Outercircl Legal

Terms of Service

Last updated: March 18, 2026

TERMS OF SERVICE outercircl limited | outercircle.com Last updated: March 18, 2026 AGREEMENT TO OUR LEGAL TERMS We are outercircl limited ('Company', 'we', 'us', or 'our'), a company registered in Ireland at 136 Capel St, County Dublin D01 T2C9, Ireland. We operate the website https://outercircle.com (the 'Site'), the mobile application outercircl (the 'App'), as well as any other related products and services that refer or link to these Legal Terms (collectively, the 'Services' or the 'Platform'). We provide a social wellness platform that enables users to create, discover, and join in-person events, activities, and community groups. All events and activities made available through the Platform are created, organized, and managed entirely by users, not by the Company, unless expressly and clearly labeled in writing by us as 'Company-Sponsored.' You can contact us by email at [email protected] or by mail to 136 Capel St, County Dublin D01 T2C9, Ireland. These Legal Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity ('you'), and outercircl limited, concerning your access to and use of the Services. You agree that by accessing the Services, you have read, understood, and agreed to be bound by all of these Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY. We will provide you with prior notice of any scheduled changes to the Services. Changes will become effective seven (7) days after notice is given, except for changes applying to new functionality, security updates, bug fixes, or court orders, which will be effective immediately. By continuing to use the Services after the effective date of any changes, you agree to be bound by the modified terms. The Services are intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Services. Nothing in these Terms is intended to exclude or limit any rights you may have under mandatory consumer or data protection laws in your country of residence.

1. DEFINITIONS AND TERMINOLOGY Throughout these Terms, the following definitions apply. Understanding these terms is important as they define the scope of the Company's role, your rights and obligations, and the limits of the Company's liability. 1.1 Platform Terminology - Events The following terms are used interchangeably throughout these Terms and across the Platform, and all refer to the same concept - a gathering, activity, or community group created and managed by a user:

  • 'User Event' - the primary legal term used in these Terms for any in-person or online gathering, activity, group, or community meeting created and organized by a user through the Platform.
  • 'Cirql' (also 'Circl') - a user-created group, recurring community, or ongoing activity organized around a shared interest or identity.
  • 'Meetup' - a single or informal gathering organized by a user.
  • 'Activity' - a user-organized event involving a physical, recreational, sporting, wellness, or social pursuit.
  • 'Group' - a user-created community organized around a shared interest, identity, or purpose, which may organize one or more User Events.

Where these Terms refer to 'User Events,' that term encompasses all of the above. The use of different terminology on different parts of the Platform is for user experience purposes only and does not alter the legal rights or obligations set out in these Terms. 1.2 Key Parties

  • 'Host' - a user who creates, organizes, manages, or operates a User Event through the Platform. A Host acts entirely in their own independent capacity and is not an agent, employee, representative, or partner of the Company.
  • 'Participant' - a user who joins, attends, registers for, or takes part in a User Event organized by a Host.
  • 'Company-Sponsored Event' - an event expressly and clearly designated in writing by the Company as organized and hosted directly by outercircl limited. Unless an event carries this specific written designation, it is a User Event for all purposes of these Terms.
  • 'Platform Payment System' - the payment processing infrastructure provided exclusively through Stripe Connect, as further described in Section 10, which constitutes the only authorized and protected method of making and receiving payments in connection with User Events on the Platform.
  • 'Off-Platform Payment' - any payment made or received in connection with a User Event outside of the Platform Payment System, including cash, bank transfer, third-party payment apps, cryptocurrency, or any other method not processed through the Platform's Stripe Connect integration.

1.3 Insurance Terminology

  • 'Public Liability Insurance' - insurance covering a Host against legal liability to third parties for bodily injury, illness, death, or property damage arising from their User Event.
  • 'Personal Accident Insurance' - insurance providing cover to individuals for accidental bodily injury, disability, or death sustained during participation in an activity or event.

The Company does not provide, arrange, or underwrite any insurance and does not verify whether any Host holds any coverage. See Section 7 for full insurance obligations.

2. OUR SERVICES The information provided when using the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

3. ELIGIBILITY AND ACCOUNTS You must be at least 18 years old and capable of entering into a binding contract to use the Platform. You are responsible for:

  • providing accurate account information and keeping it up to date; and
  • maintaining the confidentiality of your login details and for all activities that occur under your account.

We may refuse registration, close accounts, or reclaim usernames at our discretion, as permitted by applicable law.

4. ROLE OF THE PLATFORM - NEUTRAL INTERMEDIARY THE PLATFORM IS A NEUTRAL TECHNOLOGY INTERMEDIARY ONLY. Our role is limited to providing the software infrastructure that enables users to create, list, discover, and join User Events. The Company does not operate as an event organizer, promoter, venue operator, activity provider, employer, principal, or agent in connection with any User Event. 4.1 All Events Are User-Generated and User-Managed Every User Event - whether referred to as a Cirql, Meetup, Activity, Group, or by any other name - is created, organized, managed, operated, and hosted entirely by Hosts, not by the Company. This applies regardless of whether the User Event is free or paid, one-off or recurring, held in a public space or private venue, open to all users or restricted to a specific community, or whether the Company provides technical tools to facilitate the event's creation or promotion. THE COMPANY HAS NO INVOLVEMENT IN THE PLANNING, ORGANIZATION, OPERATION, SUPERVISION, STAFFING, SAFETY MANAGEMENT, INSURANCE ARRANGEMENTS, OR CANCELLATION OF ANY USER EVENT. The mere fact that a User Event is listed, promoted, or accessible through the Platform does not imply any Company involvement, endorsement, approval, sponsorship, or assumption of responsibility. 4.2 Hosts Act Independently - No Agency Relationship Hosts act entirely in their own capacity as independent individuals or organizations. No Host, Participant, or user is an employee, contractor, agent, representative, or partner of the Company for any purpose whatsoever. Nothing in these Terms or on the Platform creates or implies any agency, partnership, joint venture, franchise, employment, or fiduciary relationship between the Company and any Host or user. 4.3 No Endorsement or Guarantee The Company does not endorse, verify, approve, certify, or guarantee any User Event, Host, Participant, venue, activity, or outcome. The Company makes no representations or warranties regarding the accuracy of any event listing, the qualifications or character of any Host or Participant, the safety or legality of any User Event, or whether any User Event will take place as described, or at all.

