- Full Legal Name: Zellastudios Limited dba ClubZella

- Registered Address: 1 Adedeji Adekola Street, Lekki Phase One, Lagos, Nigeria

- Company Registration Number: 1812638 (Registered in Nigeria, West Africa)

- Contact Information: support@clubzella.com

- Platform Overview: ClubZella is a fashion marketplace offering custom-designed African merchandise created by local creators through a print-on-demand and dropshipping model. We also offer a free comic series, Orisha Warz, accessible through user dashboards, which serves as a marketing tool to upsell our merchandise.

- User Accounts: To access our services, you must create an account. We offer different types of accounts: Fan, Artisan, Vendor, and Brand accounts, each tailored to specific user needs. We adhere to Know Your Customer (KYC) and compliance regulations, collecting the necessary information to provide a secure and personalized experience.

- Payment Methods: We accept various payment methods, including credit cards, bank transfers, digital currencies, PayPal, and wires, processed through third-party providers like Paystack, Korapay, Stripe, among others.

- Shipping and Delivery: Shipping and delivery are handled by our third-party partners, including Topship Logistics, ensuring global delivery with competitive rates

- Account Security: You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

- Acceptable Use Policy: Users must use the platform in a lawful manner, respecting the rights of others and refraining from any activities that could harm our platform, users, or third-party providers.

- Prohibited Activities: Users may not engage in activities such as fraud, harassment, infringement of intellectual property, or any other illegal or unethical practices.

- By creating an account on our Site, you agree to provide true, accurate, current, and complete information. You agree not to create a Site account using a false identity or providing false information or if you have previously been removed or banned from our Site. You are responsible for maintaining the confidentiality of your Site account information, including your username and password. You are responsible for all activities that occur on or in connection with your Site account and you agree to notify us immediately of any unauthorized access or use of your Site account. You acknowledge and agree that we are not responsible or liable for any damages, losses, costs, expenses, or liabilities related to any unauthorized access to or use of your Site account.

- Pricing Information: Prices for products and services are displayed in USD, GBP, EUR, NGN, BTC, ETH, USDT, and USDC. Prices may vary based on currency exchange rates and other factors.

- Refund and Return Policies: Given the unique nature of our products and the involvement of local creators, most purchases are final. However, in exceptional circumstances, we will strive to reach a fair resolution, which may include replacements or refunds. We encourage customers to double-check sizes and shipping details before finalizing purchases.

- Billing Disputes: For any billing issues or disputes, please refer to our FAQs or contact our support team at support@clubzella.com. We are committed to resolving any issues promptly and fairly

Shipping Methods: Our third-party logistics partners handle all shipping and delivery, ensuring timely and secure delivery of orders worldwide.

- International Shipping: International orders may be subject to customs duties, taxes, and additional fees, which are the responsibility of the customer.

- Loss and Damage: In the event of lost or damaged shipments, please contact us, and we will work with our logistics partners to resolve the issue

Data Collection: We collect and process user data in accordance with our Privacy Policy. This includes information necessary for account creation, payment processing, and order fulfillment.

- Third-Party Sharing: We may share data with third-party providers for the purposes of payment processing, shipping, and marketing. We ensure that all partners adhere to strict data protection standards.

- Cookies: Our website uses cookies to enhance user experience and analyze website traffic. For more details, please refer to our Cookie Policy.

Ownership: All content, designs, trademarks, and intellectual property on the ClubZella platform, including *Orisha Warz*, are owned by Zellastudios Limited. Unauthorized use or reproduction is strictly prohibited.

- User License: Users are granted a limited, non-exclusive license to access and use the platform for personal, non-commercial purposes. Any commercial use requires explicit permission from Zellastudios Limited.

- Copyright Infringement: If you believe your intellectual property rights have been violated, please contact us with relevant details, and we will take appropriate action.

Ownership: All content, designs, trademarks, and intellectual property on the ClubZella platform, including *Orisha Warz*, are owned by Zellastudios Limited. Unauthorized use or reproduction is strictly prohibited.

