These Key Club Program Terms and Conditions (“Program Terms”) constitute a legal agreement between House of Brands LLC. (“Company”, “we” or “us”) and the Customers participating in the Key Club membership program offered on our Online Store: https://www.oakandluna.com (“Member” or “you”).

These Program Terms govern your membership in our Key Club membership program (“Program”) and are subject to our Terms of Service, available at: https://www.oakandluna.com/articles/terms-and-conditions (“Terms of Service”), which are incorporated herein by reference. Capitalized terms used but not defined herein shall have the same meaning given to them in the Terms of Service.

By participating in the Program, you acknowledge and agree to these Program Terms.

These Program Terms should be read carefully. To the extent these Program Terms conflict with the Terms of Service, these Program Terms shall take precedence with respect to the subject matter it addressed.

For a high-level summary of how to join the Program, how to earn Keys, available rewards, special promotions and how to redeem the Keys for rewards, please visit https://www.oakandluna.com/my-account/rewards. For more details, please keep reading below.

We reserve the right to amend or revise these Program Terms periodically, at our discretion. Any such amendments will become effective as of the “Last Revised” date indicated at the top of these Program Terms. If, at our discretion, the changes are material or required by law, we will make a reasonable effort to provide written notice. We recommend that you review these Program Terms periodically, as your continued participation in the Program after the "Last Revised" date will constitute your acceptance of, and agreement to be bound by, those changes.

All Customers are automatically Members upon creating a customer Account. Purchase is not required to join the Program. Purchases made through the guest checkout feature are not eligible for Program participation or benefits. Only one Account is allowed per individual.

By participating in the Program, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Program Terms, and to take binding legal actions in accordance with applicable laws; and you are not prevented, by any applicable law or otherwise, from entering into these Program Terms.

Subject to the above eligibility requirements, you may participate in the Program when you create a valid Account on our Online Store. New Members will start earning “Club Keys” (“Keys”) from the date they create an Account onward; however, no prior transactions or interactions will be eligible for Keys.

Keys are earned under this Program from Qualified Purchases (as defined below) and can only be used towards your future purchases made on our Online Store. Keys balance is displayed in your Account.

A "Qualified Purchase" means a purchase of a Product at our Online Store by a registered Account. It excludes amounts for sales tax, state fees, gift packaging fees (if applicable), shipping and handling or delivery charges, and any amount paid using a promotional code, gift card or any other type of store credit (meaning, you will not earn Keys for the amount of any coupon or discounts, or the value of any rewards applied to your purchase). Other exclusions may apply during Special Promotions (as defined below).

You will earn 1 Key for every dollar of Qualifying Purchases at our Online Store.

For every 10 Keys, you will receive $1 dollar in rewards to be applied for a future purchase. For example:

• 10 Keys = $1 in rewards;
• 100 Keys = $10 in rewards;
• 1,100 Keys = $110 in rewards.

There is no limit as to the number of Keys you can earn. You may only redeem up to $100 in rewards per transaction (i.e., 1,000 Keys).

Keys collected will appear in your Account thirty (30) days following the order date (to allow a period for returns).

Keys and rewards have no cash, monetary, or other value, and cannot be exchanged for cash or credit. While we may use terms like "earn", “$”, “Dollar” etc. to reference Keys, such terms are being used for convenience purposes only and they do not indicate that we are offering any real-world currency. Keys and rewards may not be returned or exchanged, purchased, sold and are not transferable. Qualified Purchases must be made by the Member. Keys and/or a Member’s Accounts are not transferable upon death or as part of a domestic relations matter or otherwise by operation of law.

You are solely responsible for any taxes incurred by you relating to the receipt of rewards. You acknowledge and agree that we do not have the ability to determine whether or not the Keys you redeem to rewards through your Account are considered reportable taxable earnings in your jurisdiction.

