Terms of service

OVERVIEW
This website is operated by Gramicci. Throughout the site, the terms “we”, “us” and “our” refer to Gramicci. Gramicci offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.

Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.

Our store is hosted on Shopify Inc. They provide us with the online e-commerce platform that allows us to sell our products and services to you.

SECTION 1 - ONLINE STORE TERMS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
You must not transmit any worms or viruses or any code of a destructive nature.
A breach or violation of any of the Terms will result in an immediate termination of your Services.

SECTION 2 - GENERAL CONDITIONS
We reserve the right to refuse service to anyone for any reason at any time.
You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

SECTION 3 - ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.

SECTION 4 - MODIFICATIONS TO THE SERVICE AND PRICES
Prices for our products are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.

SECTION 5 - PRODUCTS OR SERVICES (if applicable)
Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy.
We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any color will be accurate.
We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited.
We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.

SECTION 6 - ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e‑mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

For more detail, please review our Returns Policy.

SECTION 7 - OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.

SECTION 8 - THIRD-PARTY LINKS
Certain content, products and services available via our Service may include materials from third-parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

SECTION 9 - USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, 'comments'), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.
We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e‑mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.

SECTION 10 - PERSONAL INFORMATION
Gramicci collects and processes your personal information in order for you to participate in programs and other marketing communications including by email, SMS, or other means. Information about how we collect and use your personal information, including your submission of personal information through the store and any rewards program is governed by our Privacy Policy. To view our Privacy Policy. 

SECTION 11 - USER INFORMATION
Other than personally identifiable information, which is subject to Gramicci’s Privacy Policy, any material, information, suggestions, ideas, concepts, know-how, techniques, questions, comments or other communication you transmit or post to this website in any manner ("User Communications") is and will be considered non-confidential and non-proprietary. We, each of our affiliates and/or our designees may use any or all User Communications for any purpose whatsoever, including, without limitation, reproduction, transmission, disclosure, publication, broadcast, development, manufacturing and/or marketing in any manner whatsoever for any or all commercial or non-commercial purposes. We may, but are not obligated to, monitor or review any User Communications. We shall have no obligation to use, return, review, or respond to any User Communications. We will have no liability related to the content of any such User Communications, whether or not arising under the laws of copyright, libel, privacy, obscenity, or otherwise. We retain the right to remove any or all User Communications that includes any material we deem inappropriate or unacceptable.

SECTION 12 - ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

SECTION 13 - INTELLECTUAL PROPERTY RIGHTS
This website is protected by copyrights, trademarks and/or other proprietary rights, and except as specifically provided in these Terms of Service, your use of the website and its services shall be governed and constrained by applicable copyright, trademark and other intellectual property laws, in addition to the Terms of Service. You specifically agree that Gramicci or its third-party licensors’ own all intellectual property rights in and to the content offered on the website (regardless of whether those rights are registered). Nothing contained on this website grants or should be construed as granting, by implication, estoppel, or otherwise, any license or other right to use any trademarks,
trade names, service marks or logos displayed on this website without our prior written approval or the prior written approval of such third party owner. All rights are herein expressly reserved.

SECTION 14 - PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

SECTION 15 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.
We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.
You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.
You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
In no case shall Gramicci, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, 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 the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

SECTION 16 - INDEMNIFICATION
You agree to indemnify, defend and hold harmless Gramicci and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.

SECTION 17 - SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

SECTION 18 - TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.
If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

SECTION 19 - ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

SECTION 20 - DISPUTE RESOLUTION, ARBITRATION, CLASS ACTION WAIVER, GOVERNING LAW AND JURISDICTION

PLEASE READ THIS FOLLOWING CLAUSE CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.

a. Initial Dispute Resolution: Gramicci is available by email at support@gramicci.com to address any concerns you may have regarding the use of the website or your purchase from Gramicci. Most concerns may be quickly resolved in this manner. Each of you and Gramicci agree to use best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.