5. USER-GENERATED CONTENT, FRAUD ADVISORY, AND PLATFORM SAFETY 5.1 User Responsibility for Content and Events You are solely and exclusively responsible for any content you submit via the Platform ('User Content') and for the creation, organization, management, operation, safety, legality, insurance arrangements, and outcome of any User Event you host or organize. By creating a User Event or posting User Content, you represent and warrant that:

  • you have all necessary rights, licences, consents, and permissions in respect of your User Content;
  • your User Content and User Event will not violate these Terms, our policies, applicable law, or the rights of any third party;
  • you have obtained or will obtain all necessary permits, licences, and authorizations required to hold your User Event; and
  • all information in your event listing is accurate, truthful, complete, and not misleading.

5.2 Prohibition on Fraudulent, False, or Misleading Listings You must not create or promote any User Event listing that is false, fraudulent, misleading, deceptive, or materially inaccurate. Without limiting the foregoing, you must not:

  • create an event listing with no genuine intention of holding the event;
  • collect payments from Participants for an event that you know or intend will not take place;
  • misrepresent your identity, qualifications, credentials, or affiliation in an event listing;
  • misrepresent the nature, location, cost, timing, or content of a User Event; or
  • use the Platform to collect payments and then cancel, disappear, or fail to perform without a legitimate reason.

Any breach of this section may result in immediate account termination, reporting to relevant law enforcement authorities, and civil legal action by affected users or the Company. The Company expressly disclaims all liability for any loss suffered by a Participant as a result of a fraudulent, false, or misleading User Event listing created by a Host. 5.3 Fraud Advisory - User Guidance and Reporting The Company takes platform safety seriously and makes reasonable efforts to identify and remove fraudulent, suspicious, or harmful User Event listings. However, given the open and user-generated nature of the Platform, the Company cannot guarantee that all fraudulent activity will be detected, prevented, or removed in a timely manner. IMPORTANT SAFETY NOTICE: The Company strongly advises all users to exercise caution and use their best judgment when interacting with other users, viewing event listings, and making any payments in connection with User Events. When assessing the legitimacy of a User Event or Host, the Company recommends that users:

  • review the Host's profile, history, and any available reviews or ratings before committing to attend or pay for a User Event;
  • be cautious of event listings that request payment outside of the Platform Payment System (see Section 6 regarding Off-Platform Payments);
  • be alert to listings that seem unusually vague, offer unrealistic promises, or pressure you to pay quickly or outside of normal channels;
  • verify the details of any User Event - including the venue, time, and Host identity - before attending; and
  • trust your instincts - if something feels wrong about an event or Host, do not attend and do not pay.

If you encounter a User Event listing, Host profile, or user behaviour that you believe may be fraudulent, deceptive, illegal, or harmful, please report it to us immediately at [email protected] or through the reporting tools available on the Platform. The Company will investigate reports in good faith and take action where we reasonably determine that these Terms or applicable law have been violated. HOWEVER, THE COMPANY CANNOT GUARANTEE THAT ALL FRAUDULENT OR HARMFUL ACTIVITY WILL BE DETECTED OR PREVENTED, AND THE COMPANY ACCEPTS NO LIABILITY FOR ANY LOSS, HARM, INJURY, OR DAMAGES SUFFERED BY ANY USER AS A RESULT OF FRAUDULENT, DECEPTIVE, OR HARMFUL CONDUCT BY ANY OTHER USER, WHETHER OR NOT SUCH CONDUCT WAS REPORTED TO THE COMPANY OR KNOWN TO THE COMPANY AT THE TIME OF THE RELEVANT EVENTS. Reporting a suspected fraudulent or harmful Host or event to the Company does not create any obligation on the Company to take any specific action, does not guarantee that the relevant content or account will be removed, and does not give rise to any liability on the part of the Company if the reported conduct subsequently causes harm. 5.4 Company Has No Obligation to Monitor We do not have any obligation to monitor, review, moderate, or verify User Content or User Events. We may, entirely at our discretion, remove content or events, or suspend or terminate accounts, where we reasonably believe these Terms, our policies, or applicable law are violated - but this discretion does not create any duty to do so, and our failure to act does not constitute endorsement or approval of any User Content or User Event. 5.5 Company Not Liable for User Content or User Events TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY IN CONNECTION WITH:

  • any User Content posted, uploaded, or transmitted by any user;
  • the accuracy, completeness, legality, or suitability of any User Event listing or description;
  • the cancellation, postponement, modification, unexpected cancellation, non-performance, or fraudulent creation of any User Event by a Host;
  • any injury, illness, death, loss, damage, or harm suffered by any person in connection with any User Event;
  • the conduct, acts, omissions, misrepresentations, or fraud of any Host, Participant, or third party; or
  • any failure by a Host to obtain or maintain adequate insurance coverage for their User Event.

YOUR SOLE RECOURSE IN RESPECT OF ANY DISPUTE, CLAIM, OR GRIEVANCE RELATED TO A USER EVENT IS AGAINST THE HOST OF THAT EVENT, NOT AGAINST THE COMPANY.

6. EVENT CANCELLATIONS, OFF-PLATFORM PAYMENTS, AND USER DISPUTES 6.1 Unexpected Event Cancellation User Events may be cancelled, postponed, rescheduled, or materially altered at any time and for any reason by the Host, without prior notice to the Company or to Participants. Reasons for cancellation may include, without limitation: the Host's personal circumstances; insufficient attendance or registrations; venue unavailability; weather or environmental conditions; force majeure events affecting the Host; or any other reason at the Host's sole discretion. THE COMPANY HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY FOR THE CANCELLATION, POSTPONEMENT, RESCHEDULING, OR MATERIAL ALTERATION OF ANY USER EVENT BY A HOST. THE COMPANY DOES NOT GUARANTEE THAT ANY USER EVENT WILL TAKE PLACE AS LISTED, AT THE STATED TIME OR LOCATION, OR AT ALL. Participants acknowledge and accept that:

  • User Events may be cancelled or altered unexpectedly and without advance warning, including on the day of the event;
  • the Company will not always be aware of a cancellation or alteration at the time it occurs;
  • the Company has no obligation to notify Participants of event cancellations or changes, as this responsibility rests solely with the Host;
  • Participants attend any User Event at their own risk, including the risk that the event may not proceed as described; and
  • the Company has no obligation to compensate, reimburse, or otherwise make good any loss suffered by a Participant as a result of an unexpected cancellation or alteration, including travel, accommodation, or other costs incurred in preparation for the event.

