Terms & Conditions

These Terms and Conditions, together with any additional
terms incorporated by reference herein (collectively, the “Terms”), are
entered into and form a binding contract by and between you (a “user” or
“customer”) and MOTH DRINKS, INC. (“MOTH DRINKS”, “Company”,
“we”, “our”, or “us”).

These Terms govern all users’ access to or use of any and
all content, functionality, and services offered on or through our website
located at https://us.mothdrinks.com/ (the
“Website”).

Please read these Terms carefully, as they contain
important information regarding your legal rights and obligations, as well as
conditions, limitations, and exclusions that may apply to you.

THESE TERMS INCLUDE A MANDATORY ARBITRATION AGREEMENT AND
CLASS ACTION WAIVER WHICH REQUIRE, TO THE FULLEST EXTENT PERMITTED BY LAW, THAT
ANY DISPUTES BETWEEN US BE RESOLVED THROUGH INDIVIDUAL ARBITRATION RATHER THAN
BY A JUDGE OR JURY IN COURT.

By accessing or using the Website (even just browsing
through the Website), or by clicking to accept or agree to the Terms when this
option is made available to you, you accept and agree to be bound and abide by
these Terms, and by our Privacy Policy, found at https://us.mothdrinks.com/pages/privacy-policy which is incorporated herein by reference. If you do not agree to these Terms
or the Privacy Policy, you must not access or use the Website.

This Website is offered and available only to users who are
21 years of age or older and located in the United States only. By using or
accessing the Website, you represent and warrant that you meet the foregoing
eligibility requirements. If you do not meet all of these requirements, you are
not authorized to access or use the Website.

This Website contains third-party links and tools that
allow you to purchase MOTH DRINKS products through licensed retailers under
third-party terms and conditions. MOTH DRINKS is not a party to any
sale of alcohol through this Website. Separate terms apply to all
purchases through our Website. See Section 7: Online Purchases Through AccelPay below for more information.

You can review the most current version of these Terms at
any time on this page. We reserve the right to update, change, or replace any
part of these Terms from time to time in our sole discretion. All changes are
effective immediately when we post them and apply to all access to and use of
the Website thereafter. It is your responsibility to check this page
periodically so that you are aware of any changes, as they are binding on you.

Your continued use of or access to the Website following
the posting of any changes constitutes acceptance of those changes. Changes to
the dispute resolution provisions in these Terms do not apply retroactively to
any dispute for which either party had actual notice on or before the date the
change was posted.

We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. We reserve the right to restrict user access to some parts of the Website or the entire Website to anyone for any reason at any time in our sole discretion, including
if, in our opinion, you have violated any provision of these Terms.

You are responsible for both:

> Making all arrangements necessary
for you to have access to the Website.

> Ensuring that all persons who access the Website through your internet connection are aware of these Terms and comply with them.

If you are using or accessing our Website on behalf of a Business, the terms “you” and “user” and “customer” include both you as an individual and the Business. By using or accessing our Website on behalf of a Business, you represent that you have the legal authority to bind the Business contractually and you agree that you are doing so by using or accessing the Website.

The Website and its entire contents, features, and functionality (including but not
limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download,
store, or transmit any of the material on our Website, except as follows:

(a) your computer may temporarily
store copies of such materials in RAM incidental to your accessing and viewing
those materials, and (b) you may store files that are automatically cached by
your Web browser for display enhancement purposes.

If you wish to make any use of material on the Website other than as expressly permitted under these Terms, please address your request to: info@mothdrinks.com.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right,
title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

The Company name, the terms “MOTH DRINKS”, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. Certain MOTH DRINKS products, including their packaging such as product boxes and cans, are protected by trade dress rights of the Company or its affiliates or licensors. You must not use any such marks or trade dress without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

This Website may include content provided by third parties. All statements and/or
opinions expressed in these materials, and all other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

We may update the content on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.

 We are not responsible if information made available on this Website is not accurate, complete or current. The material on this Website is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information. Any reliance on the material on this site is at your own risk.

This Website contains third-party links and tools that allow you to purchase MOTH DRINKS products. All purchases of MOTH DRINKS products through this Website are handled by Paiseh, Inc. (d/b/a AccelPay) (“AccelPay”), which operates a network of independent, third-party retailers licensed to sell alcoholic beverages (“Retailers”). When you place an order through this Website, your order will be received and fulfilled by a Retailer in the AccelPay network, and your transaction is with that Retailer, not with MOTH DRINKS. MOTH DRINKS, INC. IS NOT A PARTY TO ANY SALE OF ALCOHOL BETWEEN YOU AND
ANY RETAILER.

Retailers are solely responsible for all activities related to the sale and provision of alcoholic beverages, including without limitation (a) selecting the products to be offered for sale via this Website, (b) setting the purchase price of all products made available for sale, (c) accepting or rejecting all customer orders, and (d) fulfilling all customer orders, including completing any deliveries or shipments either directly or through a third-party carrier. MOTH DRINKS shall have no liability to you, any customer, or any other person for lost, unprocessed, or mishandled orders.