b. AGREEMENT TO BINDING ARBITRATION: IF THE PARTIES DO NOT REACH AN AGREED UPON SOLUTION WITHIN A PERIOD OF THIRTY (30) DAYS FROM THE TIME INFORMAL DISPUTE RESOLUTION IS PURSUED AS SET FORTH ABOVE, THEN ANY REMAINING CONTROVERSY OR CLAIM ARISING OUT OF YOUR USE OF THE WEBSITE, YOUR PURCHASE FROM GRAMICCI OR THESE TERMS OF SERVICE SHALL BE SETTLED BY BINDING ARBITRATION BEFORE JAMS IN A LOCATION DETERMINED BY THE ARBITRATOR AS SET FORTH HEREIN (PROVIDED THAT SUCH LOCATION IS REASONABLY CONVENIENT FOR CLAIMANT), OR AT SUCH OTHER LOCATION AS MAY BE MUTUALLY AGREED UPON BY THE PARTIES, IN ACCORDANCE WITH THE PROCEDURAL RULES FOR
COMMERCIAL DISPUTES SET FORTH IN THE COMPREHENSIVE ARBITRATION RULES AND PROCEDURES OF JAMS (“JAMS RULES AND PROCEDURES”) THEN PREVAILING, AND JUDGMENT UPON THE AWARD RENDERED BY THE ARBITRATOR(S) MAY BE ENTERED IN ANY COURT HAVING JURISDICTION THEREOF. THE ARBITRATOR, AND NOT ANY FEDERAL, STATE OR LOCAL COURT OR AGENCY, SHALL HAVE EXCLUSIVE AUTHORITY TO RESOLVE ALL DISPUTES ARISING OUT OF OR RELATING TO THE INTERPRETATION, APPLICABILITY, ENFORCEABILITY OR FORMATION OF THESE TERMS OF SERVICE, INCLUDING, BUT NOT LIMITED TO ANY CLAIM THAT ALL OR ANY PART OF
THESE TERMS OF SERVICE ARE UNLAWFUL, VOID OR VOIDABLE. THE ARBITRATOR SHALL BE EMPOWERED TO GRANT WHATEVER RELIEF WOULD BE AVAILABLE IN A COURT UNDER LAW OR IN EQUITY. THE PARTIES UNDERSTAND THAT, IN LIGHT OF THIS MANDATORY ARBITRATION PROVISION, THEY ARE WAIVING THEIR RIGHTS TO SUE IN COURT AND HAVE THEIR DISPUTES RESOLVED BY A JUDGE OR JURY TRIAL. THE ARBITRATOR SHALL BE SELECTED PURSUANT TO THE JAMS RULES AND PROCEDURES. THE ARBITRATOR SHALL APPLY NEW YORK LAW CONSISTENT WITH THE FEDERAL ARBITRATION ACT AND APPLICABLE STATUTES OF LIMITATIONS, AND SHALL HONOR CLAIMS OF PRIVILEGE RECOGNIZED AT LAW. IN THE EVENT THAT THE CLAIMANT IS ABLE TO DEMONSTRATE THAT THE COSTS OF ARBITRATION WILL BE PROHIBITIVE AS COMPARED TO THE COSTS OF LITIGATION, GRAMICCI WILL PAY AS MUCH OF THE CLAIMANT’S FILING AND HEARING FEES IN CONNECTION WITH THE ARBITRATION AS THE ARBITRATOR DEEMS NECESSARY TO PREVENT THE ARBITRATION FROM BEING COST-PROHIBITIVE. IF ANY PART OF THIS ARBITRATION PROVISION IS DEEMED TO BE
INVALID, UNENFORCEABLE OR ILLEGAL (OTHER THAN THAT CLAIMS WILL NOT BE ARBITRATED ON A CLASS OR REPRESENTATIVE BASIS), OR OTHERWISE CONFLICTS WITH THE JAMS RULES AND PROCEDURES, THEN THE BALANCE OF THIS ARBITRATION PROVISION SHALL REMAIN IN EFFECT AND SHALL BE CONSTRUED IN ACCORDANCE WITH ITS TERMS AS IF THE INVALID, UNENFORCEABLE, ILLEGAL OR CONFLICTING PROVISION WERE NOT CONTAINED HEREIN. IF, HOWEVER, THE PORTION THAT IS DEEMED INVALID, UNENFORCEABLE OR ILLEGAL IS THAT CLAIMS WILL NOT BE ARBITRATED ON A CLASS OR REPRESENTATIVE BASIS, THEN THE ENTIRETY OF THIS
ARBITRATION PROVISION SHALL BE NULL AND VOID, AND NEITHER CLAIMANT NOR GRAMICCI SHALL BE ENTITLED TO ARBITRATE THEIR DISPUTE.

