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LEGAL

Terms of Service

Effective October 1, 2026 · Last updated October 1, 2026

PLACED

Terms of Service

Discovery network for brands and concepts

Effective date: October 1, 2026 · Last updated: October 1, 2026

1. About PLACED and these terms

PLACED ("PLACED," "we," "us," or "our") is a discovery network that connects brands and concepts with scouts — wholesale and retail buyers, landlords, developers, press editors, investors, influencers, brokers, licensing teams, and other professionals who source and place brands into the world. PLACED is operated by [PLACED LEGAL ENTITY NAME], a [STATE] [LLC/corporation].

These Terms of Service ("Terms") govern your use of the PLACED platform, including our website at placed.co, our web application, and all related services (collectively, the "Platform"). By creating an account or using the Platform, you agree to these Terms. If you do not agree, do not use the Platform.

These Terms form a binding legal agreement. Please read them carefully.

2. Who can use PLACED

2.1 Eligibility

You must be at least 18 years old and legally capable of entering into binding contracts in your jurisdiction to use PLACED. By creating an account, you represent that you meet these requirements.

2.2 Account types

— Brand accounts: for companies, founders, and individuals listing a brand or concept on the Platform. Listing is free. Brand accounts are subject to profile review and approval before appearing in search results.

— Scout accounts: for professionals sourcing brands — wholesale and retail buyers, landlords, developers, press editors, investors, influencers, brokers, sales agents, licensing teams, hospitality teams, and similar roles. Scout accounts require a paid subscription.

— Admin accounts: reserved for PLACED staff only. Admin accounts are not available to users.

2.3 One account per person

You may not create multiple accounts for the same person or entity. If we discover duplicate accounts, we may suspend or terminate them without notice.

3. Brand listings

3.1 Listing is free

Brands list on PLACED for free. There is no fee to create or maintain a brand profile. We reserve the right to introduce optional premium features for brands in the future, but the base listing will always be free.

3.2 Profile review

All brand profiles are reviewed by the PLACED team before appearing in scout search results. We may approve, request changes to, or decline any profile at our sole discretion. We are not obligated to explain a decline decision, though we typically provide guidance.

3.3 Accuracy of listings

You are solely responsible for the accuracy and truthfulness of your brand profile, including claims about revenue, traction, certifications, stockists, press coverage, and placement priorities. PLACED does not verify brand claims. Scouts rely on their own due diligence when evaluating brands.

You must not misrepresent your brand, its stage, its relationships, or its legal status. Profiles found to contain material misrepresentations may be removed without notice and the associated account suspended.

3.4 Intellectual property in listings

By submitting content to PLACED — including images, descriptions, logos, and brand materials — you grant PLACED a non-exclusive, worldwide, royalty-free licence to display, reproduce, and distribute that content on the Platform for the purpose of making your profile visible to scouts. This licence terminates when you remove the content or close your account, except where we are legally required to retain it.

You represent that you own or have the right to use all content you submit, and that it does not infringe any third party's intellectual property rights.

4. Scout subscriptions

4.1 Subscription requirement

Scouts must subscribe to access brand search, saved lists, and the intro system. Subscription pricing, billing cadence, and scout types are set out at placed.co/pricing and may be updated from time to time with notice.

4.2 Billing

— Monthly billing: charged to your card on file on the same date each month. A valid payment method is required to maintain an active subscription.

— Annual billing: charged in full at the annual rate on the date of subscription. Annual subscribers receive a $25/month discount versus monthly billing, equating to a $300/year saving. Annual fees are non-refundable except as set out in section 4.4.

— Founding rate: scouts who subscribe during PLACED's founding period receive their rate locked for the lifetime of their continuous subscription. The founding rate will not increase as long as the subscription remains active and uninterrupted.

4.3 Cancellation

You may cancel your subscription at any time. Monthly subscribers retain access until the end of the current billing period. Annual subscribers retain access until the end of the annual term. We do not offer partial-month refunds for monthly subscriptions.

4.4 Refunds

Annual subscriptions are refundable within 14 days of the initial charge if you have not sent any scout intros during that period. After 14 days, or after sending an intro, annual fees are non-refundable. We may issue refunds at our discretion in cases of technical failure or billing error.

4.5 Failed payments

If a payment fails, we will attempt to charge the card on file up to three times over seven days. If all attempts fail, your subscription will be suspended and your access to the Platform will be restricted until payment is resolved.

5. The intro system

5.1 How intros work

Scouts may send structured introductions to brands through the Platform. Brands may also initiate contact with scouts. An intro includes an auto-filled template drawn from the sender's profile and an optional personal note of up to 280 characters.

The receiving party — the brand when a scout initiates, the scout when a brand initiates — may accept, decline, or ask one clarifying question before deciding. A thread opens only when both parties have accepted. Neither party is obligated to accept any intro.

5.2 PLACED is a discovery platform, not a party to deals

PLACED facilitates introductions between brands and scouts. We are not a party to, and have no involvement in, any deal, placement, investment, licensing agreement, stocking arrangement, press feature, collaboration, employment, or other transaction that results from a connection made through the Platform.

Subscription fees are for Platform access only. PLACED does not take commission on any transaction. This is a core commitment and will not change.

5.3 No verification of claims

PLACED does not verify the credentials, authority, or capacity of scouts. A scout who identifies as a wholesale buyer for a national retailer may or may not hold that role, have buying authority, or represent their stated organisation. Brands should conduct their own due diligence before sharing confidential information or entering commercial discussions.

