Cheerbows.com Terms of Service

STATUS: BOOTSTRAP DRAFT (2026-05-25 revision) — PENDING ATTORNEY REVIEW

Effective Date: [TBD upon publication] Last Updated: 2026-05-25

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1. Acceptance of Terms

These Terms of Service ("Terms") are a binding contract between you and California Bows, LLC ("Cheerbows," "we," "us," or "our"), a California limited liability company operating the website Cheerbows.com and the related platform at app.cheerbows.com (collectively, the "Platform"). By creating an account, accessing the Platform, or using any feature, you agree to these Terms and to our Privacy Policy (incorporated by reference). If you do not agree, do not use the Platform.

If you are accepting these Terms on behalf of an organization (a cheer program, gym, school, or business), you represent that you have authority to bind that organization, and "you" refers to both you personally and that organization.

2. Definitions

• "Coach" means a user who posts an Opportunity to source bows for their team.
• "Bow Maker" means a user approved by Cheerbows to bid on Opportunities and produce bows.
• "Designer" means a user who licenses bow designs through the Platform.
• "Opportunity" means a Coach's request for bids (also called an "RFP" or "team order").
• "Bid" means a Bow Maker's offer to produce the bows described in an Opportunity at a stated price and lead time.
• "Award" means a Coach's acceptance of a specific Bid, which triggers payment and creates an Order.
• "Order" means the contract for production and delivery between the Coach and the awarded Bow Maker, facilitated by the Platform.
• "Escrow" means funds the Coach pays at Award that Cheerbows holds (via Stripe) until delivery is confirmed.
• "Design License Fee" (sometimes called the "Template Fee") means the non-refundable fee charged at Award on every Order, covering the right to produce a specific design for the Order. Currently fifteen U.S. dollars ($15) per Order.
• "Custom Design Fee" means the additional non-refundable fee charged at Award on Orders for which the Coach requested a custom design or a customization of an existing design, covering the certified Designer's time creating or modifying the design. Currently fifty U.S. dollars ($50) per applicable Order. Charged in addition to (not in place of) the Design License Fee.
• "Platform Service Fee" means the non-refundable fee charged at Award covering platform services, escrow, payment processing, and support. Currently five percent (5%) of the Bid Amount.
• "Bid Amount" means the portion of the Order total representing the Bow Maker's compensation for production.
• "Subscription Fee" means the recurring monthly fee Bow Makers pay for the Founder or Standard subscription tier and its associated benefits (lower Bid Amount commission rate plus additional Platform features). Bidding is open to all approved Bow Makers regardless of subscription; the Subscription Fee unlocks better economics and tier perks. See Section 11 and the separate Bow Maker Subscription Agreement.

3. Eligibility

You must be at least 18 years old to use the Platform. If you are under 18, a parent or legal guardian must accept these Terms on your behalf and be the named account holder. Bow Makers must operate as a legal business entity or sole proprietor and provide accurate tax and banking information through Stripe Connect.

You may not use the Platform if you are barred from doing so under applicable law, if you have previously been removed from the Platform for cause, or if your use would violate U.S. sanctions or export laws.

4. The Platform Is a Marketplace Facilitator — Not a Party to Transactions

This section is foundational. Read it carefully.

4.1 Platform role. Cheerbows operates the Platform as a venue connecting Coaches and Bow Makers. We are a technology service provider, not a manufacturer, seller, or retailer of bows. We do not produce bows, inspect bows, take title to bows, or guarantee the quality, fitness, conformity, or delivery of any bow.

4.2 Direct contract between Coach and Bow Maker. When a Coach Awards a Bid, a contract for production and delivery is formed directly between the Coach and the Bow Maker. Cheerbows is not a party to that contract. We facilitate payment, hold funds in Escrow, and provide tools (messaging, file delivery, status tracking) to support the parties — but the substantive obligations (production quality, materials, deadlines, communications) run between Coach and Bow Maker.

4.3 Cheerbows is not an agent. Neither Coaches nor Bow Makers are agents, employees, contractors, partners, or representatives of Cheerbows. Bow Makers are independent third parties responsible for their own businesses, taxes, employees, insurance, materials, and compliance with applicable law.