- User License: Users are granted a limited, non-exclusive license to access and use the platform for personal, non-commercial purposes. Any commercial use requires explicit permission from Zellastudios Limited.

- Copyright Infringement: If you believe your intellectual property rights have been violated, please contact us with relevant details, and we will take appropriate action.

- Termination by ClubZella: We reserve the right to terminate or suspend your account at any time for violations of these Terms or any other policies.

- User Termination: Users may terminate their accounts at any time by contactingsupport@clubzella.com. Upon termination, access to all services and content will berevoked

- Governing Law: These Terms are governed by the laws of Nigeria. Any disputes arisingfrom these Terms will be subject to the exclusive jurisdiction of the courts in Nigeria. - Class Action Waiver: Users agree to resolve disputes on an individual basis and waive the right to participate in class actions

- Arbitration Clause: Any disputes that cannot be resolved amicably will be settled through arbitration in accordance with the rules of the Nigerian Arbitration and Conciliation Act.

- Class Action Waiver: Users agree to resolve disputes on an individual basis and waive the right to participate in class actions

- Modification Rights: ClubZella reserves the right to modify these Terms at any time. Users will be notified of any significant changes via email or through a notice on our website. Continued use of the platform after changes have been made constitutesacceptance of the updated Terms.

- User Agreement: By continuing to use our services, you agree to be bound by the mostcurrent version of these Term

- Severability: If any provision of these Terms is found to be invalid or unenforceable, theremaining provisions will remain in full force and effect.

- Entire Agreement: These Terms, along with our Privacy Policy, Cookie Policy, and any other referenced documents, constitute the entire agreement between you andZellastudios Limited regarding the use of the ClubZella platform

Some products or services offered through the Site may have additional terms and conditions (“Additional Terms”). If Additional Terms apply, we will make them available to you in connection with that product or service. By using that product or service, you agree to the Additional Terms. To the extent that the Additional Terms conflict with any of these Terms, these Terms will govern unless the Additional Terms say that some or all of these Terms don’t apply.

- Age: You must be at least 18 years old (or,outside of Nigeria, the applicable legal age to enter into a contract) to use our Site.

- Eligibility Representations and Warranties: You represent and warrant that:

i. you have not been prohibited from using or accessing any aspect of our Site by us or pursuant to any applicable law or regulation;

ii. you will comply with all applicable terms of any third-party payment provider we select, and you are not on a prohibited list of that payment provider;

iii. you (and any Site account that you created or control) have not been previously banned or removed from our Site for any reason; and

v. you are not a convicted sex offender.

- Export Control: You may not use, export, import, or transfer any part of our Site except as authorized by Nigerian law, the laws of the jurisdiction in which you use or access our Site, or any other applicable laws. In particular, but without limitation, no part of our Site may be exported or re-exported: (i) into any country embargoed by Nigeria; or (ii) to anyone on the Nigeria’s Denied Persons List or Entity List. By using our Site, you represent and warrant that: (x) you are not located in a country that is subject to a Nigerian government embargo or that has been designated by the Nigerian government as a “terrorist supporting” country; and (y) you are not listed on any Nigerian government list of prohibited or restricted parties. You also will not use our Site for any purpose prohibited by law. You acknowledge and agree that products, services, and technology provided by ClubZella are subject to the export control laws and regulations of Nigeria. You will comply with those laws and regulations and will not, without prior Nigerian government authorization, export, re-export, or transfer ClubZella products, services, or technology, either directly or indirectly, to any country in violation of those laws and regulations.

- You will not use the Site or any ClubZella product or service for any partisan political purpose - including to promote or solicit contributions on behalf of your candidacy for public office, the candidacy of another person seeking public office, any political party or political committee, or any other person or organization promoting or soliciting contributions on behalf of any candidate for public office or political party.