Similarly, PLACED does not verify brand claims about revenue, certifications, stockist relationships, or placement history. Scouts should conduct their own due diligence on any brand they consider working with.

5.4 Thread content

Thread content — the messages exchanged between a brand and scout after an intro is accepted — is private between the two parties. PLACED does not read thread content proactively, does not use thread content for commercial purposes, does not share thread content with third parties, and does not use thread content to train algorithms or inform product decisions.

PLACED reserves the right to access thread content solely in the following circumstances: (a) in response to a report of a safety violation, harassment, or illegal conduct by one of the parties; (b) in response to a valid legal process such as a subpoena or court order; (c) for technical debugging by an authorised engineer, subject to internal access controls. Any access under (c) requires documented internal approval and is logged.

5.5 Broker involvement

Where a brand is linked to a broker on the Platform, scouts may contact the broker directly. PLACED is not a party to the relationship between a brand and its broker, and is not responsible for the conduct of brokers representing brands, the terms of any brokerage agreement, or any deal facilitated by a broker through connections made on the Platform.

6. Acceptable use

6.1 You must not

— Submit false, misleading, or fraudulent information in your profile, intros, or threads

— Impersonate another person, brand, or organisation

— Use the Platform to spam, harass, threaten, or intimidate other users

— Use the Platform to solicit personal financial information from other users

— Scrape, crawl, or systematically extract data from the Platform without our written permission

— Reverse engineer, decompile, or attempt to extract the Platform's source code

— Use automated tools, bots, or scripts to interact with the Platform

— Share your account credentials with others or allow others to use your account

— Use the Platform to facilitate illegal activity of any kind

— Post content that infringes any third party's intellectual property, privacy, or other rights

— Attempt to circumvent any security or access control features of the Platform

6.2 Enforcement

We may remove content, restrict access, suspend accounts, or permanently ban users who violate these Terms, at our sole discretion and without prior notice. We are not obligated to provide a reason for enforcement actions, though we typically do.

7. Blocking, reporting, and account controls

7.1 User-initiated controls

Brands may block any scout. A blocked scout cannot send intros to, view the profile of, or see in search results the brand that blocked them. The block is silent — the blocked scout is not notified.

Scouts may block any brand. A blocked brand cannot initiate contact with that scout through the Platform.

Either party may report another user for violations of these Terms. Reports are reviewed by the PLACED team. We do not guarantee a specific response time, but we aim to review reports within 2 business days.

7.2 PLACED-initiated controls

PLACED may, at its sole discretion:

— Suspend an account temporarily, blocking access while preserving data

— Permanently terminate an account and delete associated data

— Block an email address from re-registering after a ban

— Remove a brand profile from search results without deleting the account

— Close an active thread if both parties have reported safety violations in that thread

— Require additional verification from any user at any time

Where possible, we will notify users of enforcement actions. We are not liable for any loss resulting from account suspension or termination where the cause was a violation of these Terms.

8. Intellectual property

8.1 PLACED's IP

The Platform, including its design, code, algorithms, and all content created by PLACED (not user-submitted content), is owned by PLACED and protected by copyright, trade secret, and other intellectual property laws. You receive a limited, non-exclusive, non-transferable licence to use the Platform in accordance with these Terms. You receive no other rights.

8.2 Your IP

You retain ownership of all content you submit to the Platform. The licence you grant us in section 3.4 is limited to displaying your content on the Platform and does not transfer ownership.

8.3 Feedback

If you submit feedback, suggestions, or ideas about the Platform, you grant us the right to use that feedback without restriction, compensation, or attribution.

9. Disclaimers and limitation of liability

9.1 No warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. PLACED DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY CONTENT ON THE PLATFORM, INCLUDING BRAND PROFILES AND SCOUT PROFILES.

9.2 Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PLACED AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE PLATFORM, INCLUDING LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING FROM THESE TERMS OR YOUR USE OF THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) $100 USD.

9.3 Indemnification

You agree to indemnify, defend, and hold harmless PLACED and its officers, directors, employees, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from: (a) your use of the Platform; (b) your content; (c) your violation of these Terms; or (d) your violation of any third party's rights.

10. Dispute resolution

10.1 Governing law

These Terms are governed by the laws of [STATE], USA, without regard to conflict of law principles.

10.2 Informal resolution

Before filing any formal dispute, you agree to contact us at legal@placed.co and give us 30 days to attempt to resolve the issue informally.

10.3 Arbitration

If informal resolution fails, disputes will be resolved by binding individual arbitration under the rules of the American Arbitration Association, conducted in [CITY, STATE]. You waive the right to a jury trial and to participate in a class action. This arbitration clause does not apply to claims for injunctive relief or claims arising under intellectual property laws.

10.4 Exception for small claims

Either party may bring a claim in small claims court if it qualifies.

11. Changes to these terms

We may update these Terms from time to time. We will notify you of material changes by email and by posting a notice on the Platform at least 14 days before the change takes effect. Your continued use of the Platform after the change takes effect constitutes acceptance of the updated Terms.

12. General

12.1 Entire agreement

These Terms, together with our Privacy Policy and Cookie Policy, constitute the entire agreement between you and PLACED regarding the Platform.

12.2 Severability

If any provision of these Terms is found unenforceable, the remaining provisions continue in full force.

12.3 Waiver

Our failure to enforce any provision of these Terms does not constitute a waiver of our right to enforce it in the future.

12.4 Contact

For questions about these Terms: legal@placed.co · PLACED, [ADDRESS]

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