4.4 No endorsement. Approval of a Bow Maker for the Platform reflects only that they submitted an application and passed our review of basic identity and capacity information. It is not an endorsement, warranty, or guarantee of skill, reliability, or workmanship.

4.5 Disputes between users. If a dispute arises between a Coach and a Bow Maker regarding an Order — including delivery, quality, conformity, timing, or communication — the parties shall attempt in good faith to resolve it directly. Cheerbows may, but is not obligated to, assist with mediation or release of Escrowed funds as described in Section 9. You release Cheerbows from any claim arising from a dispute between Platform users, except for our gross negligence or willful misconduct.

5. Accounts and Acceptable Use

5.1 Account information. You must provide accurate, current, and complete information when registering and keep it current. You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account.

5.2 Prohibited conduct. You agree not to:

• Use the Platform for any unlawful purpose, including fraud, money laundering, or circumvention of sanctions
• Misrepresent your identity, role, or affiliation
• Post false, misleading, defamatory, or infringing content
• Interfere with the Platform's operation (e.g., scraping, denial of service, reverse engineering)
• Bypass payment processing by transacting off-platform after using the Platform to make contact (see Section 6)
• Use the Platform to harass, threaten, or discriminate against other users
• Resell, share, or redistribute access to your account or to template files

5.3 Off-platform transactions. Coaches and Bow Makers who connect through the Platform agree not to consummate the resulting transaction off-platform for a period of twelve (12) months after their first Platform interaction. Off-platform circumvention undermines the marketplace's economics and the Designer's licensing rights. Violations may result in account termination and recovery of fees.

5.4 Suspension and termination. We may suspend or terminate your account, with or without notice, for any breach of these Terms or for conduct that we determine, in our reasonable judgment, harms the Platform or its users. Termination does not relieve you of obligations accrued before termination (including outstanding fees or pending Orders).

6. Coach Responsibilities

By posting an Opportunity, you represent that:

• You have authority to enter into a contract on behalf of the team or organization named
• The information you provide (team name, athlete count, deadline, budget, design preference) is accurate
• You have lawful means of payment for the Order if you award a Bid
• You will respond to Bow Makers' production updates in a timely manner and will confirm delivery promptly once the bows arrive

7. Bow Maker Responsibilities

By submitting a Bid, you represent that:

• You have the capacity, skill, and materials to produce the bows in the quantity and timeline described
• The bid price reflects your honest current price for the work described, excluding any sales tax you are required to collect. If the Platform provides a revision, negotiation, or counter-offer flow, any updated price you submit through that flow replaces the prior price for that Bid.
• You will use template files only as permitted by Section 10
• You will deliver bows that materially conform to the design specified in the Opportunity, the Coach's stated color preferences, and any reasonable specifications confirmed in pre-production communications
• You will mark the Order shipped with a valid tracking number when applicable
• You will comply with all applicable laws (labor, safety, sales tax, business licensing)

Bow Makers are solely responsible for product liability and for any consumer-facing warranties they offer. Cheerbows does not stand behind any such warranty.

8. Order Total, Fees, and Payment

8.1 Order Total. When a Coach Awards a Bid, the Order Total is calculated as:

• Bid Amount: the price the Bow Maker quoted (refundable per Section 9)
• Design License Fee: a fixed fee per Order covering the right to produce the design (non-refundable — see Section 8.3)
• Custom Design Fee (custom and customize-existing Orders only): a fixed fee covering the certified Designer's time creating or modifying the design (non-refundable — see Section 8.3)
• Platform Service Fee: a percentage-based fee covering platform services, escrow, and payment processing (non-refundable — see Section 8.3)

The applicable components are itemized at checkout. At the moment of Award, payment is processed through Cheerbows's payment processor (Stripe, Inc.) and the resulting funds enter Escrow as described in Section 8.2. Cheerbows may, for specific Order types or specific Coaches (for example, schools using purchase orders), offer alternative payment arrangements — including deferred payment, ACH transfers, or invoiced billing — disclosed at the point of payment. Those alternative arrangements are subject to the same Escrow + release mechanics in Section 8.2 once funds clear.