- Taxes: If your purchase obligates ClubZella to collect a value added tax, use tax, or any other equivalent tax (“Sales Tax”) from you, ClubZella will collect SalesTax in addition to the fee for your purchase. If you have not remitted applicable Sales Tax to ClubZella, you will be responsible for the payment of the Sales Tax (and any related penalties or interest) to the appropriate tax authority and you will indemnify ClubZella for any liability or expense ClubZella may incur in connection with the payment of Sales Taxes on your purchases. At ClubZella’s request, you will provide reasonable assistance and documentation relating to the payment of Sales Taxes on your purchases from ClubZella (for example, official receipts issued by the appropriate tax authority confirming that you have paid all applicable taxes).

- We or our licensors own all right, title, and interest in and to: (i) our Site and the “look and feel” of our Site, including all software, ideas, processes, data, text, media, and other content available on our Site (individually, and collectively, “ClubZella Content”); and (ii) our trademarks, logos, and brand elements (“Marks”). Our Site, ClubZella Content, and Marks are each protected under Nigerian and international laws. You may not duplicate, copy, sell, resell, commercialize, or reuse any portion of the ClubZella Content, Marks, HTML/CSS, JavaScript, visual design elements, or concepts without our prior express written consent.

- You hereby grant to us a non-exclusive, royalty-free, fully paid, unlimited, universal, sublicensable (through multiple tiers of sublicenses), perpetual, and irrevocable license, in any and all manner and media, whether now known or hereinafter invented or devised (including social media platforms), to use, reproduce, license, distribute, modify, adapt, reformat, publicly perform, publicly display, and create derivative works (for example, translations, adaptations, compilations, excerpts, or modifications) of the following for the purposes of operating and providing our Site, developing and improving our products and services, and advertising, marketing, and promoting our Site and our products and services: (i) any design or merch (all formats and, or otherwise) that you make for us or send to us, including information concerning any Recipient; and (ii) any submission that you make to ClubZella, whether through our Site, a social media platform, third-party website, or otherwise, including a reaction video, idea, intellectual property, publicity rights, customer service request, Feedback (defined below), review, photo, video, email, text, audio, post, or other communication, whether relating to you, or a third party (i) and (ii) each, individually, and collectively, a “Submission”). You represent and warrant that you either: (x) own all rights to any Submission; or (y) have all rights necessary, including with respect to any third party that contributed to, is included in, or is referred to, in any Submission, to grant to us the foregoing rights. You will not make any Submission that is confidential or proprietary or that contains or includes any information that you do not have the right to disclose or that you or any Recipient do not wish to be disclosed. ClubZella will not be responsible or liable for any use or disclosure of a Submission, including any personal information belonging to you, a Recipient, or a third party.

- We may, for any reason, refuse to accept or transmit a Submission or refuse to remove a Submission from our Site. Further, we reserve the right to decide whether a Submission violates these Terms and may, at any time, without notice to you and in our sole discretion, remove your Submission, terminate your access to our Site, remove or ban you (and any Site account you created or control), or take other appropriate action in our sole discretion for violation of these Terms.

- ClubZella desires to avoid the possibility of future misunderstandings if a project developed by any ClubZella Party (as defined below) may seem similar to your Submission. If your Submission consists of any idea, suggestion, proposal, plan, or other material related to our business (individually, and collectively, “Feedback”), you acknowledge and agree that you are submitting that Feedback at your own risk and that ClubZella has no obligation (including no obligation of confidentiality or privacy) with respect to that Feedback, and you grant to ClubZella a non-exclusive, royalty-free, fully paid, unlimited, universal, sublicensable (through multiple tiers of sublicenses), perpetual, and irrevocable license, in any and all manner and media, whether now known or hereinafter invented or devised, to reproduce, license, distribute, modify, adapt, publicly perform, publicly display, create derivative works of (for example, translations, adaptations, or other changes), and otherwise use and exploit in any manner (including commercially), any and all Feedback.

- You hereby waive any and all moral rights or “droit moral” that you may have in any Submission, including Feedback, and you represent and warrant that no third party has any moral, “droit moral,” or other rights in Submission, including Feedback.