c. CLASS ACTION AND CLASS ARBITRATION WAIVER: YOU AND GRAMICCI EACH FURTHER AGREE THAT ANY ARBITRATION SHALL BE CONDUCTED IN THEIR RESPECTIVE INDIVIDUAL CAPACITIES ONLY AND NOT AS A CLASS ACTION OR OTHER REPRESENTATIVE ACTION, AND YOU AND GRAMICCI EACH EXPRESSLY WAIVE YOUR RESPECTIVE RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS BASIS. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED. IF ANY COURT OR ARBITRATOR DETERMINES THAT THE CLASS ACTION WAIVER SET FORTH IN THIS PARAGRAPH IS VOID OR UNENFORCEABLE FOR ANY REASON OR THAT AN ARBITRATION CAN PROCEED ON A CLASS BASIS, THEN THE ARBITRATION PROVISION SET FORTH ABOVE IN SECTION (B) SHALL BE DEEMED NULL AND VOID IN ITS ENTIRETY AND THE PARTIES SHALL BE DEEMED TO HAVE NOT AGREED TO ARBITRATE DISPUTES AND SUCH CLASS ACTION SHALL PROCEED CONSISTENT WITH SECTION (f) BELOW.

d. Exception – Litigation of Small Claims Court Claims. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

e. 30 Day Right to Opt Out: You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth in Sections (b) and (c) by sending written notice of your decision to opt-out to the following email: support@gramicci.com. The notice must be sent within thirty (30) days of your use the website or your initial purchase from Gramicci, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, Gramicci also will not be bound by them.

f. Exclusive Venue for Litigation: To the extent that the arbitration provisions set forth in Section (b) do not apply, the parties agree that any litigation between them shall be filed exclusively in state or federal courts located in New York (except for small claims actions which may be brought in the county where you reside). The parties expressly consent to exclusive jurisdiction in New York for any litigation other than small claims court actions.

g. Applicable Law: You agree that federal laws and the laws of the State of New York, without regard to principles of conflict of laws, will govern these Terms of Service and any claim or dispute that has arisen or may arise between you and Gramicci. A printed version of these Terms of Service shall be admissible in judicial and administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

SECTION 21 - CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

SECTION 22 - CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at support@gramicci.com.

Loyalty and Rewards Program Terms of Service

Membership
Gramicci’s Loyalty and Rewards Program (the "Program") is a customer loyalty program that is offered by Gramicci (the "Company) through Smile Inc. and the Smile.io platform (the "Smile Platform") and the Smile.io website (the "Smile Website") to eligible customers in the United States, Canada, Australia ,South Korea, Japan, Singapore ,Thailand, Philippines, China, Hong Kong, Indonesia, New Zealand, Taiwan, Malaysia, Mexico, Israel, India, Brazil, United Arab Emirates, South Africa, Argentina, Chile, Puerto Rico, Colombia, Vietnam, Armenia, Morocco, Saudi Arabia, Peru, Costa Rica, Ecuador, Tunisia, Lebanon, Guam, Macao, Panama, Brunei, Kuwait, Paraguay, Dominican Republic, Egypt, Tanzania, Bolivia, U.S. Virgin Islands, Guernsey, Northern Mariana Islands, Bermuda, Qatar, Bahamas, Uruguay, Isle of Man, Guadeloupe, British Virgin Islands, Maldives, Nicaragua, Antigua and Barbuda, New Caledonia, Federated States of Micronesia, Saint Martin, Saint Lucia, Barbados, Bahrain, Cayman Islands, French Guiana, Martinique, El Salvador, Grenada, Aruba, Turks and Caicos Islands, French Polynesia, St Kitts and Nevis, Trinidad and Tobago, Papua New Guinea, Samoa, Fiji, Seychelles, Vanuatu, British Indian Ocean Territory, Falkland Islands, Hashemite Kingdom of Jordan, Marshall Islands, Montserrat, Saint Vincent and the Grenadines, Sint Maarten, Solomon Islands, U.S. Minor Outlying Islands. Customers that successfully enroll to participate ("Members") will need to abide by and agree to any Terms of Service of Company and Smile Inc. By participating in the Program, all Members accept Gramicci’s Loyalty and Rewards Program Terms of Service (the "Rewards Terms"), and also agree to incorporate into the Rewards Terms the Privacy Policy ("Privacy Policy"), Smile.io’s Terms of Service
(available at https://smile.io/terms-of-service), Smile.io’s Privacy Policy (available at https://smile.io/privacy-policy). and the entirety of Gramicci’s Terms of Service of its website. To the extent that any conflict exists between these documents, the Rewards Terms will control. Each Gramicci and Smile Inc., may, from time to time, amend, change, or alter any of the Terms of Service or Privacy Policy at its or their discretion and without notice, unless required by law, to any Member or customer.