8.2 Escrow and split release. The Bid Amount is held in Escrow by Cheerbows (via Stripe's platform balance) and released to the Bow Maker in two installments, consistent with industry custom for custom-made small-batch goods:

• First installment (50%): released when the Bow Maker marks the Order "In Production" on the Platform. This compensates the Bow Maker for materials, deposits with suppliers, and the labor required to begin work on a bespoke Order. This installment is earned upon the Bow Maker's transition to "In Production" and is non-recoverable from the Bow Maker through Cheerbows once released.
• Second installment (remaining 50%): released when the Coach confirms delivery on the Platform, or when the Order is deemed accepted under Section 9.2.

Each installment is calculated as 50% of the Bid Amount, less Cheerbows's tier-based commission (see Section 11.5). The commission is retained pro-rata across the two installments.

8.3 Non-refundability of Design License Fee, Custom Design Fee, and Platform Service Fee. The Design License Fee, the Custom Design Fee (when applicable), and the Platform Service Fee are non-refundable in all circumstances except where required by applicable law. These fees compensate the Designer for the irrevocable grant of a production license (and, for the Custom Design Fee, for the design work performed prior to Award), and compensate Cheerbows for services rendered at the moment of Award (creation of the Order, opening of Escrow, allocation of payment processing). They are not contingent on delivery, fitness, or Coach satisfaction with the bows. By Awarding a Bid, the Coach acknowledges these fees are earned and non-refundable at the moment of Award.

8.4 Bid Amount refund eligibility. The Bid Amount is refundable to the Coach only in the following circumstances, and only at Cheerbows's reasonable discretion after good-faith review:

• The Bow Maker fails to mark the Order "in production" within fourteen (14) days of Award (no work begun)
• The Bow Maker affirmatively cancels the Order before shipping
• The Bow Maker fails to ship the Order more than thirty (30) days past the agreed delivery date and does not respond to outreach
• The Order is canceled by mutual agreement of Coach and Bow Maker

Refunds are limited to the portion of the Bid Amount still held in Escrow at the time the refund is approved. The first 50% installment, once released to the Bow Maker upon their transition to "In Production," is not recoverable through the Cheerbows refund mechanism. Cheerbows is not the Bow Maker's principal and does not guarantee return of any installment that has been released to the Bow Maker's Stripe Connect account. In no event are the Design License Fee, the Custom Design Fee, or the Platform Service Fee refundable.

8.5 Chargebacks. If a Coach initiates a chargeback or dispute on a Cheerbows charge, we may, in our discretion, suspend the related Order, withhold Escrow release, and recover the disputed amount and any associated fees from the Coach. Filing a chargeback in lieu of the dispute process in Section 9 is a breach of these Terms.

8.6 Payment processing through Stripe. All payments are processed by Stripe, Inc. under Stripe's Services Agreement and Connected Account Agreement. Bow Makers separately accept Stripe's Connected Account Agreement during payouts onboarding. Cheerbows is a Stripe platform; we do not store full payment card numbers and do not have direct access to your bank account information. Cheerbows absorbs Stripe's per-transaction processing fees out of its retained Platform Service Fee and commissions — Bow Makers receive their Bid Amount net of the disclosed tier commission, and Designers receive their fees net of the disclosed tier commission, without further deduction for payment-processing costs.

8.7 Taxes. Cheerbows is not responsible for collecting or remitting sales, use, or VAT taxes on Orders. Bow Makers are responsible for understanding and meeting their own tax obligations in their jurisdiction.

9. Order Lifecycle, Delivery, and Disputes

9.1 State machine. Orders progress through these states: Awarded → In Production → Shipped → Delivered → Completed. Escrow follows: Pending → Funded → Released, with a split release at "In Production" and "Delivered" as described in Section 8.2. Either party may request a status update at any time.

9.2 Delivery confirmation. Once the Coach receives the bows, they have fourteen (14) days to confirm delivery on the Platform. If the Coach does not confirm and does not raise a dispute within fourteen (14) days of the delivery date reported by the carrier (or the Bow Maker, if no carrier is used), the Order is deemed accepted, Escrow is automatically released to the Bow Maker, and the Order is marked Completed.