In the event of a cancellation or material alteration, Participants should contact the Host directly. Where a Participant has made a payment for the cancelled or altered event, the provisions of Section 6.2 apply. 6.2 Host Cancellation and Refund Responsibility Where a Host collects payment from Participants in connection with a User Event - whether through the Platform Payment System or by any other means - and the Host subsequently cancels, postpones, materially alters, or fails to deliver the User Event as described, any obligation to issue a refund to Participants rests solely and exclusively with the Host, not with the Company. THE COMPANY IS NOT RESPONSIBLE FOR AND WILL NOT PROVIDE REFUNDS IN RESPECT OF ANY PAYMENT MADE BY A PARTICIPANT TO A HOST FOR A USER EVENT, REGARDLESS OF WHETHER THAT EVENT WAS CANCELLED, POSTPONED, ALTERED, NOT DELIVERED AS DESCRIBED, OR FRAUDULENTLY LISTED. Participants who have paid a Host for a User Event that has been cancelled or not delivered should:

  • contact the Host directly to request a refund in the first instance;
  • if unresolved, and where payment was made through the Platform Payment System, contact their card issuer or Stripe to initiate a dispute or chargeback in accordance with the applicable dispute resolution process; and
  • where fraud or criminal conduct is suspected, report the matter to their local law enforcement authorities.

The Company may, entirely at its discretion, assist in facilitating communication between Hosts and Participants in connection with a dispute, but has no obligation to do so and any such assistance does not constitute an assumption of liability by the Company. 6.3 Off-Platform Payments - Warning and Disclaimer WARNING: THE COMPANY STRONGLY ADVISES ALL USERS NOT TO MAKE OR ACCEPT ANY PAYMENT IN CONNECTION WITH A USER EVENT OUTSIDE OF THE PLATFORM PAYMENT SYSTEM. The Platform Payment System - provided exclusively through Stripe Connect - is the only payment channel through which the Company can offer any form of payment record, dispute facilitation, or chargeback pathway in connection with User Events. Payments made outside of the Platform Payment System ('Off-Platform Payments') are made entirely at the user's own risk. Off-Platform Payments include, without limitation: cash payments; bank transfers; payments via third-party apps (including PayPal, Venmo, Revolut, Cash App, or similar services); cryptocurrency transfers; cheques; or any other payment method not processed through the Platform's integrated Stripe Connect infrastructure. The Company strongly advises that:

  • you should not make any Off-Platform Payment to a Host unless the Host is a verified, certified, or registered business whose legitimacy you have independently confirmed to your own satisfaction;
  • even where a Host appears to be a legitimate business, Off-Platform Payments remain outside the Company's payment infrastructure and outside the protections that the Platform Payment System provides;
  • the decision to make any Off-Platform Payment is made entirely at your own discretion and risk, and the Company accepts no responsibility for the outcome of any such payment; and
  • Hosts requesting payment exclusively outside of the Platform Payment System should be treated with heightened caution, as this may be a sign of fraudulent intent.

THE COMPANY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY IN CONNECTION WITH ANY OFF-PLATFORM PAYMENT, INCLUDING: ANY LOSS OF FUNDS; ANY FAILURE BY A HOST TO DELIVER THE RELEVANT USER EVENT; ANY FRAUD, MISREPRESENTATION, OR DECEPTION IN CONNECTION WITH THE SOLICITATION OR RECEIPT OF AN OFF-PLATFORM PAYMENT; OR ANY INABILITY TO RECOVER FUNDS PAID OUTSIDE OF THE PLATFORM PAYMENT SYSTEM. The Company has no visibility into, and no ability to reverse, recover, or dispute, any Off-Platform Payment. Users who make Off-Platform Payments and suffer loss as a result must pursue any remedy directly against the relevant Host and, where applicable, through their own financial institution or legal proceedings. 6.4 Chargeback Policy By using the Platform, you agree to attempt to resolve any payment dispute directly with the relevant Host before initiating a chargeback or payment reversal with your bank or card issuer. You acknowledge that:

  • initiating a chargeback in respect of a legitimate Platform subscription or membership fee (as opposed to a Host event payment) without first attempting to resolve the matter with the Company constitutes a breach of these Terms;
  • the Company reserves the right to suspend or terminate your account if you initiate an unjustified or fraudulent chargeback against a Company charge; and
  • chargeback costs, fees, and penalties imposed by Stripe or financial institutions in connection with any chargeback initiated by you or a third party in connection with your account may be recovered from you by the Company as a debt.

6.5 User-to-User Disputes - No Company Obligation The Company is not a party to any agreement, transaction, or dispute between users - including between Hosts and Participants, between two or more Hosts, or between any users in connection with any User Event. The Company has no obligation whatsoever to:

  • arbitrate, mediate, adjudicate, or otherwise resolve any dispute between users;
  • investigate the facts or merits of any dispute between users;
  • take sides or make any determination of fault, liability, or responsibility as between users;
  • enforce any agreement, obligation, or commitment made between users, whether on or off the Platform;
  • facilitate the recovery of funds paid between users, including in the event of fraud or non-delivery; or
  • act as a quasi-judicial body or dispute resolution service in any user-to-user matter.

IN THE EVENT OF A DISPUTE BETWEEN USERS, THE COMPANY'S SOLE DISCRETIONARY ACTION MAY BE TO REMOVE CONTENT, RESTRICT FEATURES, OR SUSPEND OR TERMINATE ACCOUNTS WHERE WE REASONABLY BELIEVE THESE TERMS OR APPLICABLE LAW ARE VIOLATED. THE COMPANY WILL NOT TAKE SIDES IN ANY USER DISPUTE AND MAKES NO DETERMINATION OF FAULT OR LIABILITY AS BETWEEN USERS. ANY ACTION TAKEN OR NOT TAKEN BY THE COMPANY IN RESPONSE TO A USER DISPUTE DOES NOT CREATE LIABILITY ON THE PART OF THE COMPANY AND DOES NOT CONSTITUTE AN ENDORSEMENT OF EITHER PARTY'S POSITION. Users are solely responsible for resolving their own disputes, including through direct negotiation, independent mediation, or legal proceedings in the appropriate jurisdiction. The Company encourages users to seek independent legal advice where a dispute is significant or unresolved.

