on behalf of yourself or on behalf of any third party, constitutes a material breach of these Terms of Use. Unlawful or Prohibited Uses. The Site may only be used for lawful purposes in accordance with the terms of the license granted in these Terms of Use. As a condition of your use of this Site, you warrant to TerrAscend that you will not use the Site for any purpose that is unlawful or prohibited by these Terms of Use. Whether on behalf of yourself or on behalf of any third party, you may not: Make any commercial use of the Site or its Content, including making any collection or use of any product listings, descriptions, prices or images; Download, copy or transmit any Content for the benefit of any other merchant; Use or attempt to use any engine, software, tool, agent, data or other device or mechanism (including browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site other than the search engine and search agents provided by TerrAscend or generally publicly available browsers; Frame, mirror or use framing techniques on any part of the Site without TerrAscend’s express prior written consent; Make any use of data extraction, scraping, mining or other data gathering tools, or create a database by systematically downloading or storing Site content, or otherwise scrape, collect, store or use any Content, account information, product listings, descriptions, prices or images, except pursuant to the limited license granted by these Terms of Use; Use any meta tags or any other hidden text utilizing TerrAscend’s name or marks; Misrepresent the identity of a user, impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Site, or express or imply that we endorse any statement you make; Use a buying agent to conduct transactions on the Site; Conduct fraudulent activities on the Site; Violate or attempt to violate the security of the Site, whether in an automated fashion or otherwise, including, without limitation: (A) accessing data not intended for you or logging onto a server or an account that you are (1) not authorized to access or, (2) in the case of a user account, not the registered user of such account; (B) trying to change the behavior of the Site; (C) attempting to probe, scan or test the vulnerability of a system or network, or to breach security or authentication measures; (D) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting malware to the Site, overloading, "flooding," "spamming," "mailbombing" or "crashing"; (E) forging any header or any part of the header information in any email or posting; or (F) forging communications on behalf of the Site (impersonating the TerrAscend Site) or to the Site (impersonating another user whether such user provided their approval for such action(s) or not); Send unsolicited or unauthorized email on behalf of TerrAscend or any of TerrAscend’s subsidiaries or affiliates, including promotions and/or advertising of products or services; Tamper with the Site or use or attempt to use any device, software, routine or data that interferes or attempts to interfere with the working or functionality of the Site or any activity being conducted on the Site; Use the Site to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including others’ privacy rights or rights of publicity; Harvest or collect personally identifiable information about other users of the Site; Restrict or inhibit any other person from using the Site (including, without limitation, by hacking or defacing any portion of the Site); Use the Site to advertise or offer to sell or buy any goods or services without TerrAscend’s express prior written consent; Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes any portion of, use of, or access to the Site; Modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the Site; or Remove any copyright, trademark or other proprietary rights notice from the Site or materials originating from the Site. 3. Mobile Messaging Terms and Conditions TerrAscend offers a mobile messaging program (the “Program”), which you agree to use and participate in subject to these Mobile Messaging Terms and Conditions. It is optional for you to participate in the Program. By opting into or participating in any of our Programs, you accept and agree to these terms and conditions, including, without limitation, your agreement to resolve any disputes with us through arbitration, as detailed in the Arbitration Agreement section below. Opt-In. The Program allows users to receive mobile messages by affirmatively opting into the Program. Regardless of the opt-in method you used to join the Program, you agree that these terms and conditions apply to your participation in the Program. By opting in or participating in the Program, you agree to receive message(s) from us at the phone number associated with your opt-in. When you opt-in to participate in the Program, the messages you receive at the number associated with your opt-in may include multi-media messages in the form of MMS graphics or SMS text and hyperlinks. Message and data rates may apply. Message frequency may vary. Opt-Out. If you do not wish to continue participating in the Program or no longer agree to these terms and conditions, you agree to reply STOP to any mobile message from us in order to opt-out of the Program. You may receive an additional mobile message confirming your decision to opt out. You understand and agree that the foregoing options are the only reasonable methods of opting out. You also understand and agree that any other method of opting out, including, but not limited to, texting words other than those set forth above, or verbally requesting one of our employees to remove you from our list, is not a reasonable means of opting out. You may also opt-out through your Bud Club loyalty account login, under ‘Notifications’ by toggling off Transactional and/or Marketing communications. Support. For support regarding the Program, email us at customerservice@terrascend.com (mailto:customerservice@terrascend.com). Disclaimer of Warranty. The Program is offered on an "as-is" basis and may not be available in all areas at all times. The Program may not continue to work in the event of product, software, coverage, or other changes made by wireless carriers. We are not liable for any delays or failures in the receipt of any mobile messages connected with the Program. Delivery of mobile messages is subject to effective transmission from your wireless carrier and is outside of our control. 