Any purchase you make through this Website is a transaction between you and the applicable Retailer, governed by AccelPay’s Privacy Policy, Terms of Service, e-commerce and payment terms, and any other terms and conditions set forth by AccelPay. For your reference, AccelPay’s Terms of Service, which include information about any orders you place through the AccelPay tools, are available at https://www.accelpay.io/company/legal. PLEASE REGULARLY CHECK THE ACCELPAY WEBSITE TO VIEW THE THEN-CURRENT ACCELPAY TERMS, AS THEY MAY BE UPDATED FROM TIME TO TIME.

This Website may only be used to place orders for alcohol products by persons who
are 21 years of age or older. By placing an order through this Website, you represent and warrant that (a) you are at least 21 years of age, (b) the order is for your own personal use and not for resale or redistribution, and (c) an adult who is 21 years of age or older will be present to accept delivery and provide valid identification upon receipt. Delivery of any order containing alcohol will require an adult signature and ID verification.

Orders are fulfilled to addresses in the continental United States only. We cannot
ship to P.O. Boxes. Orders containing alcohol are fulfilled by licensed third-party Retailers in the AccelPay network. Retailers use a variety of carriers including UPS and GLS. Estimated fulfillment times are 3 to 5 business days; standard delivery may take an additional 3 to 8 business days depending on your location. Product availability may vary by state, and the states to which orders can be shipped may change over time depending on Retailer network
coverage and applicable state law.

Orders containing alcohol cannot be returned or exchanged. Refund requests are handled on a case-by-case basis and must be directed to AccelPay’s customer support at support@accelpay.io.

We have made reasonable efforts to display our products as accurately as possible
on this Website. However, we cannot guarantee that your device’s display of
product colors and images will be accurate. Product descriptions are subject to
change without notice.

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

For more detail, please review our Returns Policy

You may link to our homepage, provided you do so in a way that is fair and legal and
does not damage our reputation or take advantage of it, but you must not
establish a link in such a way as to suggest any form of association, approval,
or endorsement on our part without our express written consent.

This Website may provide certain social media features that enable you to:

> Link from your own or certain
third-party websites to certain content on this Website.

> Send emails or other communications
with certain content, or links to certain content, on this Website.

> Cause limited portions of content on
this Website to be displayed or appear to be displayed on your own or certain
third-party websites.

You may use these features solely as they are provided by us, solely with respect to
the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

> Establish a link from any website
that is not owned by you.

> Cause the Website or portions of it
to be displayed on, or appear to be displayed by, any other site, for example,
framing, deep linking, or in-line linking.

> Link to any part of the Website
other than the homepage.

> Otherwise take any action with
respect to the materials on this Website that is inconsistent with any other
provision of these Terms.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

The Website may contain links to other sites and resources, and may provide access
to tools and services, provided by third parties. These links and tools are provided for your convenience only. We have no control over the contents, accuracy, or availability of any third-party sites, resources, or tools, and we accept no responsibility or liability for them or for any loss or damage that may arise from your use of them. Any use of third-party links or tools is entirely at your own risk and discretion. Where third-party tools are made available through this Website, you should ensure that you are familiar with and approve of the terms on which those tools are provided by the relevant third-party provider. Where this Website contains links to third-party sites,
you should review the terms and conditions and privacy policies of those sites before engaging in any transaction or providing any personal information. Complaints, claims, concerns, or questions regarding third-party products or services should be directed to the relevant third party.

We provide this Website for use only by persons who are 21 years of age or older and located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

If, at our request, you send certain specific submissions (for example contest or other promotion entries) or, without a request from us, you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “comments”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate, and otherwise use in any medium any comments that you forward to us.

We are and shall be under no obligation (a) to maintain any comments in confidence; (b) to pay compensation for any comments; or (c) to respond to any comments. 

All information we collect on this Website is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Occasionally there may be information on our Website that contains typographical errors, inaccuracies, or omissions relating to product descriptions, product availability, or other matters. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update any information on the Website at any time without prior notice.

We undertake no obligation to update, amend, or clarify information on the Website except as required by law. No specified update or refresh date applied on the Website should be taken to indicate that all information has been modified or updated.

You may use the Website only for lawful purposes and in accordance with these Terms. You agree not to use the Website:

> For any unlawful purpose;

> To solicit others to perform or participate in any unlawful acts;

> In any way that violates any applicable international, federal, state, or local regulations, rules, or laws (including, without limitation, any laws regarding the export of data or software to and from the
US or other countries);

> To infringe upon or violate our intellectual
property rights or the intellectual property rights of others;

> To harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;

> To submit false or misleading information; 

> To collect or track the personal information of others;

> To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation;

> To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or other identifiers associated with any of the foregoing);

> For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way, including by exposing them to inappropriate content, requesting personally identifiable information from them, or otherwise;

> To interfere with or circumvent the security features of the Website; 

> To phish, pharm, or pretext, or to use spiders, crawlers, or similar data gathering or extraction tools with respect to the Website or any user data; or

> To engage in any other conduct that, as
determined by us, may harm the Company or users of the Website, or expose us or them to liability.

