VALLEY ROSE STUDIO LLC 3D SAMPLE TRY-ON TERMS AND CONDITIONS

These 3D Sample Try-On Terms and Conditions (“Terms”) apply to any three-dimensional sample, prototype, model, or similar item (each, a “Sample”) provided by Valley Rose Studio LLC (“Valley Rose”) through its 3D sample try-on program. By ordering or requesting a Sample and affirmatively accepting these Terms, you agree as follows:

1. Limited Purpose of Sample

Each Sample is provided solely for the limited purpose of allowing you to evaluate the approximate size, fit, scale, proportions, and appearance of a Valley Rose jewelry design before purchasing the finished jewelry from Valley Rose.

The Sample is provided for evaluation purposes only. It is not sold or provided for use as a design template, manufacturing model, reference model, or source for reproduction or manufacture by you or any third party.

2. Intellectual Property Ownership

All rights in the jewelry designs embodied in or represented by a Sample, together with associated designs, drawings, CAD files, renderings, models, specifications, dimensions, configurations, design elements, photographs, and other proprietary design materials, are and shall remain the exclusive property of Valley Rose and/or its licensors.

Providing you with access to or possession of a Sample does not sell, transfer, assign, license, or otherwise grant you any ownership or intellectual property rights in the underlying jewelry design or related materials, except for the limited right to personally evaluate the Sample in accordance with these Terms.

3. No Copying, Reproduction, or Reverse Engineering

You shall not, directly or indirectly:

(a) copy, reproduce, replicate, scan, digitize, cast, mold, trace, measure for purposes of reproduction, disassemble, reverse engineer, or otherwise derive design or manufacturing information from a Sample;

(b) create, or cause or assist another person or entity to create, any CAD file, rendering, drawing, model, prototype, derivative design, or other reproduction based upon or derived from a Sample or the underlying Valley Rose design;

(c) use a Sample, or any photographs, measurements, scans, renderings, models, or other information derived from it, to reproduce or manufacture the jewelry design;

(d) provide, show, transmit, loan, deliver, or otherwise make a Sample or information derived from it available to any jeweler, manufacturer, CAD designer, modeler, fabricator, supplier, or other third party for purposes of copying, reproducing, modifying, manufacturing, quoting, or developing the design; or

(e) commission, request, assist, or authorize any third party to manufacture jewelry that copies, reproduces, or is derived from the Valley Rose design represented by the Sample.

4. No Third-Party Manufacturing

The Sample program is provided exclusively in connection with the potential purchase of finished jewelry from Valley Rose. You shall not use a Sample or Valley Rose's Sample program as a means of obtaining access to a Valley Rose design for manufacture by another jeweler, manufacturer, designer, fabricator, or other third party.

You may not request or use CAD files, measurements, specifications, modifications, renderings, or other proprietary information relating to a Valley Rose design for the purpose of enabling another party to reproduce or manufacture the design.

5. Photographs and Digital Reproductions

You may take ordinary photographs of a Sample solely for your personal evaluation of the design. Such photographs or other images may not be used to copy, reproduce, reverse engineer, render, model, manufacture, or commission the manufacture of the design, or provided to another person or entity for any such purpose.

6. No License or Authorization

Except for the limited personal evaluation expressly permitted by these Terms, nothing associated with the Sample program grants you any license or authorization to reproduce, manufacture, modify, commercialize, distribute, or create derivative works from any Valley Rose design.

All rights not expressly granted under these Terms are reserved by Valley Rose.

7. Return of Sample

If the applicable Sample program requires return of the Sample, you agree to return the Sample within the applicable return period and in accordance with the instructions provided by Valley Rose.

You may not retain, transfer, sell, provide to a third party, or otherwise use a Sample following the authorized evaluation period in a manner inconsistent with these Terms.

8. Unauthorized Use and Enforcement

Unauthorized copying, reproduction, reverse engineering, manufacture, distribution, or other use of a Valley Rose design may violate applicable copyright, patent, trademark, trade dress, unfair competition, or other intellectual property laws, depending upon the rights applicable to the particular design.

Any use of a Sample in violation of these Terms also constitutes a breach of your agreement with Valley Rose. Valley Rose reserves all rights and remedies available under these Terms and applicable law, including the right to seek monetary damages and injunctive or other equitable relief where available.

9. No Waiver of Intellectual Property Rights

Valley Rose's provision of a Sample does not constitute an abandonment, waiver, dedication to the public, or authorization of any copying, reproduction, manufacture, or other unauthorized use of the applicable design or any intellectual property or proprietary rights associated with it.

10. Attorneys' Fees and Costs

In any action or proceeding arising from a material breach of these Terms, the prevailing party shall be entitled to recover its reasonable attorneys' fees and costs to the extent permitted by applicable law.

11. Miscellaneous

These Terms constitute the entire agreement between you and Valley Rose concerning your receipt, possession, and permitted use of a Sample and supersede any prior communications concerning such use.

These Terms shall be governed by the laws of the State of California, without regard to its conflict-of-law principles.

The provisions concerning intellectual property ownership, restrictions on copying and reproduction, third-party manufacturing, unauthorized use and enforcement, and any other provisions that by their nature are intended to continue shall survive the return, destruction, loss, or other disposition of a Sample.

If any provision of these Terms is determined to be invalid or unenforceable, that provision shall be enforced to the maximum extent permitted by law, and the remaining provisions shall remain in full force and effect. Valley Rose's failure or delay in enforcing any provision shall not constitute a waiver of that provision or any other right.