- Copyright Infringement Notice: We respond to notices of alleged copyright infringement and terminate access to our Site for repeat infringers. If you believe that materials on our site infringe copyright, please send the following information to the Copyright Agent named below:

a. your address, telephone number, and email address;

b. a description of the work that you claim is being infringed;

c. a description of the material that you claim is infringing and are requesting be removed along with information about where it is located;

d. a statement that you have “a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.”;

e. an electronic or physical signature of the copyright owner (or a person authorized to act for the copyright owner); and

f. a statement by you, made under penalty of perjury, that the information you are providing is accurate and that you are the copyright owner or authorized to act on behalf of the copyright owner.

Copyright Agent: ClubZella

1, Adedeji Adekola Street. Lagos, Nigeria.

support@clubzella.com

If you do not follow these requirements, your notice may not be valid. Please note, only notices of alleged copyright infringement should be sent to our Copyright Agent.

- Termination Policy: If we determine that you are a repeat infringer, we may terminate your access to our Site, remove or ban you (and any Site account you created or control), and take other appropriate action in our sole discretion.

- Our Site may contain features and functionalities that link to or provide you with access to third-party content, that is completely independent of ClubZella, including ClubZella designs, comics, merch, videos, websites, platforms, directories, servers, networks, systems, information, databases, applications, software, programs, products or services, and the Internet in general. The contents of ClubZella and other offerings that allow interactions with third parties, including between Users, on ClubZella are the sole responsibility of the people involved in those interactions. ClubZella is not responsible for the content of the interactions you may have with third parties through ClubZella or other offerings. You should make whatever investigation you feel necessary or appropriate before proceeding with any contact or interaction, in connection with our Site or otherwise. However, you agree not to contact or interact with any account User except as expressly permitted through our Site. You also agree that ClubZella may, in its sole discretion, intercede in any dispute and you will reasonably cooperate with ClubZella if it does so. You acknowledge and agree that we are not responsible or liable for any damages, losses, costs, expenses, or liabilities of any kind or nature incurred as the result of any such interaction. You hereby release each ClubZella Party (defined below) from claims, demands, and damages (actual and consequential) of every kind or nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes or our Site

- Our Site may contain links to social media platforms or third-party websites. You acknowledge and agree that: (a) the link does not mean that we endorse or are affiliated with the platform or website; and (b) we are not responsible or liable for any damages, losses, costs, expenses, or liabilities related to your use of the platform or website. You should always read the terms and conditions and privacy policy of a platform or website before using it.

- Changes to our Site: You acknowledge and agree we may change or discontinue any aspect of our Site at any time, without notice to you.

- Indemnification: You agree to indemnify, defend, and hold harmless ClubZella and its parents, subsidiaries, affiliates, officers, employees, directors, shareholders, agents, partners, vendors, and licensors (each, a “ClubZella Party,” and collectively, “ClubZella Parties”) from and against any and all claims, costs, proceedings, demands, losses, damages, and expenses (including reasonable attorneys’ fees and costs) of any kind or nature arising from, out of, in connection with, or relating to: (a) these Terms; or (b) use of our Site. ClubZella may select counsel for and control the defense of any claim that you are indemnifying. You will reasonably cooperate with us in connection with any claim.

- You acknowledge and agree that your use of our Site is at your own risk and that our Site is provided on an “as is” and “as available” basis. To the extent permitted by applicable law, the ClubZella Parties disclaim all warranties, conditions, and representations of any kind, whether express, implied, statutory, or otherwise, including those related to merchantability, fitness for a particular purpose, non-infringement, and arising out of course of dealing or usage of trade.

- In particular, the ClubZella Parties make no representations or warranties about the accuracy or completeness of content available on or through our Site or the content of any social media platform or third-party website linked to or integrated with our Site. You acknowledge and agree that the ClubZella Parties will have no liability for any: (i) errors, mistakes, or inaccuracies of content; (ii) personal injury, property damage, or other harm resulting from your access to or use of our Site; (iii) any unauthorized access to or use of our servers, any personal information, or user data; (iv) any interruption of transmission to or from our Site; (v) any bugs, viruses, trojan horses, or the like that may be transmitted on or through our Site; or (vi) any damages, losses, costs, expenses, or liabilities of any kind incurred as a result of any content posted or shared through our Site.

