MEMBERSHIP AGREEMENT

Last Modified: August 9, 2021

This rewards program membership agreement ("Agreement") is entered into by and between GG2U LLC, a Massachusetts limited liability company ("GG2U"), and the individual signing up for an account from GG2U or who has already signed up for an account from GG2U ("Member"). GG2U reserves the right, in its sole discretion, to change, modify, add, or remove all or part of this Agreement at any time and for any reason. If any change to this Agreement is unacceptable to Member, Member's sole recourse will be to terminate this Agreement. Member's continued use of GG2U's website or services following GG2U posting an updated agreement at www.gg2u.org/agreement.html will constitute a binding acceptance of the updated agreement. Member agrees to bookmark this URL and check it regularly. Member represents and warrants that Member can read and understand English, is at least 13 years old, and has the rights, authority, and any required permission and consent, including the consent of a parent or guardian if Member is under 18 years old, to enter into this Agreement. The default currency for GG2U is U.S. Dollars ('USD'), and Member should assume that a number following a dollar sign is referring to USD unless otherwise specified by this Agreement or by another currency label right nearby the number in question.

GG2U shall post third-party affiliate links on the GG2U.org website and credit Member's account with GG2U Points, GG2U Experience Points ('XP'), GG2U Video Points, GG2U Coins, and/or tokens upon Member's successful completion of a task or offer from GG2U's third-party advertising partners. GG2U may also offer other ways for Member to earn GG2U Points, XP, GG2U Video Points, GG2U Coins, and tokens. GG2U Points never have any cash value, but GG2U shall offer redemption options for GG2U Points, such as country-specific or currency-specific electronic gift cards. Some gift cards will not be available to residents of certain countries, and the gift cards that are offered may change at any time without advance notice to Member. XP also never have any cash value and can never be redeemed for anything, but upon crossing certain XP threshold numbers, Member can rank up in level and be given one or more tokens that can lead to further prizes at the GG2U.org site. GG2U Video Points never have any cash value and can never be redeemed for anything by Member, but GG2U may choose to award tokens to Member in exchange for some or all of Member's GG2U Video Points. GG2U Coins never have any inherent cash value, but GG2U may issue a credit to Member's account balance according to the number of GG2U Coins that Member has earned. Tokens can only be used on the GG2U.org site; they have no inherent cash value and can never be purchased. Member's account balance also has no inherent cash value and is not real money. However, when Member's account balance is showing as at least $7, GG2U may pemit Member to request a payout of Member's account balance to the PayPal account or Coinbase Bitcoin Wallet email listed in Member's account area profile. GG2U may deduct a percentage fee of 15% or less on all Bitcoin payout requests, and Member agrees that GG2U may stop offering Bitcoin payouts at any time without advance notice to Member. In making Bitcoin payouts via Coinbase, GG2U may use either Coinbase's auto-calculated exchange rate to send a USD dollar value worth of Bitcoin to Member or another reasonably fair exchange rate of GG2U's choice. GG2U may also allow Member to redeem Member's account balance for certain electronic gift cards. Some gift cards will not be available to residents of certain countries, and the gift cards that are offered may change at any time without advance notice to Member. Member can redeem for a maximum of $590 worth of gift cards and Bitcoin from GG2U per calendar year, and any gift card and Bitcoin redemptions by Member beyond this amount will carry over to the following year. GG2U shall never have any obligation to pay out account balances less than $7 or to allow account balances to be converted into GG2U Points. GG2U may choose to offer one or more bonus programs where if GG2U determines in its sole discretion that Member has satisfied certain requirements, Member will receive an account balance credit. GG2U may change and/or discontinue any of its bonus programs at any time, without notice, and Member agrees that GG2U may also retroactively deduct any bonuses previously awarded in the prior 180 days if GG2U has a reasonable business reason to do so. GG2U may require Member to provide a completed Form W-9 or Form W-8 or submit other forms or account verification information prior to being paid. If all necessary forms have been submitted, GG2U shall send the payout or gift card to Member within 90 days unless GG2U has reasonable concerns about the validity of Member's GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, cash bonuses, or earnings.

