You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials ("Content"), whether publicly posted or privately transmitted, collectively referred to as "User Submissions", are the sole responsibility of the person from whom such Content originated. This means that you, and not Goodha, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available through the Service. Goodha does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will Goodha be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Service.

You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and/or warrant that: you own or have the necessary licenses, rights, consents, and permissions to use and authorize Goodha to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Submissions to enable inclusion and use of the User Submissions in the manner contemplated by the Goodha website and these TOS.

You will retain all of your ownership rights in your User Submissions. However, by submitting User Submissions to Goodha, you hereby grant Goodha a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Submissions in connection with Goodha (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of Goodha (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of Goodha a non-exclusive license to access your User Submissions through the Website, and to use, reproduce, distribute, display and perform such User Submissions as permitted through the functionality of the Goodha website and under these TOS. The above licenses granted by you, shall terminate within a commercially reasonable time after you remove or delete your Content from the Goodha website. You understand and agree, however, that Goodha may retain, but not display, distribute, or perform, server copies of User Submissions that have been removed or deleted. The above licenses granted by you are perpetual and irrevocable.

In connection with User Submissions, you further agree that you will not submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant Goodha all of the license rights granted herein.

Goodha does not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and Goodha expressly disclaims any and all liability in connection with User Submissions. Goodha does not permit copyright infringing activities and infringement of intellectual property rights on its website, and will remove all Content and User Submissions if properly notified that such Content or User Submission infringes on another's intellectual property rights. Goodha reserves the right to remove any and all Content and User Submissions without prior notice.

You acknowledge that Goodha may or may not pre-screen Content, but that Goodha and its designees shall have the right, but not the obligation, in their sole discretion to pre-screen, refuse, or remove any Content that is available via the Service. Without limiting the foregoing, Goodha and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by Goodha or submitted to Goodha.

You agree to not use the Service to:

• upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
• harm minors in any way;
• "stalk" or otherwise harass another; and/or
• impersonate any person or entity, including, but not limited to, a Goodha official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
• upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
• upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
• intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission;
• provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act.

You acknowledge, consent and agree that Goodha may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce the TOS; (iii) respond to claims that any Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of Goodha, its users and the public.

Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

Goodha reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Goodha shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

You agree that Goodha may, under certain circumstances and without prior notice, immediately terminate your account and access to the Service. Cause for such termination shall include, but not be limited to, (i) breaches or violations of the TOS or other incorporated agreements or guidelines, (ii) requests by law enforcement or other government agencies, (iii) discontinuance or material modification to the Service (or any part thereof), (iv) unexpected technical or security issues or problems, (v) extended periods of inactivity, (vi) engagement by you in fraudulent or illegal activities, and/or (vii) nonpayment of any fees owed by you in connection with the Services. You agree that all terminations for cause shall be made in Goodha�s sole discretion and that Goodha shall not be liable to you or any third party for any termination of your account, any associated email address, or access to the Service.

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Goodha shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.

You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Goodha or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.

Goodha grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree neither to modify the Software in any manner or form, nor to use modified versions of the Software, including for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Godoha for use in accessing the Service.

YOU AGREE THAT YOUR USE OF GOODHA SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, GOODHA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF. GOODHA MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SITE'S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONSIN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA GOODHA. GOODHA DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE GOODHA WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND GOODHA WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

IN NO EVENT SHALL GOODHA, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE GOODHA WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

YOU SPECIFICALLY ACKNOWLEDGE THAT GOODHA SHALL NOT BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

THE WEBSITE IS CONTROLLED AND OFFERED BY GOODHA FROM ITS FACILITIES IN THE UNITED STATES OF AMERICA. GOODHA MAKES NO REPRESENTATIONS THAT THE GOODHA WEBSITE IS APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE GOODHA WEBSITE FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.

You agree to defend, indemnify and hold harmless Goodha, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Goodha website and/or its Services; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your User Submissions caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Goodha website.

The Goodha, trademark and service mark and any and all other logos and product and service names are trademarks of Goodha, Inc. Without Goodha�s prior permission, you agree not to display or use in any manner these marks.

Any images uploaded by a user remain the property of that user or whatever party holds the copyright. By uploading images, a user does not surrender his/her copyright or ownership of the images. Goodha respects the intellectual property rights of others, and respectfully requests that its users to do the same. Goodha may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of any user who may be repeat infringers of such rights. If you believe that your work has been copied in a way through a User Submission or any other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

• 1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• 2. A description of the copyrighted work or other intellectual property that you claim has been infringed;
• 3. A description of where the material that you claim is infringing is located on the site;
• 4. address, telephone number, and email address;
• 5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
• 6. A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Goodha's Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:

By mail:
Copyright Agent
c/o Goodha, LLC.
555 Broadway, Suite 1903
New York, NY 10018

By email: legal@goodha.com

Counter-Notice: If you believe that your User Submission that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content in your User Submission, you may send a counter-notice containing the following information to the Copyright Agent:

• 1. Your physical or electronic signature;
• 2. Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
• 3. A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
• 4. Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in New York, New York, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, Goodha may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at Goodha�s sole discretion.

Entire Agreement: The TOS constitutes the entire agreement between you and Goodha and governs your use of the Service, superseding any prior agreements between you and Goodha with respect to the Service.

Choice of Law and Forum: Goodha is hosted in New York State in the United States of America and is subject to New York State and U.S. federal law. The Goodha website shall be deemed a passive website that does not give rise to personal jurisdiction over Goodha, either specific or general, in jurisdictions other than New York. These TOS shall be governed by the internal substantive laws of the State of New York, without respect to its conflict of laws principles. Any claim or dispute between you and Goodha that arises in whole or in part from the Goodha website shall be decided exclusively by a court of competent jurisdiction located in New York County, New York.

If you are accessing Goodha from other jurisdictions, please be advised that you are transferring your personal information to us in New York State, and by using the Goodha website, you consent to that transfer and to abide by the laws of New York State and applicable U.S. federal law concerning your use of the website and your agreements with us. Please be advised, in addition, that your use of the website is subject to New York State and U.S. federal law. Any persons accessing Goodha from any jurisdiction with laws or regulations governing the use of the Internet, including personal data collection, use and disclosure different from those of New York State and U.S. federal law may only use the website in a manner lawful in their jurisdiction. If your use of the website would be unlawful in your jurisdiction, please do not use the Goodha website.

Waiver and Severability of Terms: The failure of Goodha to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.

No Right of Survivorship and Non-Transferability: You agree that your Goodha account is non-transferable and any rights to your Goodha ID or contents within your account terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents therein permanently deleted.

Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Goodha website must commence within one (1) year after such claim or cause of action arose. Otherwise, such cause of actions is permanently and forever barred.

The section titles in the TOS are for convenience only and have no legal or contractual effect.

Please report any violations of the TOS to legal@goodha.com.