9.3 Quality disputes. If the bows materially do not conform to the design or agreed specifications, the Coach must, before the fourteen-day deemed-acceptance period expires:

1. Document the issue with photos
2. Attempt in good faith to resolve the issue directly with the Bow Maker
3. If unresolved, open a formal dispute on the Platform

9.4 Cheerbows's role in disputes. Cheerbows may, in its reasonable discretion, review evidence from both parties and determine: (a) full release of Escrow to the Bow Maker, (b) partial release, (c) full refund of the Bid Amount to the Coach, or (d) other resolution. Cheerbows's determination is final for purposes of Escrow disbursement; it does not preclude either party from pursuing further remedies between themselves. Cheerbows's role in dispute resolution is administrative, not adjudicative. We are not a court; we are facilitating an outcome under the contract between the Coach and the Bow Maker.

10. Intellectual Property and Design Licenses

10.1 Designer ownership. All bow designs, templates, illustrations, cut files (SVG, DXF, Silhouette Studio, etc.), product photography, and related materials made available through the Platform are owned by the respective Designer who licensed each design to Cheerbows for distribution. California Bows, LLC owns and licenses the founding catalog; other Designers contribute and license their own templates through the Platform's Designer onboarding flow. The Platform itself, including its software, design, and content, is owned by Cheerbows. All rights are reserved.

10.2 Limited Production License. Upon a Bow Maker winning a Bid and Escrow becoming Funded, the Bow Maker is granted a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:

• Download the template files associated with the licensed design
• Produce bows from those template files for the specific Coach, team, and competition season identified in the Opportunity
• Deliver the produced bows to the Coach who Awarded the Bid

The license quantity is the number of bows stated in the Opportunity, plus a reasonable number of additional bows for the same Coach, team, and season to cover legitimate operational needs that arise after the initial production — including (without limitation):

• Replacements for bows lost, damaged, stained, or otherwise rendered unusable during the season
• New athletes added to the team's competing roster after the Opportunity was posted
• Backup or "spare" bows requested by the Coach for the same roster

"Reasonable" is at the Bow Maker's good-faith judgment. Doubling the original quantity, producing for a different team, a different organization, or a future season, or selling extras outside the original Coach's roster all fall outside this license and require a new Bid + Award through the Platform.

10.3 Scope of license — what is NOT permitted. The Bow Maker may not, without separate written permission:

• Produce bows from the template files for any Coach, team, organization, or season other than the one identified in the Opportunity. The "in-season replacements + additions" allowance in §10.2 is bounded to the same Coach + team + season; orders for a different team or a future season require a fresh Bid + Award.
• Sell, license, sublicense, distribute, or share template files with any third party (including other Bow Makers)
• Use the template files for any other Order, customer, or production run not covered by §10.2
• Reverse engineer, modify, or create derivative designs based on the template files for any purpose other than fulfilling the licensed Order (including its in-season replacements and additions)
• Use Cheerbows or Designer trademarks, brand names, or imagery in their own marketing without separate written permission

10.4 Survival. The Bow Maker's obligations under Sections 10.3 (scope restrictions) and 10.5 (return) survive termination of the Order, the Bow Maker's account, or these Terms.

10.5 Return of files on termination. If a Bow Maker's account is terminated, or if the License is revoked for breach, the Bow Maker shall promptly delete all copies of template files in their possession and certify deletion if requested.

10.6 User content. When you post content to the Platform (Opportunity descriptions, bid pitches, reviews, profile information, business names, photographs of completed work), you grant Cheerbows a worldwide, non-exclusive, royalty-free license to host, display, reproduce, and use that content for operating, promoting, and improving the Platform.

10.7 DMCA / takedown. If you believe content on the Platform infringes your copyright, send a notice complying with 17 U.S.C. § 512(c)(3) to legal@cheerbows.com. We will respond consistent with the safe-harbor procedures of the Digital Millennium Copyright Act.