GG2U shall work with its third-party advertising partners to track whether or not the necessary requirements for earning GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, and cash bonuses have been satisfied by Member, and Member agrees that GG2U is under no obligation to award Member any GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, or cash bonuses for any specific action by Member unless the relevant third party agrees that Member's action was fully valid and complete. GG2U may choose to award GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, or cash bonuses to Member in advance of receiving final approvals from the third parties, but Member agrees that any GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, or cash bonuses awarded this way may be deducted if the relevant third party later decides not to pay GG2U for Member's action(s). In the event that GG2U ever deducts XP from Member's account, anything that was already credited to Member's account due to Member reaching a certain XP threshold number may also be deducted from Member's account. GG2U may limit, suspend, or terminate Member's ability to earn GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, and cash bonuses at any time, for any reason, and may void any GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, cash bonuses, rewards, or potential rewards accumulated by Member if GG2U in its sole discretion determines that Member may have violated this Agreement or otherwise acted dishonestly with respect to earning anything on the GG2U.org site. GG2U also reserves the right to change, suspend, or cancel its rewards program without prior notice, which could potentially result in Member losing GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, or earnings that were accrued. GG2U may also, at any time, change the number of GG2U Points, GG2U Video Points, or GG2U Coins required to earn specific rewards, change the number of XP required to reach certain levels, change what the prizes are for reaching certain levels, or change the value in account balance credits of any of Member's GG2U Coins or tokens. A token may also allow Member to spin a prize wheel, but Member understands that actually spinning the wheel is just for fun and that all prizes shown on the wheel are not real rewards that are actually added to Member's account in addition to the rewards that have already been credited to Member.

If GG2U in good faith believes that Member has engaged in any fraudulent activities or material violations of this Agreement, GG2U may permanently suspend Member's account, withhold all compensation, and take legal action against Member to recover any compensation already paid. GG2U may temporarily suspend Member's account at any time for any reason, such as if GG2U receives any complaints about Member from GG2U's third-party advertising partners.

The number and validity of GG2U Points, XP, GG2U Video Points, GG2U Coins, tokens, and other things earned by Member shall be determined solely according to GG2U's own tracking and quality evaluation methods (which may change from time-to-time). GG2U is under no obligation to credit Member for, among other things, any offer that GG2U was unable to receive full compensation for from any third-party advertiser. Specific compensation rates that GG2U may post on its website are subject to change at any time, and those changes can apply retroactively if GG2U determines in its sole business judgment that such changes are necessary in order to help support the continued existence of its rewards program. Whenever GG2U chooses to display to Member any GG2U Point balances, XP balances, GG2U Video Point balances, GG2U Coin balances, token balances, or account balances, these are subject to revision by GG2U at any time, and GG2U does not warrant or make any representations that these will always be accurate and complete.

GG2U may choose to provide Member with a unique URL that Member may use to invite new members to GG2U's rewards program. Member understands that the referral tracking system is based on cookies and may not always be fully reliable. In seeking referrals, Member agrees not to use any form of indiscriminate advertising that could be considered a form of "spamming" or in any manner reference GG2U's website together with anything that (a) promotes violence, (b) promotes discrimination based on race, sex, religion, national origin, physical disability, sexual orientation, or age, (c) promotes any illegal activity, (d) involves any defamatory, libelous, or harmful material that otherwise infringes upon the rights of GG2U or any third parties, or (e) includes something that GG2U finds objectionable in its sole discretion. Member agrees to immediately cease using any phrases publicizing the relationship between GG2U and member, such as "sponsored by GG2U.org," upon GG2U's request. GG2U may invalidate any specific referral that it deems improper. Whenever GG2U sends one of Member's valid referrals a gift card or a payout that is not the result of the referral winning a special contest or sweepstakes, GG2U shall credit Member's account balance with 5% of the USD value. If subsequently GG2U decides to issue a deduction from the account of Member's referral under any sections of this Agreement, GG2U may, in its sole discretion, do an equivalent 5% deduction from Member's account to reverse the prior 5% credit.