7. INSURANCE - HOST AND PARTICIPANT OBLIGATIONS 7.1 Company Provides No Insurance THE COMPANY DOES NOT PROVIDE, ARRANGE, PROCURE, UNDERWRITE, OR MAINTAIN ANY FORM OF INSURANCE COVERAGE FOR ANY USER EVENT, CIRQL, MEETUP, ACTIVITY, OR GROUP, OR FOR ANY HOST, PARTICIPANT, OR THIRD PARTY IN CONNECTION THEREWITH. The Company is not an insurer, insurance broker, or insurance intermediary. Nothing in these Terms, on the Platform, or in any communications from the Company constitutes advice or a recommendation in relation to any specific insurance product or provider. 7.2 Host Insurance Obligations AS A HOST, YOU ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR DETERMINING, OBTAINING, AND MAINTAINING ALL INSURANCE COVERAGE THAT IS APPROPRIATE, NECESSARY, OR LEGALLY REQUIRED FOR YOUR USER EVENT. This responsibility applies to all User Events, including single one-off meetups, recurring circls, ongoing groups, structured activity programmes, paid and free events, and events held in any location. The Company strongly recommends that all Hosts obtain, at a minimum:

  • Public Liability Insurance: Cover against legal liability to Participants and members of the public for bodily injury, illness, disability, death, or property damage arising from your User Event. This is particularly important for events held in public spaces and for recurring Circls or ongoing group activities where risk accumulates over time.
  • Personal Accident Insurance: Cover for yourself and, where appropriate, for Participants, against accidental bodily injury or disability sustained during your User Event.
  • Venue or Location Liability Insurance: Where your User Event is held at a third-party venue, confirm whether the venue's own insurance covers your event or whether separate coverage is required.

These recommendations are general guidance only and do not constitute legal or insurance advice. 7.3 Recurring Events and Ongoing Circls - Heightened Recommendation The Company particularly and strongly recommends that Hosts who organize recurring User Events, ongoing Circls, regular group activities, or structured activity programmes obtain and maintain continuous Public Liability Insurance for the full duration of their activity. The cumulative, ongoing nature of recurring events means the probability of an incident increases over time. You acknowledge it is your sole responsibility to obtain, maintain, and update your insurance coverage throughout the life of your activity. 7.4 Participant Insurance Responsibility AS A PARTICIPANT, YOU ARE SOLELY RESPONSIBLE FOR DETERMINING WHETHER YOU REQUIRE ANY PERSONAL INSURANCE COVERAGE BEFORE ATTENDING ANY USER EVENT. By attending any User Event, you acknowledge that the Host may or may not hold Public Liability Insurance, the Company does not verify whether any Host holds any insurance, and the Company does not warrant that any Host's insurance will cover your specific claim. 7.5 Company Not Liable for Insurance Failures TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL LIABILITY ARISING FROM ANY FAILURE BY A HOST TO OBTAIN, MAINTAIN, OR RENEW ANY INSURANCE POLICY, ANY REFUSAL BY AN INSURER TO PAY OUT ON A CLAIM, OR ANY CLAIM THAT IS UNINSURED OR UNDERINSURED AS A RESULT OF A HOST'S FAILURE TO OBTAIN ADEQUATE COVERAGE. The Company's recommendation that Hosts obtain Public Liability Insurance does not create any legal obligation on the Company to ensure, verify, or enforce such coverage.

8. IN-PERSON EVENTS, ASSUMPTION OF RISK, AND RELEASE 8.1 Inherent Risks You understand and acknowledge that attending, hosting, or participating in in-person User Events involves inherent risks that cannot be fully eliminated, including the risk of illness, personal injury, disability, permanent harm, death, and property damage. These risks exist regardless of whether the User Event takes place in a public space, private venue, or any other location. 8.2 Voluntary Assumption of Risk You choose to attend, host, or participate in any User Event entirely at your own discretion and risk. To the maximum extent permitted by applicable law, you voluntarily and knowingly assume all risks arising out of or related to your attendance at, participation in, or organization of any User Event, including risks arising from the physical nature of any activity; the conduct of other Participants, Hosts, or third parties; the venue, location, or environment; the presence of alcohol or other substances at a User Event; the absence of adequate insurance coverage by the Host; and travel to and from any User Event. 8.3 Release of Company TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE STATE OR COUNTRY WHERE THE EVENT TAKES PLACE, YOU RELEASE, WAIVE, DISCHARGE, AND COVENANT NOT TO SUE THE COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND AGENTS FROM ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION, DAMAGES, LOSSES, COSTS, OR EXPENSES OF ANY KIND, KNOWN OR UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR PARTICIPATION IN OR ORGANIZATION OF ANY USER EVENT, YOUR INTERACTIONS WITH OTHER USERS OR THIRD PARTIES, THE ABSENCE OF OR FAILURE IN ANY INSURANCE COVERAGE, OR YOUR TRAVEL TO OR FROM ANY USER EVENT, EXCEPT TO THE EXTENT CAUSED DIRECTLY AND SOLELY BY A COMPANY-SPONSORED EVENT EXPRESSLY DESIGNATED AS SUCH IN WRITING BY THE COMPANY. This Section does not exclude or limit any liability that cannot be excluded or waived under mandatory applicable law. 8.4 Dangerous, High-Risk, and Licensed Activities Certain User Events may involve activities that carry a heightened risk of injury or death, or that may require professional supervision, permits, licences, or specialist training ('High-Risk Activities'), including without limitation: water sports, extreme sports, contact sports, climbing, cycling, equestrian activities, activities involving firearms or sharp implements, and any activity requiring a professional instructor or safety officer. THE COMPANY MAKES NO REPRESENTATION THAT ANY ACTIVITY LISTED ON THE PLATFORM IS SAFE, APPROPRIATELY SUPERVISED, PROPERLY LICENSED, OR SUITABLE FOR PARTICIPATION BY ANY PARTICULAR INDIVIDUAL. HOSTS ARE SOLELY RESPONSIBLE FOR ENSURING THAT ANY HIGH-RISK ACTIVITY COMPLIES WITH ALL APPLICABLE SAFETY LAWS, LICENSING REQUIREMENTS, AND PROFESSIONAL STANDARDS. PARTICIPANTS ARE SOLELY RESPONSIBLE FOR ASSESSING THEIR OWN FITNESS AND CAPABILITY BEFORE PARTICIPATING IN ANY ACTIVITY. 8.5 Alcohol and Controlled Substances THE COMPANY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY HARM, INJURY, DEATH, PROPERTY DAMAGE, OR OTHER LOSS ARISING FROM OR RELATED TO THE CONSUMPTION OR PRESENCE OF ALCOHOL OR ANY CONTROLLED SUBSTANCE AT ANY USER EVENT. Hosts are solely responsible for complying with all applicable alcohol licensing laws, age verification requirements, and duty of care obligations. Hosts must not permit the consumption of unlawfully obtained controlled substances at any User Event. Any User Event involving unlawful drug use may result in immediate account termination and reporting to law enforcement. 8.6 Accessibility and Disability Accommodation THE COMPANY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY FAILURE BY A HOST OR VENUE OPERATOR TO PROVIDE ACCESSIBLE FACILITIES OR REASONABLE ACCOMMODATIONS FOR PERSONS WITH DISABILITIES AT ANY USER EVENT. Participants with accessibility requirements are advised to contact the Host directly before attending any User Event. Hosts are solely responsible for ensuring their User Events comply with all applicable disability and accessibility laws. 8.7 Minors HOSTS MUST NOT PERMIT PERSONS UNDER THE AGE OF 18 TO REGISTER FOR OR ATTEND ANY USER EVENT ORGANIZED THROUGH THE PLATFORM UNLESS THE HOST HAS OBTAINED ALL LEGALLY REQUIRED PARENTAL OR GUARDIAN CONSENTS AND COMPLIED WITH ALL APPLICABLE CHILD PROTECTION LAWS. THE COMPANY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY HARM SUFFERED BY A MINOR IN CONNECTION WITH ANY USER EVENT. 8.8 No Background Checks THE COMPANY DOES NOT CONDUCT BACKGROUND CHECKS, IDENTITY VERIFICATION, CRIMINAL RECORD CHECKS, INSURANCE VERIFICATION, OR ANY OTHER SCREENING OF HOSTS OR PARTICIPANTS. You are solely responsible for exercising your own judgment and taking appropriate precautions when interacting with other users or attending User Events.