- You acknowledge and agree that any material or information downloaded or otherwise obtained through our Site, including any ClubZella content, is done at your own risk and that you will be solely responsible for any damages, losses, costs, expenses, or liabilities arising from or in connection with doing so. No advice or information, whether oral or written, obtained by you from us or through our Site, including through a ClubZella content, will create any warranty not expressly made by us.

- You acknowledge and agree that when using our Site, you will be exposed to content from a variety of sources, and that ClubZella is not responsible for the accuracy, usefulness, safety, legality, or intellectual property rights of or relating to any such content. You further understand and acknowledge that you may be exposed to content that is inaccurate, offensive, indecent, objectionable, or harassing, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against any ClubZella Party with respect thereto.

- To the fullest extent permitted by applicable law, you acknowledge and agree that in no event will any ClubZella Party be liable to you or to any third party for any indirect, special, incidental, punitive, or consequential damages (including for loss of profits, revenue, or data) or for the cost of obtaining substitute products, arising out of or in connection with these Terms, however caused, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability, or otherwise, and whether or not ClubZella has been advised of the possibility of such damages.

- To the maximum extent permitted by applicable law, our total cumulative liability to you or any third party under these Terms, including from all causes of action and all theories of liability, will be limited to and will not exceed the fees actually received by ClubZella from you during the 12 months preceding the claim giving rise to such liability.

- Certain jurisdictions do not allow the exclusion or limitation of certain damages. If those laws apply to you, some or all of the above exclusions or limitations may not apply to you, and you might have additional rights.

- You agree that the limitations of damages set forth above are fundamental elements of the basis of the bargain between ClubZella and you.

- Mediation: You and ClubZella agree to resolve any disputes between you and ClubZella through binding and final mediation instead of through court proceedings. You and ClubZella each hereby waive any right to a jury trial of any controversy, claim, counterclaim, or other dispute arising between you and ClubZella relating to these Terms or our Site (each a “Claim,” and collectively, “Claims”). Any Claim will be submitted for binding mediation in accordance with the Lagos Multi-Door Court Law 2007 (“LMDC Rules”).The mediation will be heard and determined by a single mediator. The mediator’s decision will be in writing, will include the mediator’s reasons for the decision, will be final and binding upon the parties, and may be enforced in any court of competent jurisdiction. The parties agree that the mediation will be kept confidential and that the existence of the proceeding and any element of it (including any pleadings, briefs or other documents submitted or exchanged, any testimony or other oral submissions, and awards) will not be disclosed beyond the mediation proceedings, except as may lawfully be required in judicial proceedings relating to the mediation or by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies.

- Costs and Fees: If you demonstrate that the costs of mediation will be prohibitive as compared to the costs of litigation, ClubZella will pay as much of the administrative costs and mediator’s fees required for the mediation as the mediator deems necessary to prevent the cost of the mediation from being prohibitive. In the final award, the mediator may apportion the costs of mediation and the compensation of the mediator among the parties in such amounts as the mediator deems appropriate.

- No Preclusions: You and ClubZella each have the right to bring any qualifying Claim in small claims court. Also, you and ClubZella each retain the right to apply to any court of competent jurisdiction for provisional relief, including preliminary injunctions and any such request will not be deemed to be either incompatible with these Terms or a waiver of the right to have disputes submitted to mediation as provided in these Terms.

- No Class Representative or Private Attorney General: You and ClubZella each agree that with respect to any Claim, neither may: (i) act as a class representative or private attorney general, or (ii) participate as a member of a class of claimants. You agree that no Claim may be arbitrated on a class or representative basis. The arbitrator can decide only individual Claims (whether brought by you or ClubZella). The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.

- Severability/No Waiver/Survival: If any provision of this Section 17 is found to be invalid or unenforceable, that provision will be deemed appropriately modified to give effect to the intent of the provision or, if modification is not possible, will be severed and the remainder of this Section 17 will continue in full force and effect. No waiver of any provision of this Section 17 will be effective or enforceable unless recorded in writing signed by the party waiving such a right or requirement. Such a waiver will not waive or affect any other provision of these Terms. This Section 17 will survive the termination of your relationship with ClubZella.