11. Bow Maker Tiers and Subscription

The Subscription Fee, billing cycle, cancellation rights, and auto-renewal disclosure required by California's Automatic Renewal Law (Cal. Bus. & Prof. Code §§ 17600 et seq.) and similar state laws are set out in the Bow Maker Subscription Agreement, presented separately at the point of subscription. This Section 11 summarizes the tier structure and references that document; in the event of any conflict regarding subscription terms, the Subscription Agreement controls.

11.1 Tiers. All approved Bow Makers can use the Platform — browse Opportunities, submit Bids, and accept private invites.

Designer is a separate user role. Approval as a Bow Maker does not by itself grant Designer capability (the right to upload templates and earn license fees + Custom Design Fees on Orders that use them). Designer participation — including approval criteria, the rights and obligations specific to Designers (template uploads, royalty terms, takedown rights), and any subscription terms applicable to Designer-only accounts — is governed by Designer-specific terms presented at the point of Designer onboarding and accepted separately, in addition to these Platform Terms.

Cheerbows offers three subscription tiers for Bow Makers. Tier determines the Bid Amount commission rate (see Section 11.5) and access to certain optional features:

• Free — Default for all approved Bow Makers. No monthly fee. Commission rates apply per Section 11.5.
• Founder — $30/month. Available to the first 100 paying Bow Makers. Once subscribed under the Founder tier, the user retains the $30/month rate for as long as they maintain continuous active subscription (no lapses). A lapse re-enrolls the user at the Standard rate. See the Subscription Agreement for details.
• Standard — $50/month. Available to all Bow Makers after the Founder allocation is exhausted.

Cheerbows may, at its sole discretion and on an individual basis, waive the Subscription Fee for specific users — for example, founding-class participants during a beta period, partners with whom Cheerbows has a separate commercial arrangement, or other situations where Cheerbows determines a fee waiver is appropriate. Such waivers are not a published tier, are personal to the recipient, and do not transfer with sale of business, assignment of account, or change of business name. Cheerbows may revoke any such waiver at its discretion on reasonable notice.

11.2 Billing. Subscriptions (Founder and Standard tiers) are billed monthly in advance, in U.S. dollars, through Stripe. The Subscription Fee is non-refundable for the current billing period. Auto-renewal terms are disclosed in the Subscription Agreement.

11.3 Cancellation. Bow Makers may cancel at any time through the Platform billing page or via a written cancellation notice to legal@cheerbows.com. Cancellation takes effect at the end of the current billing period; no prorated refunds. After cancellation, the Bow Maker drops to the Free tier and the Free-tier Bid commission rate applies to any new Orders (per Section 11.5). Orders already in progress at the time of cancellation continue at the commission rates snapshotted when each was Awarded.

11.4 Changes to Subscription pricing. We may change Subscription pricing for new subscribers at any time. Existing Founder-tier subscribers retain their $30/month rate for the lifetime of their continuous active subscription. We may change pricing for the Standard tier with thirty (30) days' advance notice to affected subscribers.

11.5 Commission rates. Commission is deducted from the Bow Maker's Bid Amount payout and from the Designer's Design License Fee + Custom Design Fee payouts. The Bow Maker's commission rate is determined by their subscription tier; the Designer's commission rates are uniform across all subscription tiers:

The applicable commission rates for an Order are snapshotted at the moment the Bid is Awarded based on the Bow Maker's tier and the Designer's tier (each resolved separately) at that moment. Subsequent tier changes — including the Bow Maker upgrading or canceling — do not retroactively change the commission on previously-Awarded Orders. Discretionary Subscription Fee waivers under Section 11.1 do not change the commission rates published above; Cheerbows may, however, separately and on an individual basis waive or reduce a Bow Maker's or Designer's commission rate on terms agreed between Cheerbows and that user.

Rationale. The Design License Fee and Custom Design Fee carry different platform commission rates because they compensate the Designer for different work: the Design License Fee is a per-Order royalty on a reusable design (analogous to a digital-goods sale), while the Custom Design Fee compensates the Designer for one-off bespoke work performed for a specific Order (analogous to freelance services). Cheerbows reserves the right to revise these rates with reasonable notice to designers; snapshotted rates on previously-Awarded Orders remain unchanged.