9. GENDER-SPECIFIC, IDENTITY-BASED, AND COMMUNITY EVENTS 9.1 User-Created Community and Identity-Based Events The Platform supports diverse communities, including those organized around shared identities or personal characteristics. Hosts may create User Events designed for or limited to specific communities, including events for women, non-binary people, specific racial or ethnic communities, specific religious communities, specific sexual orientations, or people with specific disabilities or health conditions. The existence of such events does not constitute endorsement by the Company. 9.2 Host Is Solely Responsible for Legal Compliance HOSTS ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR ENSURING THAT THE ELIGIBILITY CRITERIA, ADMISSION POLICIES, AND OPERATION OF THEIR USER EVENTS COMPLY WITH ALL APPLICABLE LAWS IN THE JURISDICTION WHERE THE EVENT TAKES PLACE, including the Equal Status Acts 2000-2018 (Ireland), the Employment Equality Acts 1998-2015 (Ireland), Title VII of the Civil Rights Act of 1964 (US, where applicable), applicable EU equality directives and regulations, and any other applicable national, state, or local anti-discrimination laws. The Company does not provide legal advice on these matters. 9.3 Company Not Liable for Host Decisions on Event Composition TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL LIABILITY IN CONNECTION WITH ANY DECISION BY A HOST TO RESTRICT OR DEFINE PARTICIPATION IN A USER EVENT BASED ON GENDER, GENDER IDENTITY, SEXUAL ORIENTATION, RACE, ETHNICITY, RELIGION, DISABILITY, OR ANY OTHER PERSONAL CHARACTERISTIC, AND ANY CLAIM OR LEGAL ACTION ARISING THEREFROM. 9.4 Company's Right to Remove Non-Compliant Events The Company reserves the right, but not the obligation, to remove, restrict, or refuse to list any User Event, or to suspend or terminate any account, where the Company reasonably believes the event or its eligibility criteria may violate applicable law, our policies, or these Terms. 9.5 Indemnification for Identity-Based Event Claims In addition to the general indemnification in Section 18, you agree to indemnify and hold harmless the Company from any and all claims, costs, fines, and legal fees arising from any User Event you host that restricts participation based on any personal characteristic, or any allegation that such criteria violate applicable anti-discrimination or equality law.

10. PAYMENTS, TOP-UPS, AND STRIPE CONNECT 10.1 Payment Processing via Stripe Connect All payment processing on the Platform is provided exclusively by Stripe, Inc. and its affiliates ('Stripe') through Stripe Connect, Stripe's platform and marketplace payment infrastructure. By using any payment feature of the Platform, you agree to be bound by the Stripe Connected Account Agreement (https://stripe.com/connect-account/legal) and the Stripe Services Agreement (https://stripe.com/legal/ssa), each as amended from time to time (collectively, the 'Stripe Services Agreement'). Your acceptance of these Terms constitutes your acceptance of the Stripe Services Agreement. Stripe Technology Europe, Limited ('Stripe PSP') is regulated by the Central Bank of Ireland as an authorised electronic money institution (reference number C187865). Stripe PSP does not offer any form of deposit or savings account and is not part of the Financial Services Compensation Scheme or the Deposit Guarantee Scheme. 10.2 How Funds Are Held - Stripe Balance and Delayed Payouts All funds collected through the Platform are processed and held exclusively within Stripe's infrastructure. Funds are collected by Stripe on our behalf and held in Stripe's pooled accounts ('Stripe Balance') in accordance with Stripe's regulatory obligations. The Platform uses Stripe Connect's delayed payout and manual payout features, meaning funds remain within the Stripe Balance for a defined holding period before being released to outercircl's designated bank account according to the applicable Payout Schedule. The Company does not independently hold, pool, or have direct control over any user funds at any time. You do not hold any direct legal or equitable interest in funds held within Stripe's pooled accounts. Stripe may impose additional holding periods, establish a Reserve from collected funds, or delay, suspend, or reverse payouts. The Company has no ability to override Stripe's independent decisions. 10.3 Host Payouts via Stripe Connect Where Hosts receive payments from Participants through the Platform, such payments may be facilitated through Stripe Connect's connected account functionality. In such cases: the Host's receipt and handling of funds is governed by the Stripe Services Agreement for connected accounts; the Company is not a party to the payment transaction between a Participant and a Host and assumes no liability for the delivery, non-delivery, refund, or reversal of any such payment; and any dispute between a Participant and a Host regarding event payments must be resolved between those parties, subject to Stripe's dispute resolution processes. 10.4 Off-Platform Payments - Company Not Liable As set out in Section 6.3, the Company strongly advises against Off-Platform Payments. For the avoidance of doubt in the context of the payment infrastructure: ANY PAYMENT MADE OR RECEIVED IN CONNECTION WITH A USER EVENT THAT IS NOT PROCESSED THROUGH THE PLATFORM PAYMENT SYSTEM IS ENTIRELY OUTSIDE THE COMPANY'S PAYMENT INFRASTRUCTURE, OUTSIDE STRIPE'S DISPUTE RESOLUTION PROCESSES, AND BEYOND THE COMPANY'S ABILITY TO ASSIST, REVERSE, RECOVER, OR DISPUTE. THE COMPANY ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR ANY OFF-PLATFORM PAYMENT. Users who make Off-Platform Payments do so entirely at their own risk and waive any claim against the Company in connection with such payments. The Company's recommendation to use the Platform Payment System does not create any obligation on the Company to compensate users who disregard this recommendation and suffer loss as a result. 10.5 Top-Up Balances All Top-Up amounts are processed through Stripe Connect and held in the Stripe Balance. Top-Up balances are strictly non-refundable once processed except as required by mandatory law. Top-Up balances do not earn interest and have no cash value outside the Platform. Any unused Top-Up balance will be forfeited immediately upon account suspension or termination. Queries regarding Top-Up funds must be directed to Stripe in the first instance. 10.6 Company Not Liable for Stripe or Payment Failures TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY ARISING FROM: ANY ACTS, ERRORS, OMISSIONS, OR FAILURES OF STRIPE; ANY PAYOUT DELAY; ANY HOLD, FREEZE, RESERVE, REVERSAL, OR CHARGEBACK; ANY SUSPENSION OR TERMINATION OF YOUR STRIPE ACCOUNT; ANY LOSS OF FUNDS IN THE STRIPE BALANCE DUE TO STRIPE'S INSOLVENCY, REGULATORY ACTION, OR FORCE MAJEURE; OR ANY UNAUTHORIZED ACCESS TO YOUR PAYMENT INFORMATION PROCESSED THROUGH STRIPE. 10.7 Charges, Fees, and Taxes You agree to pay all fees, charges, and applicable taxes associated with your use of the Platform. All amounts are processed in the currency specified at checkout. You are solely responsible for all tax obligations arising from your use of the Platform, including as a Host any obligations arising from payments received for User Events.