GG2U may choose to offer a link-shortening service that can allow Member to convert regular links into special promotional links on one of GG2U's domain names. Member may potentially earn a credit to Member's account balance from visitors to Member's special promotional links who interact in a certain way with the displayed ad unit(s). In regard to Member promoting his or her special promotional links, Member agrees not to (a) advertise the links in a manner involving anything prohibited in the prior paragraph of this Agreement, (b) shorten links containing any reference to anything prohibited in the prior paragraph of this Agreement, (c) advertise the links on any adult website or shorten links containing any adult material, (d) advertise the links directly on any paid-to-click website or traffic exchange website, (e) interact with any ad displayed on Member's own shortened links without prior approval from GG2U, and (f) incentivize anybody to interact with any ad displayed on Member's shortened links. GG2U, in its sole discretion, shall determine whether or not each visitor's interaction with an ad contained on a special promotional link page is sufficient to warrant a credit to Member's account balance, and GG2U shall solely determine the amount of the account balance credit. Member will not always earn an account balance credit for ad interactions from visitors who are not located in the United States. GG2U shall, if applicable, post its current intended compensation scheme for the special promotional links in the members' area of the GG2U.org site.

Member shall not have more than one account unless Member receives explicit permission in advance from GG2U to have multiple accounts or Member signs up on webpages containing totally different logos and branding and then sends an email to [email protected] to tell GG2U what all of Member's usernames are. Member shall not engage in any activity designed to manipulate Member's IP address, such as using a proxy or a VPN service. Only one account is allowed per IP address, so Member agrees not to use the GG2U.org site with any other member of Member's household unless a different IP address is always used. All information that Member submits to GG2U or third parties that GG2U is working with must be truthful and up-to-date. Member agrees not to operate, develop, or enhance, or assist anybody else in operating, developing, or enhancing, any other rewards service that would be substantially similar to one or more of the services provided by GG2U or that would compete with any service provided by GG2U. Member agrees not to do anything else that would be unfairly detrimental to GG2U's business or reputation, such as communicating in a public setting any comments regarding GG2U's services, advertisers, or members, that are not 100% accurate. Member further agrees not to share any screenshot(s), video(s), or other content from the GG2U.org website, or share any list(s) of GG2U's offers or advertising partners, without prior explicit approval from GG2U.

Either party may terminate this Agreement at any time for any reason. Upon termination of this Agreement, Member must cease using all GG2U.org-related content and services. GG2U reserves the right to close Member's account if Member does not earn at least one valid GG2U Coin or GG2U Point every 180 days.

TO THE FULLEST EXTENT PERMITTED BY LAW, GG2U'S PROGRAMS, DISTRIBUTION NETWORK, SYSTEMS, GG2U.ORG WEBSITE, CODE, AND DOCUMENTATION ARE PROVIDED ON AN "AS IS" BASIS WITHOUT ANY WARRANTY, REPRESENTATION, CONDITION, OR GUARANTEE OF ANY KIND, EXPRESS OR IMPLIED, AND MEMBER'S USE THEREOF IS AT MEMBER'S OWN RISK. GG2U HEREBY DISCLAIMS ON BEHALF OF ITSELF AND ITS AFFILIATES ANY AND ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, OR GUARANTEES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, MERCHANTABLE QUALITY, SERVICE QUALITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE, AS WELL AS ANY WARRANTIES AS TO THE AVAILABILITY, ACCURACY, OR CONTENT OF THE GG2U.ORG SITE AND/OR INFORMATION, PRODUCTS, OR SERVICES AVAILABLE THROUGH THE GG2U.ORG SITE.

