Advisory Access

CROWN BOOTH — SHARED TERMS OF USE AND CLICKWRAP AGREEMENT

These terms apply to all users of Crown Booth services regardless of which Crown Booth entity you are contracting with. Entity-specific terms, governing law, and jurisdiction-specific provisions follow in the sections below.

1. Acceptance

By clicking accept, checking the acceptance box, typing your name, or otherwise completing the designated Crown Booth acceptance flow, you agree to be bound by these terms and the entity-specific terms applicable to your relationship. Acceptance is effective on submission and constitutes a binding agreement.

2. Eligibility and Authority

You represent that you are at least 18 years old and legally capable of entering into a binding agreement. If you accept on behalf of a company, group, or other entity, you represent that you have full authority to bind that entity. Crown Booth may require evidence of that authority at any time.

3. Electronic Signature and Records

Your electronic acceptance constitutes your legally valid electronic signature. Crown Booth may rely on acceptance records, timestamps, version records, IP-derived records, user-agent records, email records, and related data as evidence of your assent. You agree not to challenge the validity of these terms solely on the basis that acceptance was provided electronically.

4. No Partnership, Ownership, or Joint Venture

Acceptance of these terms does not create any partnership, joint venture, agency, franchise, employment relationship, or ownership interest between you and Crown Booth. You have no ownership interest in Crown Booth, its platform, its intellectual property, its workflows, or its commercial relationships by reason of using the platform or accepting these terms. Any such arrangement requires a separate written agreement expressly signed by an authorised representative of Crown Booth. No course of dealing, platform usage, or informal communication creates any ownership or partnership rights.

5. Account Access and Platform Control

Crown Booth may condition access to protected materials, workflows, dashboards, and platform features on acceptance of these terms. Crown Booth may suspend, limit, or revoke access where necessary to protect its legal, operational, commercial, or security interests, without prior notice where circumstances require.

6. Confidential Information

Non-public Crown Booth materials, workflows, product details, pricing structures, creator information, commercial discussions, collaboration arrangements, private files, system logic, and other non-public information made available through the platform are confidential. You will not disclose, reproduce, or exploit Crown Booth confidential information except as expressly permitted in writing. This obligation survives termination for five years, or indefinitely in respect of trade secrets.

7. No Circumvention and No Fee Evasion

You may not use Crown Booth introductions, relationships, or platform activity to transact directly with participants introduced through Crown Booth in order to avoid platform rules, workflow controls, or applicable fees, unless Crown Booth expressly authorises it in writing.

8. Non-Compete Restriction

During the period in which you access the Crown Booth platform and for twelve months following termination or expiry of your access, you will not directly or indirectly establish, operate, or materially assist any service or platform that is directly competitive with Crown Booth and that makes use of confidential information, proprietary workflows, platform data, or commercial relationships obtained through your Crown Booth access. This restriction protects Crown Booth's legitimate business interests and does not prevent you from engaging in your profession or trade in any broader sense.

9. Non-Solicitation

During your access period and for twelve months following termination, you will not directly solicit or induce any Crown Booth employee, contractor, collaborator, or key platform participant to leave or reduce their relationship with Crown Booth, where you became aware of that individual through the platform.

10. User Conduct

You may not use Crown Booth to violate applicable law, infringe third-party rights, misrepresent authorship or ownership, interfere with platform operation, distribute harmful or abusive content, or attempt unauthorised access to any Crown Booth system or data.

11. Work Product and Intellectual Property

Work, creative output, or deliverables produced in connection with a Crown Booth workflow do not automatically transfer ownership to Crown Booth unless expressly stated in a separate written agreement. Any transfer, assignment, licence, or joint ownership arrangement requires a separate signed written agreement identifying the relevant works. Crown Booth's rights are limited to the platform licence in clause 13.

12. Rights and User Content

You remain solely responsible for the rights status of content you submit through Crown Booth. You represent that you own or have obtained all necessary licences and clearances in respect of that content.

13. Limited Platform Licence

You grant Crown Booth a non-exclusive, worldwide, royalty-free licence to host, process, store, display, reproduce, transmit, and administer your content solely to the extent necessary to operate, secure, support, improve, and enforce Crown Booth services. This licence does not transfer ownership of your content to Crown Booth.

14. Collaboration, Credits, and Splits

Draft credits or split records generated through Crown Booth are workflow tools and are not binding unless separately confirmed in writing by all relevant parties. Crown Booth may freeze release or access where contributor ownership or split arrangements are disputed.

15. No Scraping or Reverse Engineering

You may not scrape, reverse engineer, copy protected workflow structures, or use automated means to harvest Crown Booth content, data, or system logic except where expressly authorised in writing.