- 30-Day Opt-Out Right: You have the right to opt out of the provisions of this Arbitration Agreement by sending, within 30 days after first becoming subject to this Arbitration Agreement, written notice of your decision to opt out to the following address: ZellaStudios Limited. dba ClubZella, 1, Adedeji Adekola Street, Lagos State. Your notice must include your name and address, any usernames, each email address you have used to submit your ClubZella content design or set up an account on our Site (if applicable), and an unequivocal statement that you want to opt out of this Arbitration Agreement. You agree that if you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.

- LIMITATIONS: This Section limits certain rights, including the right to maintain certain court actions, the right to a jury trial, the right to participate in any form of class or representative claim, the right to engage in discovery except as provided in LMDC Rules, and the right to certain remedies and forms of relief. In addition, other rights that you or ClubZella would have in court may not be available in arbitration.

- TEXT MESSAGING AND DISCLOSURES

a. If you sign-up to receive text messages from ClubZella, you agree to receive recurring automated promotional and personalized marketing text (e.g., SMS and MMS) messages from ClubZella, including text messages that may be sent using an automatic telephone dialing system, to the mobile telephone number you provided when signing up or any other number that you designate. Consent to receive automated marketing text messages is not a condition of any purchase. Message and Data rates may apply.

b. Message frequency may vary. ClubZella reserves the right to alter the frequency of messages sent at any time, so as to increase or decrease the total number of sent messages. ClubZella also reserves the right to change the short code or phone number from which messages are sent.

c. Not all mobile devices or handsets may be supported and our messages may not be deliverable in all areas. ClubZella, its service providers and the mobile carriers supported by the program are not liable for delayed or undelivered messages.

d. By signing up for text messages, you also agree to our Privacy Policy.

e. Cancellation

i. Text the keyword STOP, END, CANCEL, UNSUBSCRIBE or QUIT to our short code to cancel. After texting STOP, END, CANCEL, UNSUBSCRIBE or QUIT to our short code you will receive one additional message confirming that your request has been processed. You acknowledge that our text message platform may not recognize and respond to unsubscribe requests that do not include the STOP, END, CANCEL, UNSUBSCRIBE or QUIT keyword commands and agree that ClubZella and its service providers will have no liability for failing to honor such requests. If you unsubscribe from one of our text message programs, you may continue to receive text messages from ClubZella and its affiliates through any other programs you have joined until you separately unsubscribe from those programs.

f. Customer Care

i. If you are experiencing any problems, please email support@ClubZella.com or submit a help ticket at https://help.ClubZella.com/en/support/tickets/new

- Acceptable Use Policy

a. Your use of our Site (collectively, the ClubZella™ website, mobile application (“App”), and services we provide through them) is governed by this Acceptable Use Policy. Terms that are defined in the Site Terms of Service or Public Figure Terms of Service will have the same meaning in our Acceptable Use Policy.

- You are responsible for your use of any ClubZella content, your Site account, our Site, and any Submission (if you are a Site user) or designs (if you are an appropriate account holder). Our goal is to create a positive, useful, and safe user experience. To promote this goal, we prohibit certain kinds of conduct that may be harmful.

- You represent and warrant that: a. you will not use a false identity or provide any false or misleading information;

b. you will not create an account if you (or any Site account that you created or controlled) have previously been removed or banned from our Site

c. you will not use or authorize the use of any ClubZella content for any purposes other than: (i) the specific limited purposes set forth in the Site Terms; (ii) those set out in any applicable Additional Terms; or (iii) if you are an artisan, vendor or brand, those set out in any other written agreement; and

d. in connection with any Busines, you will not request (if you are a User) or fulfill a request for (if you are a vendor or brand): (i) a Business or any other Recipient that is the subject of any criminal action, or that is involved in, connected with or promotes illegal or unlawful activity, violence or hate speech; or (ii) disparages or defames any person, entity, brand, or business.