11.6 Subscription benefits beyond Bid commission. In addition to the lower Bid Amount commission rate in Section 11.5, paid-tier subscribers (Founder and Standard) may receive additional Platform features at Cheerbows's discretion, including but not limited to: early access to newly-posted Opportunities, featured placement in the Maker directory, promoted-bid styling, and visual badges on their Profile and Bids. The Designer commission rates in Section 11.5 do not vary with subscription tier; subscription does not unlock a lower Designer commission rate. These non-rate benefits are not contractual; Cheerbows may add, remove, or modify them with reasonable notice.

12. Reviews and Ratings

After an Order is completed, either party may submit a star rating (1-5) and written review of the other through Platform features Cheerbows enables — typically the Coach reviewing the Bow Maker and the Bow Maker reviewing the Coach. Cheerbows may enable, disable, expand, or limit the review surfaces (e.g., who can post, what's visible publicly, how ratings are aggregated) at its reasonable discretion as the Platform evolves.

All reviews must be truthful, based on the reviewer's direct experience with the Order being reviewed, and free of personal attacks, profanity, or content that violates Section 5.2. The same standards apply regardless of which party is being reviewed. Cheerbows may, but is not obligated to, remove reviews that violate these standards.

You may not offer, request, or accept compensation (in cash or in kind) in exchange for posting or removing a review. Doing so is a material breach of these Terms.

13. Privacy and Data

Our handling of personal information is described in the Privacy Policy. By using the Platform, you consent to the practices described there, including our use of the following sub-processors:

• Clerk — authentication and user management
• Stripe — payments, Stripe Connect (Bow Maker payouts), and Stripe Billing (subscriptions)
• Resend — transactional email
• PostHog — product analytics (no personally identifying information sent by default)
• Cloudflare — R2 object storage for uploaded files, CDN, and DNS
• Google — Maps Platform (address autocomplete) and Address Validation API (shipping address verification)
• Neon — managed Postgres database hosting
• Vercel — application hosting

The Privacy Policy describes what data each sub-processor receives and links to each sub-processor's own privacy policy.

14. Disclaimers

14.1 PLATFORM PROVIDED "AS IS". TO THE FULLEST EXTENT PERMITTED BY LAW, THE PLATFORM AND ALL CONTENT AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, OR AVAILABILITY.

14.2 NO WARRANTY ON USER TRANSACTIONS. WITHOUT LIMITING THE FOREGOING, CHEERBOWS MAKES NO WARRANTY OR REPRESENTATION REGARDING THE QUALITY, SAFETY, LEGALITY, CONFORMITY, DELIVERY, OR FITNESS OF ANY BOW PRODUCED OR DELIVERED BY ANY BOW MAKER. ALL SUCH MATTERS ARE BETWEEN THE COACH AND THE BOW MAKER.

14.3 NO GUARANTEE OF VOLUME. WE DO NOT GUARANTEE THAT BOW MAKERS WILL RECEIVE ANY MINIMUM NUMBER OF INVITATIONS, BIDS, OR AWARDS, OR THAT COACHES WILL RECEIVE ANY MINIMUM NUMBER OF BIDS.

14.4 SOME JURISDICTIONS DO NOT ALLOW the exclusion of certain warranties; if applicable to you, the foregoing disclaimers apply only to the maximum extent permitted by law.

15. Limitation of Liability

15.1 NO INDIRECT DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, CHEERBOWS, ITS OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF DATA, OR LOSS OF GOODWILL, ARISING OUT OF OR RELATING TO YOUR USE OF THE PLATFORM, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF CHEERBOWS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.2 LIABILITY CAP. IN ANY EVENT, CHEERBOWS'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES YOU PAID TO CHEERBOWS IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

15.3 ESSENTIAL PURPOSE. YOU ACKNOWLEDGE THAT THE LIMITATIONS IN THIS SECTION 15 ARE AN ESSENTIAL BASIS OF THE BARGAIN. THEY APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

16. Indemnification

You agree to indemnify, defend, and hold harmless Cheerbows and its officers, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Platform; (b) your breach of these Terms; (c) your violation of any law or third-party right; (d) your User Content; (e) for Bow Makers, any defect, delay, non-conformity, or product liability claim relating to bows you produced or delivered through an Order; or (f) for Coaches, any non-payment, chargeback, or off-platform circumvention.