We reserve the right to update the Keys accumulation formula from time to time, at our sole discretion, subject to notice if required by applicable law. Please check the updated Program Terms before any transaction.

In addition to earning Keys for Qualified Purchases, you may also be eligible to earn Keys, or access special benefits for certain non-purchase interactions and activities that we may make available from time to time in connection with the Program (“Special Promotions”). These Special Promotions include (but are not limited to):

• Birthday Treat: as a Member, you may, at our sole discretion, be eligible to receive a birthday gift, bonus Keys, or other reward or benefit once a year (if your birthday date is included in your Account). Unless otherwise stated by us, any birthday-related benefit will be notified to you by email, will be awarded no more than once per calendar year, and will be subject to any expiration date, redemption conditions, minimum purchase thresholds, or other restrictions communicated by us. The birthday gift will be selected at our discretion. Birthday-related benefits are for your personal use only.
• VIP Shipping Perks: as a Member, you may, from time to time and at our sole discretion, be eligible for shipping-related benefits, including reduced shipping rates, complimentary shipping, or other shipping perks, as determined by us in our sole discretion. Any such shipping perk may be subject to minimum purchase thresholds, geographic limitations, carrier availability, delivery exclusions, promotional periods, or other conditions specified by us.
• Limited Edition Collections: as a Member, you may, from time to time and at our sole discretion, receive early access, priority access to, or other promotional opportunities relating to selected limited-edition collections of our Products. For the avoidance of doubt, access to such opportunities does not guarantee Product availability or the ability to purchase any item, as inventory may be limited. We reserve the right to impose quantity limits, modify the scope or duration of any such promotion, and withdraw or discontinue any such promotion at any time. Each such promotion may be subject to specific terms and conditions which will apply in addition to these Program Terms and will be presented to you.

Communications regarding Special Promotions will be sent via email, so please keep your email address current. We are not responsible for communications, offers, or rewards sent to out-of-date email addresses.

To the fullest extent permitted by law, and without derogating from any of the Company’s disclaimers herein, we reserve the right to modify, suspend, or terminate any Promotional Offer or its terms at any time, for any or no reason. We make no guarantees regarding the availability, benefit, or value of any Promotional Offer.

It is our hope that you redeem your Keys on a regular basis. Any Keys that have not been redeemed for twelve (12) months from the date on which such Keys were earned, may be deemed expired and be forfeited. We will use best efforts to remind you when your Keys are due to expire. If you feel Keys have been expired in error, please contact us at: support@oakandluna.com.

In addition, Keys will automatically expire if your membership (or Account) is revoked or otherwise cancelled for reasons further detailed in Section 7.

Please note that we may use the information you provide us with during the registration process to send you certain marketing materials and operational or support messages. You may unsubscribe from marketing messages at any time. Consent to receive marketing messages is not a condition of purchase. If you unsubscribe from marketing messages, you may still receive Program-related messages that are permitted by law (for example, issuance of Keys earned, reminder of upcoming expiration of earned Keys, etc.). Any information processed through such channels is subject to our Privacy Policy. Email marketing materials may include marketing communications regarding the other brands we operate in the United States, namely: MYKA, Theo Grace, Lime & Lou and SETT&Co, as further described in the Terms of Service and our Privacy Policy; this applies to email communications only and does not apply to SMS/text messages, WhatsApp messages, or social media direct messages.

You may terminate these Program Terms at any time by simply deleting your Account, by contacting us at: support@oakandluna.com.

We may, in our sole but reasonable discretion, and subject to applicable law, suspend or terminate your participation in the Program or your Account, revoke your membership, remove some or all Keys or rewards from your Account, or permanently exclude you from the Program if: (i) you violate these Program Terms, the Terms of Service, or any eligibility requirements; (ii) you abuse or manipulate the Program, including by redeeming Birthday Treats multiple times through different Accounts; (iii) you obtain Keys or rewards through error, fraud, deception, misrepresentation, or any other unauthorized means; (iv) your conduct harms, or could reasonably harm, the Company, its affiliates, any Member, or any third party, or otherwise creates potential liability not otherwise protected by law; (v) we are required to do so by applicable law or court order; or (vi) we discontinue or wind down the Program.