16. Fees and No Guarantee of Outcome

Fees may apply to some services, releases, or workflows. Crown Booth does not guarantee any creative, commercial, financial, or distribution outcome.

17. Indemnification

You agree to indemnify, defend, and hold harmless Crown Booth, its officers, employees, contractors, and representatives from and against any claim, loss, liability, cost, or expense arising out of or relating to your breach of these terms, your misrepresentation of authority or rights, or any third-party claim arising from content you submitted.

18. Privacy and Data Use

Crown Booth may collect and process personal data, acceptance data, workflow data, and technical signals to operate the platform, maintain security, enforce rights, and comply with law. Crown Booth may retain records relevant to assent, compliance, and dispute resolution for the duration of any applicable limitation period.

19. Audit Rights

Crown Booth may audit your platform usage records and activity data to verify compliance with these terms, including no-circumvention and no-scraping obligations.

20. Versioning and Reacceptance

Crown Booth may update these terms. Where reacceptance is required on version change, continued access may depend on fresh acceptance of the current version.

21. Suspension and Termination

Crown Booth may suspend or terminate your access where you breach these terms, create legal or operational risk, or act inconsistently with Crown Booth policies. Confidentiality, non-compete, non-solicitation, indemnification, and other survival provisions continue in full force on termination.

22. Survival

The following survive termination: clauses 4 (No Partnership), 6 (Confidentiality), 7 (No Circumvention), 8 (Non-Compete), 9 (Non-Solicitation), 11 (Work Product), 17 (Indemnification), 18 (Privacy), and any entity-specific survival provisions set out below.

23. Disclaimers

Crown Booth services are provided on an as-is and as-available basis except as otherwise stated in a separate signed written agreement. Crown Booth disclaims all warranties to the fullest extent permitted by applicable law.

24. Force Majeure

Crown Booth is not liable for any failure or delay caused by circumstances beyond its reasonable control, including acts of God, governmental action, pandemic, cyberattack, or infrastructure failure.

CROWN BOOTH COMPANY — US-SPECIFIC TERMS

Entity: Crown Booth Company, a Delaware C Corporation.

These US-specific terms supplement the shared Crown Booth terms above and apply to users whose relationship is with Crown Booth Company.

US-1. Entity and Contracting Party

Your agreement under these terms is with Crown Booth Company, a corporation incorporated under the laws of the State of Delaware, United States of America.

US-2. Electronic Signatures and Records — US Law

Your electronic acceptance constitutes a valid electronic signature under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and applicable state electronic transactions law. Crown Booth Company may rely on acceptance records, timestamps, IP-derived data, user-agent records, and related evidence as proof of your assent.

US-3. Conditional Session Unlock and Deferred Access

Where Crown Booth Company offers any free-to-create, fund-to-unlock, deferred-payment, or locked-deliverable workflow, access to files, exports, releases, or premium deliverables may remain restricted until stated conditions are met. Crown Booth Company may condition release of deliverables on compliance with applicable workflow rules and these terms.

US-4. Protected Content and Gating

Certain Crown Booth Company materials, pages, files, dashboards, and workflows are protected. Access is subject to acceptance, permissions, workflow state, and platform rules. Crown Booth Company may gate, restrict, or revoke access at any time.

US-5. Limitation of Liability

To the fullest extent permitted by applicable US federal and state law, Crown Booth Company's total aggregate liability to you shall not exceed the greater of (a) the total fees paid by you to Crown Booth Company in the twelve months preceding the claim, or (b) one hundred US dollars ($100.00). Crown Booth Company is not liable for indirect, incidental, consequential, punitive, special, or lost-profit damages. Nothing in this clause limits liability for gross negligence, fraud, wilful misconduct, or any liability that cannot lawfully be excluded under applicable US law.

US-6. Dispute Resolution and Arbitration

Any dispute, claim, or controversy arising out of or relating to these terms or your use of Crown Booth Company services shall be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Consumer or Commercial Arbitration Rules as applicable, rather than in court, except that either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual property, confidential information, or platform integrity. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING. The arbitration shall be conducted in the English language. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

US-7. Governing Law and Jurisdiction

These US-specific terms and any non-contractual obligations arising from them are governed by the laws of the State of Delaware and, where applicable, the federal laws of the United States, without regard to conflicts of law principles. For any matter not subject to arbitration, the parties consent to the exclusive jurisdiction of the state and federal courts located in New York County, New York.

US-8. Contact

Crown Booth Company legal and operational contact details are available through the platform or designated official channels. Formal legal notices must be submitted in writing through official Crown Booth Company contact channels.

By accepting these terms, you confirm that you have read, understood, and agree to be bound by the shared Crown Booth terms and these US-specific terms in their entirety.