4. Mobile Application Users The following provisions apply to users of TerrAscend mobile applications (each, an “Application”): Apple Application. If you download and/or use our Application(s) for iPhone or iPad, these Terms of Use incorporate by reference the Licensed Application End User License Agreement (the “LAEULA”) published by Apple, Inc. (located online at http://www.apple.com/legal/itunes/appstore/dev/stdeula/ (http://www.apple.com/legal/itunes/appstore/dev/stdeula/)). For purposes of these Terms of Use, the Application is considered the “Licensed Application” as defined in the LAEULA and TerrAscend is considered the “Application Provider” as defined in the LAEULA. If any of these Terms of Use conflict with the terms of the LAEULA, these Terms of Use shall control. Mobile Service, Internet and Service Fees. The use of the Application requires use of a mobile device and wireless mobile data service, which must be obtained from your wireless carrier, and may require Internet access, which must be obtained from your service provider; you are responsible for obtaining and paying for such additional services and obtaining a suitable device, including without limitation all usage charges related thereto. You may be required to send and receive, at your cost, electronic communications related to the Application, including without limitation, administrative messages, service announcements, diagnostic data reports, and Application updates, from TerrAscend, your mobile carrier or third-party service providers. If you do not have an unlimited wireless mobile data plan, you may incur additional charges from your wireless service provider in connection with your use of the Application. You are solely responsible for obtaining any additional subscription or connectivity services or equipment necessary to access the Application, including but not limited to payment of all third-party fees associated therewith, including fees for information sent to or through the Application. The Application may not work with all devices or all mobile carriers. TerrAscend makes no representations that the Application will be compatible with or provided by all mobile carriers. In the event that fees are charged for the Application, or other third-party service providers charge a fee for the products or services they provide, you agree to pay such fee to the respective party in exchange for your continued use of such products or services. Some services may be subject to different or additional terms (including fees), which you will be required to agree to prior to your use of such services. 5. Modification and Termination TerrAscend may at any time modify or discontinue any part of the Site; charge, modify or waive fees required to use the Site; or offer opportunities to some or all Site users. TerrAscend reserves the right to make changes to these Terms of Use at any time, and such changes will be effective immediately upon being posted on the Site. Each time you use the Site, you should review the current Terms of Use. You can determine when these Terms of Use were last revised by referring to the "Last Updated" legend at the top of these Terms of Use. Your continued use of the Site will indicate your acceptance of the current Terms of Use; however, any change to the Terms of Use after your last usage of the Site will not be applied retroactively. TerrAscend reserves the right, without notice and at its sole discretion, to terminate your account or your use of the Site and to block or prevent future access to and use of the Site if you violate any of these Terms of Use, for any other reason or for no reason. Upon any such termination, your right to use the Site will immediately cease. You agree that we shall not be liable to you or any third-party for any termination of your access to the Site. Upon termination, all provisions of these Terms of Use which are by their nature intended to survive termination, all representations and warranties, all limitations of liability and all indemnities shall survive such termination. 6. Jurisdictional Issues The Site is controlled and operated by TerrAscend from the United States and is not intended to subject TerrAscend to the laws or jurisdiction of any state, country or territory other than that of the United States. TerrAscend does not represent or warrant that the Site or any part thereof is appropriate or available for use in any particular jurisdiction other than the United States. In choosing to access the Site, you do so on your own initiative and at your own risk, and you are responsible for complying with all local laws, rules and regulations. We may limit the Site’s availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion. 7. Third-Party Sites The Site may contain links and interactive functionality interacting with the websites of third parties, including social sites and product manufacturers’ sites. TerrAscend is not responsible for and has no liability for the functionality, actions, inactions, privacy settings, privacy policies, terms, or content of any such website. Before enabling