11. INTELLECTUAL PROPERTY RIGHTS Our Intellectual Property We are the owner or the licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics (collectively, the 'Content'), as well as the trademarks, service marks, and logos (the 'Marks'). Our Content and Marks are protected by copyright and trademark laws in Ireland, the United States, and around the world. Your Use of Our Services Subject to your compliance with these Legal Terms, we grant you a non-exclusive, non-transferable, revocable licence to access the Services for your personal, non-commercial use or internal business purpose only. No part of the Services and no Content or Marks may be commercially exploited without our express prior written permission. Any breach will result in immediate termination of your licence. Reviews and Ratings - Disclaimer Reviews represent the personal opinions of individual users and do not represent the views of the Company. The Company does not endorse, verify, or guarantee the accuracy of any Review. THE COMPANY IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY REVIEW POSTED BY A USER, INCLUDING ANY REVIEW THAT IS FALSE, INACCURATE, DEFAMATORY, OR OTHERWISE UNLAWFUL. THE COMPANY'S LIABILITY FOR ANY REVIEW IS LIMITED TO REMOVING THE REVIEW WHERE WE DETERMINE, IN OUR SOLE DISCRETION, THAT REMOVAL IS APPROPRIATE. Your Submissions and Contributions By directly sending us any Submissions, you agree to assign to us all intellectual property rights in such Submission. By posting Contributions through the Services, you automatically grant us an unrestricted, irrevocable, perpetual, royalty-free, worldwide licence to use, reproduce, distribute, and exploit such Contributions for any purpose. You retain ownership of your Contributions but are solely responsible for them.

12. COMMUNITY STANDARDS AND NON-DISCRIMINATION Users must comply with all applicable anti-discrimination, equality, and harassment laws when using the Platform and when organizing or attending User Events of any kind. You may not organize, promote, or participate in events that unlawfully discriminate against or harass any person based on gender, gender identity or expression, sexual orientation, race, ethnicity, religion, disability, or any other protected characteristic. See Section 9 for the specific treatment of identity-based events and the allocation of legal responsibility in connection with them. We may remove any User Content or User Event, or suspend or terminate accounts, that we believe violate these standards or applicable law.

13. SUBSCRIPTIONS, MEMBERSHIPS, AND REFUNDS 13.1 Billing and Renewal Your subscription will continue and automatically renew unless cancelled. You consent to our charging your payment method on a recurring basis without requiring your prior approval for each recurring charge, until such time as you cancel. All charges are processed through Stripe Connect in accordance with Section 10. 13.2 Free Trial We may offer a free trial to new users. The subscription will automatically convert to a paid subscription at the end of the free trial unless you cancel before the trial period ends. We reserve the right to modify, shorten, or discontinue free trial offers at any time without notice or liability. 13.3 All Fees Are Non-Refundable - No Exceptions ALL FEES, SUBSCRIPTION CHARGES, TOP-UP AMOUNTS, AND OTHER PAYMENTS MADE TO THE COMPANY ARE STRICTLY NON-REFUNDABLE EXCEPT AS REQUIRED BY MANDATORY APPLICABLE LAW. NO REFUND, CREDIT, OR PRORATION WILL BE PROVIDED FOR: ANY FEES FOR A PARTIALLY USED BILLING PERIOD; UNUSED SUBSCRIPTION BENEFITS OR CREDITS; FEES FOR PERIODS DURING WHICH YOUR ACCOUNT WAS INACTIVE OR SUSPENDED; ANY UNUSED TOP-UP BALANCE; OR ANY FEES PAID IN ADVANCE REGARDLESS OF THE REASON FOR CANCELLATION OR TERMINATION. You expressly acknowledge that the non-refundable nature of fees applies equally where the Company suspends or terminates your account at our sole discretion. 13.4 Fee Changes We may, from time to time, make changes to subscription fees and will communicate any price changes to you in accordance with applicable law. Continued use of the Platform after a fee change takes effect constitutes your acceptance of the new fees. 13.5 Mandatory Consumer Rights Nothing in these Terms affects any mandatory statutory rights you may have as a consumer under the laws of your country of residence, including under EU/EEA and Irish consumer law. If you are in the EU/EEA or the UK, you may have a right to withdraw from certain online purchases within 14 days, subject to conditions and exceptions. We will honour any such mandatory rights.