IT IS THE RESPONSIBILITY OF THE CUSTOMER TO READ THESE REWARDS TERMS.
CUSTOMERS THAT DO NOT AGREE TO THE ABOVE SHOULD NOT PARTICIPATE IN THE
PROGRAM. MEMBERS ARE RESPONSIBLE FOR ALL TAX LIABLITY ASSOCIATED WITH
PARTICIPATION IN THE PROGRAM.

Eligibility & Enrollment
Customers from the U.S that are 18 years or older may participate in the Program. Selected U.S. states may have a higher age of majority to accept the Rewards Terms. Participation in the Program is free and limited to individuals. No individual may have more than one account. A valid email address is required to participate in the Program. Customers that are identified as participants in the bulk buyer program are not eligible to participate in the Program.

Customers can participate in the Program through enrollment on the Gramicci website. All information that is provided as part of the enrollment process must be accurate and truthful. Customers that refuse to provide the required information or that do not provide accurate information may be denied the ability for enrollment. In the event that information provided at enrollment is no longer accurate, Members can and should update their information in their account.

Program Rewards
The Program offers rewards to all participating Members. Members must be opted in to receive marketing emails, text messages (SMS), or other approved or opted in forms of communication (collectively “Communications”) from Gramicci if they would like to receive updates when new rewards are offered to them. Members that are not opted in to receive marketing from Gramicci can view their current rewards while logged into their account. Rewards, including, but not limited to, products or discounts on products are available on a first come first served basis and may be subject to limitations or expiration of the reward. Rewards are subject to change, alteration, substitution, or termination by Gramicci in its sole discretion at any time.

Gramicci may periodically enable a polling/survey feature visible only to Members to enable to Gramicci to seek input regarding the Program and potential changes, improvements or rewards. We want to know your opinions and want your feedback regarding the Program. Gramicci may choose to offer incentives for participation in such polls/surveys from time to time at its sole discretion.

Gramicci reserves the right to change the rewards and Program at any time, in its sole discretion. Additional terms specific to certain rewards may apply.

Communications
Communications related to important Program changes may be sent to all Members, regardless of their opt-in or opt-out status for marketing purposes, at the email address provided at enrollment, or as later updated by the Member. Members do not need to be opted in to receive Gramicci marketing in order to participate in the Program; however, Members that are opted-in will receive Communications informing them when rewards are offered to them and marketing sent to Members will be updated to reflect their participation in the Program. Members can also see the Rewards by logging into their accounts. If a Member that is opted-in to receive marketing chooses to terminate their account, they will continue to receive marketing for non-Members. If customers or Members wish to unsubscribe from all marketing from Gramicci they must click the unsubscribe link within the Communications or follow the procedure outlined in the Privacy Policy.

Data Privacy
Gramicci collects and processes your personal information in order for you to participate in the Program. Information about how we collect and use your personal information is provided in our Privacy Policy.

Returns
Returns of Gramicci merchandise by Members are subject to the Returns Policy.

Right To Revoke
In the event that Gramicci determines that any Member has failed to comply with these Rewards Terms, for example through fraudulent use of the Program or abuse of Program rewards, or otherwise engages in deception, fraud, or forgery in relation to the Program, Gramicci reserves the right to terminate any Member's account or to limit the benefits to which any Member may be entitled. Gramicci is entitled to terminate the accounts of: (i) minors that opened accounts and (ii) identified participants in the bulk buyer program who concealed this fact upon the enrollment for the Program.

Account Closure
Member accounts that are closed are not deleted. If you wish to exercise your right to deletion underthe California Consumer Privacy Act of 2018 (CCPA) or any other applicable privacy law, pleasecontact the Gramicci by sending an email to support@gramicci.com.

No Transfer
Program membership and rewards cannot be transferred by any means. This includes, but is not limited to, by sale, assignation, or trade. An attempt to transfer your Program membership or rewards will result in the termination. Program rewards have no cash value and may not be exchanged for cash.

Governing Law
To the extent any action relating to the use of the Gramicci website, Smile.io Website, the Rewards Terms, Program, or any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims) or any transaction with Gramicci is not required to be arbitrated or filed in small claims court in accordance with the Arbitration Agreement (as outlined in Gramicci’s Terms of Service), any dispute arising out of, or relating to such action shall be governed by and construed in accordance with the internal laws of the State of New York, without giving effect to any choice or conflict of law provision.