any sharing functions of the Site to communicate with any such website or otherwise visiting any such website, TerrAscend strongly recommends that you review and understand the terms and conditions, privacy policies, settings, and information-sharing functions of each such third-party website. The links and interactive functionality for third-party sites on the Site do not constitute an endorsement by TerrAscend of such third-party sites. Other sites may link to the Site with or without our authorization, and we may block any links to or from the Site. Your use of third-party websites and platforms is at your own risk. 8. Copyright Complaints We respect the intellectual property of others. We will respond to properly submitted notices of alleged copyright infringement that comply with applicable law. In the event that a person or entity has a good faith belief that any materials provided through the Site infringe upon that person's or entity's copyright or other intellectual property right (such person or entity, a "Complainant") and sends to us a properly submitted copyright notice as indicated below, we will investigate, and if we determine, in our discretion, that the material is infringing, we will remove the content. All notices claiming an infringement of copyright rights must contain the following: (a) identification of the intellectual property right that is allegedly infringed (all relevant registration numbers, or a statement concerning the Complainant's ownership of the work, should be included); (b) a statement specifically identifying the location of the infringing material, with enough detail that we may find it (please note it is not sufficient to merely provide a top level URL); (c) the complete name, address, telephone number and email address of Complainant; (d) a statement that Complainant has a good faith belief that the use of the allegedly infringing material is not authorized by the owner of the rights, or its agents, or by law; (e) a statement that the information contained in the notification is accurate, and under the penalty of perjury, Complainant is authorized to act on behalf of the owner of the copyright or other property rights that are allegedly infringed; and (f) a physical or electronic signature of a person authorized to act on behalf of the owner of the intellectual property rights that are allegedly being infringed. TerrAscend’s contact information for notice of alleged copyright infringement is via email at legal@terrascend.com (mailto:legal@terrascend.com) or via first-class mail, FedEx, or UPS to Legal Department, Attn: Copyright Complaint, 375 South Gulph Road, Suite 330, King of Prussia, PA 19406. 9. Disclaimers of Warranties TerrAscend cannot and does not represent or warrant that the Site or its server will be error-free, uninterrupted, free from unauthorized access (including third-party hackers or denial of service attacks), or otherwise meet your requirements. THE SITE AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS, SERVICES, AND USER CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE (COLLECTIVELY, THE "SITE CONTENTS") ARE PROVIDED BY TERRASCEND ON AN "AS IS," "AS AVAILABLE" BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. TERRASCEND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE ACCURACY OR COMPLETENESS OF THE SITE CONTENTS, OR THAT EMAILS SENT FROM TERRASCEND ARE FREE OF MALWARE OR OTHER HARMFUL COMPONENTS. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMITTED BY LAW, TERRASCEND DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE SITE AND THE SITE CONTENTS, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE OR USE. CERTAIN PROVIDERS OF PRODUCTS MAY SEPARATELY PROVIDE LIMITED REPRESENTATIONS AND/OR WARRANTIES REGARDING THEIR PRODUCTS. THIS DISCLAIMER DOES NOT APPLY TO SUCH PRODUCT WARRANTIES. TERRASCEND DOES NOT REPRESENT OR WARRANT THAT THE NUTRITION, INGREDIENT, ALLERGEN, AND OTHER PRODUCT INFORMATION ON OUR SITE IS ACCURATE OR COMPLETE SINCE THIS INFORMATION IS PROVIDED BY THE PRODUCT MANUFACTURERS OR SUPPLIERS AND ON OCCASION MANUFACTURERS MAY MODIFY THEIR PRODUCTS AND UPDATE THEIR LABELS. WE RECOMMEND THAT YOU DO NOT RELY SOLELY ON THE INFORMATION PRESENTED ON OUR SITE AND THAT YOU CONSULT THE PRODUCT’S LABEL OR CONTACT THE MANUFACTURER DIRECTLY IF YOU HAVE A SPECIFIC DIETARY CONCERN OR QUESTION ABOUT A PRODUCT. On the Site, we may display names, marks, products, advertisements, or services of third parties, pop-up texts, or links to third-party sites. If you decide to link to any such third-party sites, you do so entirely at your own risk. 10. Limitation of Liability UNDER NO CIRCUMSTANCES SHALL TERRASCEND AND ITS SUBSIDIARIES AND AFFILIATES OR THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS OR AGENTS BE LIABLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER IN CONTRACT OR TORT, EVEN IF TERRASCEND HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE DISSATISFIED WITH THE SITE, ANY CONTENT ON THE SITE, OR THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE, THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU, AND YOU MAY HAVE RIGHTS ADDITIONAL TO THOSE CONTAINED HEREIN. THE FOREGOING PARAGRAPH SHALL NOT APPLY TO RESIDENTS OF NEW JERSEY. WITH RESPECT TO RESIDENTS OF NEW JERSEY, TERRASCEND OR ITS EMPLOYEES, DIRECTORS, OFFICERS OR AGENTS SHALL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SITE, OR ANY MATERIALS THEREIN UNLESS SUCH DAMAGES OR INJURIES ARE THE RESULT OF TERRASCEND’S NEGLIGENT, FRAUDULENT OR RECKLESS ACTS OR INTENTIONAL MISCONDUCT. EACH PROVISION OF THESE TERMS OF USE THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS UNDER THE AGREEMENT BETWEEN YOU AND TERRASCEND. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND TERRASCEND. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE(S). 11. Indemnification and Defense As a condition of the use of the Site, you agree to defend, indemnify and hold harmless TerrAscend and its subsidiaries and affiliates and their respective employees, directors, officers, agents, vendors and suppliers from and against any liabilities, losses, investigations, inquiries, claims, suits, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees and expenses) (each, a "Claim") arising out of or otherwise relating to Claims alleging facts that if true would constitute a breach by you of these Terms of Use, or any User Content submitted by you. 12. Arbitration Agreement PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. EXCEPT AS THE TERMS OF USE OTHERWISE PROVIDE, YOU WAIVE YOUR RIGHTS TO TRY ANY CLAIM IN COURT BEFORE A JUDGE OR JURY AND TO BRING OR PARTICIPATE IN ANY CLASS, COLLECTIVE, OR OTHER REPRESENTATIVE ACTION. Agreement to Binding Arbitration. You and TerrAscend agree that in the event of any claim, dispute, or controversy (whether in contract, tort, statute, or otherwise) arising out of, relating to, or connected in any way with (i) the Site; (ii) the breach, enforcement, interpretation, application, or validity of these Terms of Use; or (iii) any aspect of the relationship between you and TerrAscend, including any products or services offered or sold by TerrAscend, such claim, dispute or controversy shall be resolved exclusively by final and binding arbitration, except as otherwise set forth in these Terms of Use (the “Arbitration Agreement”). Exceptions to Arbitration. Notwithstanding the foregoing, in lieu of arbitration: (i) either you or TerrAscend can bring an individual claim in small claims court in the United States of America consistent with any applicable jurisdictional and monetary limits that may apply, provided that it is brought and maintained as an individual claim; and (ii) you agree that you or TerrAscend may bring suit in court to enjoin infringement or other misuse of intellectual property rights. Jury Trial and Class Action Waiver. Except as the Terms of Use otherwise provide, you and TerrAscend acknowledge and agree that you are each waiving the right to a trial by jury. The parties further agree that any arbitration shall be conducted in their individual capacities and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. You and TerrAscend may not be plaintiffs or class members in any purported class, collective, or representative proceeding, and may each bring claims against the other only in your or its individual capacity. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the individual claim. Nothing in these Terms of Use precludes you from bringing issues to the attention of federal, state, or local government agencies and, if the applicable law allows, such agencies may seek relief against TerrAscend for you. If any court or arbitrator determines that any term in the immediately preceding paragraph is unenforceable for any reason as to any claim, then the Arbitration Agreement will be inapplicable to that claim, and that claim will instead proceed through litigation in court rather than by arbitration, but only after the conclusion of the arbitration of any claim or dispute that is subject to the Arbitration Agreement. Governing Law and Arbitration Rules. The Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”) governs the interpretation and enforcement of the Arbitration Agreement. If the FAA is found not to apply to any issue that arises under this section or the enforcement of the Arbitration Agreement, then that issue shall be resolved under the laws of the Commonwealth of Pennsylvania, without regard to its choice-of-law principles. The arbitration will be conducted under the then current and applicable rules of the American Arbitration Association (“AAA”). The AAA rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879. Initiating Arbitration. Any arbitration required by the Arbitration Agreement shall be initiated by you or TerrAscend by sending the other party a written demand for arbitration (“Demand”) only via first-class mail, FedEx, or UPS within the statute of limitations period. Your Demand shall be delivered to: Legal Department, Attn: Arbitration Demand, 375 South Gulph Road, Suite 330, King of Prussia, PA 19406. The Demand must include (i) the name, telephone number, mailing address, and email address of the person or entity seeking arbitration; (ii) a statement of the legal claims asserted and the factual basis for those claims; (iii) a description of the remedy sought and an accurate, good-faith calculation of the amount in controversy; (iv) the original personal signature of the party seeking arbitration; and (v) the original personal signature of any legal counsel or other representative purporting to represent the party seeking arbitration. For purposes of this paragraph, “original personal signature” does not include any digital, scanned, electronic, copied, or facsimile signature. An original personal signature on the Demand certifies the following: (i) the Demand is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of litigation; (ii) the claims and other legal contentions are warranted by existing law or by a non-frivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (iii) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. The original personal signature by the party seeking arbitration shall verify under penalty of perjury that the factual statements contained in the Demand are true and correct. Compliance with this paragraph tolls any applicable statute of limitations as to any dispute or claim subject to the Arbitration Agreement that is stated in the Demand. Filing a Demand for Arbitration. A party seeking arbitration of any dispute