14. SUSPENSION AND TERMINATION 14.1 Company's Absolute Right to Suspend or Terminate WE RESERVE THE RIGHT, AT ANY TIME AND IN OUR SOLE AND ABSOLUTE DISCRETION, WITH OR WITHOUT PRIOR NOTICE, AND WITHOUT ANY LIABILITY OR OBLIGATION WHATSOEVER TO YOU, TO SUSPEND, RESTRICT, OR TERMINATE YOUR ACCESS TO THE PLATFORM OR YOUR ACCOUNT OR MEMBERSHIP, INCLUDING ANY PAID SUBSCRIPTION, AT ANY STAGE OF YOUR SUBSCRIPTION TERM, FOR ANY REASON OR NO REASON. 14.2 No Refunds Upon Termination or Suspension by Us IF YOUR ACCOUNT OR MEMBERSHIP IS SUSPENDED OR TERMINATED BY US FOR ANY REASON: YOU WILL NOT BE ENTITLED TO ANY REFUND OF ANY FEES PAID; ANY UNUSED TOP-UP BALANCE OR ACCOUNT CREDITS WILL BE FORFEITED IMMEDIATELY WITH NO OBLIGATION TO REFUND; AND ANY PENDING OR IN-PROGRESS TRANSACTIONS MAY BE CANCELLED AT OUR DISCRETION OR STRIPE'S DISCRETION. To the extent required by mandatory applicable law, we will honour any refund or remedy to which you are legally entitled. 14.3 Voluntary Cancellation by You You may cancel your membership or subscription at any time by logging into your account and following the cancellation process, or by contacting us at [email protected]. Your cancellation will take effect at the end of the then-current paid billing period. You will not receive a refund for any amounts already paid or charged. 14.4 Prohibited Re-Registration If we terminate or suspend your account, you are prohibited from registering a new account without our prior written consent. We reserve the right to take appropriate legal action, including pursuing civil, criminal, and injunctive redress. 14.5 Effect of Termination Upon termination of your account, your right to use the Platform ceases immediately. We may delete or disable access to your User Content in accordance with applicable law and our data retention practices. Sections 1, 4, 5, 6, 7, 8, 9, 10, 11, 13, 15, 16, 18, 19, and 20 shall survive termination.

15. FORCE MAJEURE The Company shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from any cause beyond the Company's reasonable control ('Force Majeure Event'), including without limitation: acts of God, natural disasters, or severe weather events; pandemic, epidemic, or public health emergency declared by a governmental authority; war, terrorism, riot, civil unrest, or acts of a public enemy; governmental or regulatory action, sanction, embargo, or change in law; failure or disruption of third-party infrastructure, including the internet, telecommunications networks, or power supply; failure or disruption of Stripe's systems, payment infrastructure, or banking partners; or any other event outside the Company's reasonable control. In the event of a Force Majeure Event, the Company's obligations under these Terms shall be suspended for the duration of the Force Majeure Event. A Force Majeure Event affecting the Company does not affect users' obligations under these Terms, including payment obligations.

16. DATA PROTECTION AND SECURITY 16.1 Privacy Policy Please review our Privacy Policy at outercircle.com/privacy. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Legal Terms. The Services are hosted in Ireland. If you access the Services from any other region, through your continued use you are transferring your data to Ireland, and you expressly consent to have your data transferred to and processed in Ireland in accordance with applicable data protection law, including the GDPR. By using payment features of the Platform, you acknowledge that Stripe will process your personal data in accordance with Stripe's Privacy Policy (https://stripe.com/privacy). 16.2 GDPR and Data Subject Rights To the extent applicable, we process personal data as a data controller in accordance with Regulation (EU) 2016/679 (GDPR) and applicable national implementing legislation. Your rights as a data subject under the GDPR, including the right of access, rectification, erasure, restriction of processing, data portability, and the right to object, are governed by our Privacy Policy. To exercise any of these rights, please contact us at [email protected]. 16.3 Data Breach Notification In the event of a personal data breach likely to result in a risk to the rights and freedoms of natural persons, the Company will notify the relevant supervisory authority in accordance with Article 33 GDPR (within 72 hours of becoming aware, where feasible) and, where required under Article 34 GDPR, will communicate the breach to affected data subjects without undue delay. If you believe your account or personal data has been compromised, please contact us immediately at [email protected].

17. PROHIBITED ACTIVITIES You may not access or use the Services for any purpose other than that for which we make the Services available. As a user of the Services, you agree not to:

  • create or promote any fraudulent, false, or misleading User Event listing;
  • collect payments from Participants with no genuine intention of delivering the User Event;
  • solicit or accept Off-Platform Payments in a manner intended to circumvent the Platform Payment System or avoid accountability;
  • systematically retrieve data or other content from the Services without written permission;
  • trick, defraud, or mislead us and other users;
  • circumvent, disable, or otherwise interfere with security-related features of the Services;
  • use any information obtained from the Services to harass, abuse, or harm another person;
  • use the Services in a manner inconsistent with any applicable laws or regulations;
  • upload or transmit viruses, Trojan horses, or other disruptive or harmful material;
  • engage in any automated use of the system, including data mining, robots, or similar extraction tools;
  • attempt to impersonate another user, person, or entity;
  • copy, decompile, disassemble, or reverse engineer any of the software comprising the Services;
  • initiate unjustified or fraudulent chargebacks against Company charges;
  • use the Services as part of any effort to compete with us or for any unauthorized commercial purpose; or
  • sell or otherwise transfer your profile or account.

18. INDEMNIFICATION You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, contractors, and agents from and against any claims, demands, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

  • your use or misuse of the Platform;
  • your User Content or User Events, including the planning, organization, operation, safety arrangements, insurance decisions, or cancellation thereof;
  • any fraudulent, false, or misleading User Event listing you create;
  • any Off-Platform Payment you solicit, make, or receive in connection with a User Event;
  • your interactions with other users or third parties on or through the Platform or at any User Event;
  • your use of Stripe Connect, Top-Up balances, or any payment feature, including any chargeback, dispute, or reversal;
  • any claim arising from eligibility criteria or admission decisions for any User Event you host;
  • any claim arising from your failure to obtain or maintain adequate insurance coverage for any User Event you organize;
  • any claim arising from the presence of alcohol or controlled substances at any User Event you host;
  • any claim arising from the attendance of a minor at any User Event you host;
  • any Review you post that is false, defamatory, or otherwise unlawful; or
  • your breach of these Terms or of any applicable law.