- you will not:

a. violate any law, regulation, or court order;

b. violate, infringe, or misappropriate the intellectual property, privacy, publicity, moral or "droit moral," or other legal rights of any third party;

c. take any action (even if requested by another) that is, or submit, post, share, or communicate anything that is, or that incites or encourages, action that is, explicitly or implicitly: illegal, abusive, harassing, threatening, hateful, racist, derogatory, harmful to any reputation, pornographic, indecent, profane, obscene, or otherwise objectionable (including nudity);

d. send advertising or commercial communications, including spam, or any other unsolicited or unauthorized communications;

e. engage in spidering or harvesting, or participate in the use of software, including spyware, designed to collect data from our Site, including from any user of our Site;

f. transmit any virus, other computer instruction, or technological means intended to, or that may, disrupt, damage, or interfere with the use of computers or related systems;

g. stalk, harass, threaten, or harm any third party; h. impersonate any third party;

i. participate in any fraudulent or illegal activity, including phishing, money laundering, or fraud;

j. use any means to scrape or crawl any part of our Site;

k. attempt to circumvent any technological measure implemented by us, any of our providers, or any other third party (including another user) to protect us, our Site, users, Recipients, or any other third party;

l. access our Site to obtain information to build a similar or competitive website, application, or service; m. attempt to decipher, decompile, disassemble, or reverse engineer any of the software or other underlying code used to provide our Site; or n. advocate, encourage, or assist any third party in doing any of the foregoing.

For clarity, your use of any ClubZella content includes use anywhere (on our Site or otherwise).

- Investigations:

a. You acknowledge and agree that we are not obligated to monitor access to or use of our Site by you or third parties (including monitoring any ClubZella design, content, video, Submission, or Feedback), but we have the right to do so to operate our Site; enforce this Policy or our Terms; or comply with applicable law, regulation, court order, or other legal, administrative, or regulatory request or process; or otherwise.

- Other Provisions

a. Force Majeure: Under no circumstances will any ClubZella Party be liable for any delay or failure in performance due in whole or in part to any acts of God (such as earthquakes, storms, floods, etc.), epidemics, pandemics, natural disasters, unavoidable accidents, internet and communication service interruptions, laws, rules, regulations or orders of government authorities, acts of war (declared or not), terrorism, hostilities, blockades, civil disturbances, embargoes, strikes, or any other event or cause beyond the reasonable control of any ClubZella Party.

b. Choice of Law and Jurisdiction: These Terms will be governed by and construed in accordance with the laws of Nigeria, without giving effect to any conflict of laws rules or provisions. You agree that any action of whatever nature arising from or relating to these Terms or our Site will be filed only in the state or federal courts located in Lagos, Nigeria. You consent and submit to the personal jurisdiction of such courts for the purposes of any such action.

c. Severability: If any provision of these Terms is found to be invalid or unenforceable, that provision will be deemed appropriately modified to give effect to the intent of the provision or, if modification is not possible, will be severed from these Terms and will not affect the enforceability of any other provision.

d. No Waiver or Amendment: The failure by ClubZella to enforce any right or provision of these Terms will not prevent ClubZella from enforcing such right or provision in the future and will not be deemed to modify these Terms.

e. Assignment: ClubZella may, at any time, assign its rights and obligations under these Terms, including to an affiliated entity or in connection with a sale of assets, merger, acquisition, reorganization, bankruptcy, other transaction, or by operation of law.

f. Miscellaneous: The term “including” in these Terms will be interpreted broadly and will mean “including, without limitation.” Titles are for convenience only and will not be considered when interpreting these Terms.

- We may change these Terms. If we do, we will post the revised Terms on our Site and update the “Last Updated” date at the top of these Terms. The revised Terms will be effective immediately if you accept them (for example, by agreeing when you create an account or login to an existing account, or using or continuing to use our Site after the revised Terms have been posted); otherwise, they will be effective 30 days after posting

Date of Last Update: These Terms of Service were last updated on August 8th, 2024.For any questions or concerns regarding these Terms of Service, please contact us at:Concierge ClubZellaEmail: support@clubzella.comAddress: 1 Adedeji Adekola Street, Lekki Phase One, Lagos, Nigeria