or claim subject to the Arbitration Agreement shall submit a copy of the Demand to the American Arbitration Association (“AAA”) sixty (60) or more days after the Demand is initiated pursuant to Section 12(e) of these Terms of Use. The arbitration will be administered by the AAA pursuant to the current AAA Consumer Arbitration Rules, except to the extent modified by these Terms of Use. The AAA rules and instructions are available on the AAA website at www.adr.org/consumer (//www.adr.org/consumer). Fees. For claims of $5,000 or less, you will pay the filing fee specified in the rules of the AAA. TerrAscend will pay any additional required filing fees, and all administration and arbitrator fees (collectively, “Arbitration Fees”) unless the arbitrator determines that your claim is frivolous. For claims over $5,000, you will be responsible for the Arbitration Fees. Location and Procedure. If your claim is for $5,000 or less, you may choose to have arbitration conducted solely on the basis of documents submitted to the arbitrator, via a telephone hearing, or as otherwise mutually agreed to by the parties. If your claim exceeds $5,000, the location of the arbitration and the parties’ right to a hearing will be determined in accordance with the rules of the AAA. Arbitrator’s Decision. The arbitrator’s award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction. Severability of Arbitration Agreement Terms. If any term or section in the Arbitration Agreement is deemed unenforceable or unlawful, (i) that term or section shall be severed from the remainder of the Arbitration Agreement and (ii) severance of the unenforceable or unlawful term or section will not impact the remainder of the Arbitration Agreement or Terms of Use. If the unenforceability or unlawfulness of a term or section in the Arbitration Agreement results in a claim being asserted on a class, collective, consolidated, or representative basis, the claim must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of the claim will be stayed pending the outcome of any claim in arbitration. Right to Opt-Out. You may opt-out of the Arbitration Agreement by mailing us at Legal Department, Attn: Arbitration Opt-Out, 375 South Gulph Road, Suite 330, King of Prussia, PA 19406. For your opt-out to be valid, you must sign your opt-out notice and include: (i) your name, (ii) your address, and (iii) a statement that you have elected to opt-out of the Arbitration Agreement. If you opt-out of the Arbitration Agreement, all other Terms of Use will continue to apply to you. 13. Choice of Law, Forum Selection and Jury Waiver Except as set forth in the Arbitration Agreement section above, all matters relating to your access to or use of the site and all matters arising out of or related to these Terms of Use, will be governed by the applicable laws of the United States of America and the laws of the Commonwealth of Pennsylvania, without regard to its choice of law principles. Unless you and TerrAscend agree otherwise, in the event that it is determined or these Terms of Use provide that a claim should not proceed through arbitration, you agree that any claim or dispute (with the exception of a claim or dispute appropriately lodged in any small claims court in the United States of America) shall be resolved in the state or federal courts located in the Commonwealth of Pennsylvania, and you submit to the personal jurisdiction of these courts. As to any proceeding in court, you and TerrAscend both waive your right to a jury trial, unless such waiver is unenforceable. The choice-of-law and forum-selection provisions in this section do not apply to the Arbitration Agreement or to any arbitrable disputes as provided by the Arbitration Agreement section. Instead, as provided in the Arbitration Agreement section, the FAA shall apply to any such disputes. 14. Miscellaneous These Terms of Use, including policies and information linked from or incorporated herein or otherwise found on the Site, constitute the entire agreement between you and TerrAscend with respect to the Site and supersede all prior or contemporaneous communications, agreements, and proposals with respect to the Site. No provision of these Terms of Use shall be waived except pursuant to a writing executed by the party against whom the waiver is sought. No failure to exercise, partial exercise of, or delay in exercising any right or remedy under these Terms of Use shall operate as a waiver or estoppel of any right, remedy, or condition. Except as provided in the Arbitration Agreement section, if any provision of these Terms of Use is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired. You may not assign, transfer, or sublicense any of your rights or obligations under these Terms of Use without our express prior written consent. We will not be responsible for failure to fulfill any obligation due to causes beyond our control. 15. Filtering Pursuant To 47 U.S.C. Section 230(d) as amended, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available on the following website: OnGuard Online (http://onguardonline.gov/). Please note that we do not endorse any of the products or services listed at such website. 16. Contact Us If you have any concerns about TerrAscend or your use of the Site, please contact us at customerservice@terrascend.com (mailto:customerservice@terrascend.com) with a detailed description, and we will try to resolve it. Any feedback you provide relating to the Site shall be deemed non-confidential. TerrAscend shall be free to use such information on an unrestricted basis. Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please send an email to customerservice@terrascend.com (mailto:customerservice@terrascend.com). California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.