If you terminate your membership by deleting your Account, or if your membership or Account is otherwise suspended or terminated by us in accordance with these Program Terms or the Terms of Service, you will lose all unredeemed Keys and rewards in your Account, and they will automatically expire. You acknowledge that in any event you will not receive money or any other form of compensation for expired or unused Keys.

All Program benefits, promotions, Keys and rewards are subject to availability. We may, at any time and in our sole discretion, amend, modify, supplement, or terminate the Program, these Program Terms, and/or the structure for earning Keys, even if any such changes may affect the value of Keys and rewards, or the ability to obtain Keys or certain rewards (subject to applicable law). For any material changes to the Program and these Program Terms that would materially and adversely impact you, or if we elect to discontinue or wind down the Program, we shall provide you with written notice thereof, in each case subject to and in accordance with applicable law.

Except as expressly stated herein, and to the extent permitted by law, the Company shall not have any liability or obligation with regards to the application of this Program and any decision that the Company makes in relation to Keys or rewards.

THE PROGRAM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE PROGRAM (INCLUDING THOSE RELATED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT AND THOSE ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE).

TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY (INCLUDING, WITHOUT LIMITATION, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, COLLECTIVELY: “COMPANY GROUP”), SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES OR DAMAGES FOR LOST PROFITS, OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE PROGRAM, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHERMORE, WE WILL NOT BE LIABLE OR RESPONSIBLE FOR ANY FAILURE TO PERFORM, OR DELAY IN PERFORMANCE OF, ANY OF OUR OBLIGATIONS HEREIN THAT IS CAUSED BY AN EVENT OUTSIDE OUR CONTROL (WHICH MEANS ANY ACT OR EVENT BEYOND OUR REASONABLE CONTROL). IN NO EVENT SHALL THE COMPANY GROUP'S AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE PROGRAM TERMS, TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, EXCEED $100. NOTHING IN THESE TERMS WILL LIMIT OR EXCLUDE OUR LIABILITY FOR ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW.

You agree to defend, indemnify and hold harmless the Company Group from any third party claims, damages, liabilities, costs, and expenses (including reasonable attorney’s fees) arising from your participation in the Program, in a way that does not comply with these Program Terms or applicable laws, including any negligence or wrongful act on your part.

We are committed to protecting the privacy of our Members. Please review our Privacy Policy, available at: https://www.oakandluna.com/articles/privacy-policy, and, where applicable, our CCPA Privacy Notice, available at: https://www.oakandluna.com/articles/ccpa-notice, to learn more regarding our privacy practices, including how we process Key Club Data.

These Program Terms, and any dispute, claim or controversy arising out of or relating to these Program Terms or the Program, shall be governed by the laws of the State of Delaware, without regard to its conflict of laws principles. The federal and states courts located in Delaware shall have exclusive jurisdiction over any such dispute, claim or controversy.

These Program Terms constitute the entire understanding between the parties with respect to the participation in the Program. If any provision of these Program Terms is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and such decision shall not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under any circumstances. Failure by the Company to enforce any rights or to take any action against you in the event of any breach hereunder shall not be deemed as a waiver of such rights or of subsequent actions in the event of future breaches. These Program Terms and any right granted herein may not be assigned by you without the prior written consent of the Company. The Company may assign its rights and obligations set forth herein at any time, at its sole discretion. Company shall not be liable to Members for any failure, delay or interruption in the performance of any of the terms or conditions contained in this Program Terms due to causes entirely beyond the control of the Company, including, without limiting the generality of the foregoing, strikes, boycotts, labor disputes, embargoes, acts of God, acts of public enemy, acts of governmental authority, floods and riots or rebellion.