TO THE FULLEST EXTENT PERMITTED BY LAW, ANY LIABILITY OF GG2U OR ITS AFFILIATES IN CONNECTION WITH THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY LIABILITY FOR DAMAGES CAUSED OR ALLEGEDLY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, FAILURE OF DELIVERY OF MERCHANDISE OR INFORMATION, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR UNLAWFUL USE OF GG2U'S RECORDS, UNDER ANY CAUSE OF ACTION OR LEGAL THEORY, WILL BE STRICTLY LIMITED TO THE LESSER OF THE AMOUNT OF UNPAID EARNINGS OWED TO MEMBER BY GG2U PURSUANT TO THIS AGREEMENT OR $100 (USD). IN NO EVENT WILL GG2U OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE USE OR INABILITY TO USE THE GG2U.ORG SITE AND/OR THE SITES LINKED TO THE GG2U.ORG SITE, OR FOR ANY BREACH OF WARRANTY. MEMBER AGREES NOT TO HOLD GG2U RESPONSIBLE FOR THE SELECTION OR RETENTION OF, OR ANY ACTS, ERRORS, OR OMISSIONS BY, ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT.

Member agrees to indemnify and hold GG2U and its affiliates harmless from and against any and all claims, actions, liabilities, losses, expenses, damages, and costs (including, without limitation, reasonable attorneys' fees) arising out of or relating to (a) Member's use of and participation with the GG2U.org website and related services, (b) Member's submissions to GG2U's third party advertising partners, (c) any claim of libel, defamation, violation of right of privacy or publicity, copyright infringement, trademark infringement, or other infringement of any third party right, fraud, false advertising, misrepresentation, product liability, or violation of any law, statute, ordinance, rule, or regulation throughout the world in connection with Member's participation in GG2U's rewards program, or (d) any breach by Member of any duty, representation, or warranty under any agreement with GG2U. Member is solely responsible for defending any claim and for payment of damages or losses resulting from the foregoing to both a third party and to GG2U.

The parties to this Agreement are independent contractors and not co-venturers. Neither party shall be deemed to be an employee, agent, or legal representative of the other party hereto for any purpose, and neither party hereto shall have any right, power, or authority to create any obligation or responsibility on behalf of the other party hereto, nor shall this be deemed an exclusive or fiduciary relationship. This Agreement will not be construed to create or imply any partnership, agency, or joint venture. This Agreement is not intended to benefit, nor will it be deemed to give rise to any rights in, any third party. Member may not assign, delegate, sublicense, or transfer this Agreement or any right or duty under this Agreement. Any assignment, transfer, or attempted assignment or transfer by Member will be void and of no force or effect. GG2U and its subsequent assignees may assign, delegate, sublicense, or otherwise transfer this Agreement, or the rights or obligations hereunder, in whole or in part, to any person or entity and without the consent of and without prior notification to Member.

GG2U may give notices to Member by posting on any webpage on the GG2U.org site or by sending an email message to the email address provided by Member. Member agrees to use a real email address when signing up at the GG2U.org site and not a temporary email address. Member must send all legal-related notices to GG2U via recognized overnight courier or certified mail, return receipt requested, to: GG2U.org, Attn: General Counsel, 20 Sterling Road, Wellesley, MA 02482, USA.

Any claim under this Agreement or otherwise related to GG2U or the GG2U.org site shall be governed by the laws of Massachusetts without regard to its conflict of law provisions and shall be exclusively resolved by a state or federal court located in Suffolk County, Massachusetts. Member agrees to submit to the personal jurisdiction of the courts located within Suffolk County, Massachusetts, USA for the purpose of litigating all such claims. Notwithstanding the above, Member agrees that GG2U shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

GG2U will have no liability under this Agreement by reason of any failure or delay in the performance of its obligations on account of strikes, shortages, riots, acts of terrorism, insurrection, fires, floods, storms, explosions, earthquakes, internet and/or electrical outages, computer viruses, website hacking, website downtime, acts of God, war, governmental action, or any cause that is beyond GG2U's reasonable control.

This Agreement is the complete and exclusive agreement between the parties with respect to the subject matter hereof, superseding and terminating all previous proposals, communications, representations or agreements, whether written or oral, between the parties relating to the services provided hereunder.

In the event that any provision of this Agreement is held by a court to be unenforceable for any reason, the remaining portions of this Agreement will remain in full force and effect, and the unenforceable provision will be replaced by a valid provision that has a similar economic effect. Failure of either party to require strict performance by the other party of any provision shall not affect the party's right to require strict performance thereafter. Waiver by either party of a breach of any provision shall not waive either the provision itself or any subsequent breach.