Additionally, you agree not to:

> Use the Website in any manner that could disable, overburden, damage, or impair the Website or interfere with any other party’s use or enjoyment of the Website, including their ability to engage in real time activities through the Website.

> Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying or scraping any of the material on the Website.

> Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms, without our prior written consent.

> Use any device, software, or routine that interferes with the security and/or proper working of the Website.

> Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

> Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.

> Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.

> Otherwise attempt to interfere with the proper working of the Website.

We reserve the right to terminate or suspend your access to the Website at any time, without notice, in our sole discretion, including if we believe you have violated any provision of these Terms. We also have the
right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone accessing the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS
AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY OR SUCH PARTIES DURING, OR AS A CONSEQUENCE OF, ANY SUCH INVESTIGATION.

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE WEBSITE OR YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE
CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

To the fullest extent provided by law, in no event shall the Company or its affiliates, or its or their directors, officers, employees,
agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or damages of any kind, under any legal theory, including any direct, indirect, incidental, punitive, special, or consequential damages, and including, without limitation, personal injury, pain
and suffering, emotional distress, lost profits, lost revenue, loss of business or anticipated savings, loss of data, loss of use, loss of goodwill, replacement costs, or any similar damages, and whether caused by breach of contract, tort (including negligence), or otherwise, arising from or in connection with your use, or inability to use, the Website and any websites linked to it, any content, services, or products on the Website or such other websites, or any products ordered through the AccelPay tools on this Website, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the Website or any content, services, or products posted, transmitted, or otherwise made available via the Website, even if
advised of their possibility.

The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

You agree to indemnify, defend, and hold harmless MOTH DRINKS and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, demands, or fees (including reasonable attorneys’ fees), made by any third-party due to or
arising out of or relating to your breach of these Terms, or your use of the Website, including, but not limited to, any use of the Website’s content, services, or products other than as expressly authorized in these Terms, your use of any information obtained from this Website, or your violation of any law or the rights of a third-party. This indemnification obligation does not apply to the extent that any such claim arises from the acts or omissions of AccelPay or any
Retailer in the AccelPay network.

No waiver by the Company of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a
waiver of such right or provision.

In the event that any provision of these Terms is determined by a court or other tribunal of competent jurisdiction to be unlawful, void, or unenforceable, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms shall continue in full force and effect. 

All matters relating to the Website and these Terms, and any dispute or claim arising therefrom or related thereto (in each case,
including non-contractual claims or disputes), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).

You agree that any claim, dispute, controversy (whether in contract, tort, or otherwise, whether pre-existing, present, or future, and including statutory, consumer protection, common law, intentional tort, injunctive and equitable claims) relating in any way to your access to or use of the Website, to any products ordered through this Website, or to any aspect of your relationship with the Company, will be resolved exclusively and finally by binding arbitration, rather than in court, including threshold questions of the arbitrability of such dispute, controversy, or claim, under the Rules of Arbitration of the American Arbitration Association applying New York law.

YOU AND THE COMPANY HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. ALL CLAIMS AND DISPUTES MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A REPRESENTATIVE OR COLLECTIVE CLASS BASIS.

You may elect to pursue your claim in small-claims court rather than arbitration if you
provide us with written notice of your intention to do so within 60 days of the event giving rise to your claim. The arbitration or small-claims court proceeding will be limited solely to your individual dispute or controversy.

If any provision of this arbitration agreement is found to be unenforceable, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced.

Notwithstanding the foregoing, nothing in this Section shall be deemed to waive any rights or remedies that you may have under non-waivable provisions of applicable state law, including without limitation the consumer protection laws of the state in which you reside.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OR SUCH LONGER PERIOD AS MAY BE REQUIRED BY APPLICABLE LAW; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

From time to time, we may offer sweepstakes, contests, or prize giveaways (each, a “Promotion”). Each Promotion will be governed by these Terms and any additional terms and conditions made available to participants at the time of the applicable Promotion. All Promotions are subject to applicable federal and state laws and regulations.

These Terms, our Privacy Policy, and any other terms incorporated herein constitute the sole and entire agreement between you and MOTH DRINKS regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website. For the avoidance of doubt,
purchases of MOTH DRINKS products through this Website are governed by AccelPay’s terms of service and the terms of the applicable Retailer, and not by these Terms. The headings used in these Terms are included for convenience only and will not limit or otherwise affect these Terms.

This Website is operated by MOTH Drinks, Inc.

All feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: info@mothdrinks.com.

You can also contact us at: 895 Broadway 5th Floor New York, NY 10003