17. Dispute Resolution; Arbitration; Class Action Waiver

17.1 Informal resolution. Before filing a formal claim, you agree to contact us at legal@cheerbows.com with a description of the dispute and your desired resolution, and to attempt in good faith to resolve the dispute for at least thirty (30) days.

17.2 Binding individual arbitration. PLEASE READ CAREFULLY. Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform that is not resolved under Section 17.1 shall be resolved exclusively by binding individual arbitration administered by JAMS in California in accordance with its Streamlined Arbitration Rules. The arbitrator shall have exclusive authority to resolve any threshold issues of arbitrability. Judgment on the award may be entered in any court of competent jurisdiction.

17.3 Class action waiver. YOU AND CHEERBOWS AGREE THAT ANY DISPUTE WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND THAT NEITHER PARTY MAY BRING A CLAIM AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. If a court finds this class action waiver unenforceable, then the entirety of Section 17.2 (arbitration) shall be null and void.

17.4 Opt-out. You may opt out of Section 17.2 (arbitration) and 17.3 (class action waiver) by sending written notice to legal@cheerbows.com within thirty (30) days of first accepting these Terms. The notice must include your name, account email, and a clear statement that you wish to opt out of arbitration. Opting out does not affect any other provision.

17.5 Exceptions. Notwithstanding 17.2, either party may bring (a) an individual action in small claims court, or (b) an action for injunctive relief to prevent or stop infringement of intellectual property rights.

18. Governing Law; Venue

These Terms are governed by the laws of the State of California, without regard to conflict of laws principles. Subject to Section 17, any action that may be brought in court shall be filed exclusively in the state or federal courts located in [County TBD], California, and you consent to personal jurisdiction in those courts.

19. Changes to These Terms

We may update these Terms from time to time. We will post the updated Terms on the Platform and update the "Last Updated" date. If the changes are material, we will provide notice (in-app or via email) at least thirty (30) days before they take effect, and continued use after the effective date constitutes acceptance. If you do not agree to the changes, you must stop using the Platform before they take effect.

What "material" means. Changes are material when they alter the substantive rights or obligations these Terms describe — for example, raising the Subscription Fee, changing the commission rate matrix in §11.5, narrowing the refund framework in §§8 or 9, modifying the IP licensing scope in §10, or changing dispute resolution mechanics in §17.

Feature evolution is not a material change. Cheerbows continuously adds, modifies, and removes Platform features (new messaging tools, new bid revision or negotiation flows, new payment methods, new review surfaces, new designer or coach tooling, new analytics, etc.). So long as those changes operate within the substantive framework of these Terms, they do not require re-acceptance and you can continue using the new features under your existing acceptance. Cheerbows may surface in-product notices about new features without those notices counting as ToS amendments.

20. Miscellaneous

20.1 Entire agreement. These Terms, together with the Privacy Policy and any other documents incorporated by reference, constitute the entire agreement between you and Cheerbows regarding the Platform and supersede all prior agreements.

20.2 Severability. If any provision of these Terms is held unenforceable, the remaining provisions remain in full force.

20.3 No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later.

20.4 Assignment. You may not assign or transfer these Terms or any rights under them without our written consent. We may assign these Terms freely (e.g., in connection with a merger, acquisition, or sale of assets).

20.5 Force majeure. Neither party is liable for delay or failure to perform due to causes beyond reasonable control, including natural disasters, acts of government, pandemic, war, internet or carrier outages, or labor disputes.

20.6 Notice. Notices to Cheerbows must be sent to legal@cheerbows.com. We may give notice to you by email to the address on your account or by Platform notification.

20.7 Survival. Sections that by their nature should survive termination (including Sections 4, 8.3, 10, 14, 15, 16, 17, 18, and 20) shall survive.

21. Contact

California Bows, LLC d/b/a Cheerbows.com [Mailing address TBD] legal@cheerbows.com · hello@cheerbows.com

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