19. DISCLAIMERS AND LIMITATION OF LIABILITY 19.1 Disclaimers THE PLATFORM, INCLUDING ALL CONTENT AND SERVICES, IS PROVIDED 'AS IS' AND 'AS AVAILABLE,' WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, TO THE EXTENT PERMITTED BY LAW. WE DO NOT WARRANT THAT THE PLATFORM OR ANY USER EVENT WILL BE SAFE, SECURE, UNINTERRUPTED, OR AVAILABLE; THAT ANY DEFECTS WILL BE CORRECTED; OR THAT ANY CONTENT WILL BE ACCURATE, COMPLETE, OR RELIABLE. WE MAKE NO WARRANTY REGARDING STRIPE OR ANY OTHER THIRD-PARTY SERVICE PROVIDER, OR REGARDING THE INSURANCE STATUS, QUALIFICATIONS, IDENTITY, OR CHARACTER OF ANY HOST OR PARTICIPANT. 19.2 Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

  • we will not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, or for loss of profits, revenues, goodwill, or data, arising out of or in connection with these Terms, the Platform, any User Event, any Off-Platform Payment, or any Stripe-related service or transaction, even if we have been advised of the possibility of such damages; and
  • our aggregate liability arising out of or in connection with these Terms or the Platform will be limited to the greater of: (a) the total fees you paid to us in the twelve (12) months preceding the event giving rise to the claim; or (b) EUR 100 (or local currency equivalent).

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, non-waivable rights under EU/EEA, UK, Irish, or US state consumer protection laws, or our liability under applicable data protection law (for example, Article 82 GDPR).

20. GOVERNING LAW AND DISPUTE RESOLUTION The laws of Ireland, excluding its conflict of laws rules, will govern these Terms and any dispute arising out of or relating to them, subject to any mandatory consumer protection rules in your country of residence. If you are a consumer in the EU/EEA or UK, you may benefit from additional rights under the laws of your country of residence and may be able to bring claims in your local courts. Informal Negotiations The Parties agree to first attempt to negotiate any dispute informally for at least 30 days before initiating arbitration, commencing upon written notice from one Party to the other. Binding Arbitration Any dispute arising from these Legal Terms shall be determined by one arbitrator chosen in accordance with the Arbitration and Internal Rules of the European Court of Arbitration. The seat of arbitration shall be Ireland. Applicable rules of substantive law shall be the law of Ireland. Disputes involving Stripe's payment services are subject to the separate dispute resolution mechanism in the Stripe Services Agreement. Restrictions on Arbitration Any arbitration shall be limited to the dispute between the Parties individually. No class-action arbitration is permitted. No arbitration may be brought in a purported representative capacity on behalf of the general public or any other persons. Limitation on Time to File Claims TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. IF YOU FAIL TO COMMENCE ANY SUCH ACTION WITHIN THIS PERIOD, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. Nothing in this clause limits any shorter limitation period that may apply under applicable law, nor does it extend any mandatory limitation period that cannot be shortened. Waiver of Jury Trial TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM. This waiver applies to the fullest extent permitted by law in the applicable jurisdiction and does not apply where prohibited by mandatory law. Equitable Relief Notwithstanding the arbitration provisions above, either Party may seek emergency or interim equitable relief (including injunctions or other orders) from a court of competent jurisdiction where necessary to protect its rights or prevent irreparable harm, without this constituting a waiver of the right to arbitrate the underlying dispute.

21. EXPORT CONTROL AND SANCTIONS COMPLIANCE You represent and warrant that: (a) you are not located in a country that is subject to a government embargo or that has been designated as a 'terrorist supporting' country by the relevant governmental authority; (b) you are not listed on any governmental list of prohibited, sanctioned, or restricted parties; and (c) you will not use the Platform, the Services, or any related technology in violation of any applicable export control or sanctions laws, including those of Ireland, the European Union, the United Kingdom, and the United States. The Company reserves the right to suspend or terminate any account that it reasonably believes is in breach of this Section, without notice and without liability.

22. MODIFICATIONS AND INTERRUPTIONS We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Services. We cannot guarantee the Services will be available at all times. Scheduled or unscheduled maintenance, hardware or software issues, or matters outside our control (including Stripe system downtime or Force Majeure Events) may affect service availability.

23. CHANGES TO THESE TERMS We may modify these Terms from time to time. If we make material changes, we will provide notice by posting an updated version on the Platform or by email, where required by law. Your continued use of the Platform after the effective date constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Platform.

24. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES Visiting the Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications and agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES.

25. CALIFORNIA USERS AND RESIDENTS If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.

26. MISCELLANEOUS - GENERAL LEGAL PROVISIONS Entire Agreement These Legal Terms and any policies or operating rules posted by us on the Services constitute the entire agreement and understanding between you and us regarding the subject matter herein, and supersede any and all prior or contemporaneous agreements, representations, warranties, communications, or proposals, whether oral or written, between you and us. No oral or written representation made prior to or at the time of entering into these Terms shall have legal effect unless expressly incorporated herein. Severability If any provision of these Terms is determined by a court or arbitrator of competent jurisdiction to be unlawful, void, or unenforceable for any reason, that provision will be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, it will be deemed severed from these Terms. The severance of any provision shall not affect the validity, enforceability, or binding effect of the remaining provisions, which shall continue in full force and effect. No Waiver No failure or delay by the Company in exercising or enforcing any right, power, or remedy under these Terms shall operate as a waiver of that right, power, or remedy. A waiver by the Company of any breach or default shall not constitute a waiver of any subsequent breach or default. All waivers must be in writing and signed by an authorized representative of the Company to be effective. Assignment You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without the Company's prior written consent. The Company may assign, transfer, or delegate any or all of its rights and obligations under these Terms without restriction and without notice to you, including in connection with a merger, acquisition, reorganization, or sale of all or substantially all of the Company's assets. No Third-Party Beneficiaries These Terms are for the benefit of the Parties only and do not create any rights enforceable by any third party, except as expressly stated otherwise in these Terms. Nothing in these Terms confers any benefit, right, or remedy on any person who is not a party to these Terms. Relationship of the Parties There is no joint venture, partnership, employment, franchise, or agency relationship created between you and the Company as a result of these Terms or your use of the Platform. Neither Party has the authority to bind the other or to incur any obligation on the other's behalf. Headings Section headings in these Terms are for convenience of reference only and have no legal effect on the interpretation of the relevant section. Language These Terms are drafted in the English language. In the event of any inconsistency between the English version and any translation, the English version shall prevail.

27. CONTACT US In order to resolve a complaint regarding the Services or to receive further information, please contact us at:

outercircl limited 136 Capel St, County Dublin D01 T2C9 Ireland [email protected]

This Terms of Service document is provided as a working draft. It should be reviewed and approved by a qualified solicitor or attorney familiar with Irish, EU, and applicable US law before publication.