End User License Agreement

AGREEMENT

Effective Date: 1 January 2026

Last Updated: 10 August 2026

This End User License Agreement (“Agreement”) is a legally binding agreement between you (“User,” “you,” or “your”) and Lounge Technologies, Inc., a Delaware corporation (“Lounge,” “we,” “us,” or “our”), governing your access to and use of the Lounge platform, including any associated mobile applications, websites, and services (collectively, the “Service”).

By accessing or using the Service, you agree to this Agreement.

1. Scope and License

Subject to your compliance with this Agreement and any applicable institutional policies, Lounge grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for its intended purposes.

This Agreement applies to individual users. Where your Institution has entered into a separate agreement with Lounge (including any master services agreement, order form, or data processing agreement), that agreement governs institutional use and controls in the event of any conflict with this Agreement. Nothing in this Agreement limits, reduces, or modifies Lounge's obligations to your Institution or your Institution's rights under that agreement.

2. Institutional Context

The Service is often provided in connection with a university, college, fraternal organization, or other organization (“Institution”).

  • Your use of the Service must comply with applicable Institution policies, including student conduct and event policies.

  • Institutions may have administrative rights to view, monitor, export, manage, or restrict activity within their environment, subject to the default visibility settings and access circumstances described in the Privacy, Reporting, and Institutional Review section below.

  • Lounge acts as a technology provider under the direction and control of your Institution, including as a "school official" with a legitimate educational interest where applicable under the Family Educational Rights and Privacy Act (FERPA), and does not control or supervise institutional policies or decisions.

3. User Accounts

You are responsible for:

  • Maintaining the confidentiality of your credentials

  • All activity conducted under your account

You agree to notify Lounge promptly of unauthorized access.

Lounge may suspend or restrict accounts where necessary to:

  • Protect the integrity or security of the Service

  • Address violations of this Agreement or institutional policies

4. User Content

You may submit or upload content, including event information and communications (“User Content”).

You retain ownership of your User Content. You grant Lounge a limited, worldwide, non-exclusive, royalty-free license to use, host, store, and display such content solely as necessary to operate and maintain the Service and to provide it to you and your Institution. Where your Institution has a separate agreement with Lounge, Lounge's use of student records and institutional data is governed exclusively by that agreement and any applicable data processing agreement. Lounge does not use student records, institutional data, or User Content to train or fine-tune Lounge or third-party artificial intelligence or machine learning models unless expressly authorized in writing by the Institution.

You are responsible for ensuring your User Content:

  • Is accurate and lawful

  • Complies with applicable policies and regulations

  • Does not infringe third-party rights

Lounge may remove content that violates this Agreement or applicable policies.

5. Acceptable Use

You agree not to:

  • Use the Service for unlawful, fraudulent, or misleading purposes

  • Create unauthorized or deceptive events

  • Interfere with the operation or security of the Service

  • Upload malicious code or harmful content

Lounge may take reasonable action, including removal of content or suspension of access, to enforce this section.

6. Privacy, Reporting, and Institutional Review

Default visibility. Some content within the Services is private by default, meaning it is not routinely visible to institutional administrators in the ordinary course. This generally includes direct messages between Users and personal profile fields you have not made public. Other content is visible by design, including posts to organization or channel feeds, event listings you create, RSVP and attendance records, roster and membership information, and submissions to forms, budgets, or compliance workflows. Visibility depends on your Institution’s configuration, and your Institution, rather than Lounge, determines the settings that apply to you.

When private content may be accessed. Content that is private by default may be accessed, retained, exported, or disclosed where reasonably necessary in the following circumstances:

  • The content is reported through a reporting mechanism in the Services, or is otherwise brought to the attention of Lounge or your Institution

  • Your Institution initiates or conducts an investigation, conduct proceeding, compliance review, or risk or safety inquiry

  • Access is necessary to respond to a credible risk of harm to any person

  • Access is required to investigate a suspected violation of this Agreement, institutional policy, or applicable law

  • Access is required by law, subpoena, court order, or other legal process, or in connection with actual or anticipated litigation or a preservation obligation

  • Access is necessary for Lounge personnel to provide technical support requested by you or your Institution, to maintain the security and integrity of the Services, or to comply with legal obligations

  • Access to private-by-default content is limited to authorized personnel, must be reasonably related to the applicable purpose, and remains subject to the Institution’s policies, Lounge’s agreement with the Institution, and applicable law.

What this means. Private by default does not mean inaccessible under all circumstances or encrypted end-to-end. Access remains subject to applicable institutional permissions, Lounge’s contractual confidentiality and security obligations, and applicable law. You should not use the Services to send content you would not want disclosed to your Institution, and you should not assume that deleting content removes it from backups, logs, or records subject to a retention or preservation obligation.

Institutional processes. Where content is provided to your Institution, any resulting process, including student conduct, organizational compliance, hazing prevention, or disciplinary proceedings, is conducted solely by the Institution under its own policies. Lounge does not make findings, determine outcomes, or impose sanctions. Any question or appeal regarding an institutional decision must be directed to your Institution.

7. Events and Transactions

The Service may enable users to organize events and facilitate registrations or payments.

  • Event organizers are responsible for the accuracy and execution of events

  • Lounge provides the platform but does not organize, sponsor, or control events

  • Payment processing may be handled by third-party providers

To the extent permitted by law, Lounge is not responsible for disputes between users, including event-related or payment-related issues.

8. Third-Party Services

The Service may integrate with third-party systems, including payment providers and identity providers. Independent third-party services selected or enabled by a User or Institution may be subject to their own terms and privacy practices.

Lounge is not responsible for the availability or performance of independent third-party services outside Lounge’s reasonable control. This does not limit Lounge’s obligations regarding subprocessors appointed by Lounge or its responsibilities under an applicable agreement with an Institution.

9. Intellectual Property

The Service, including all related software, content, and materials (excluding User Content), is owned by Lounge or its licensors and is protected by applicable intellectual property laws.

No rights are granted except as expressly set forth in this Agreement.

10. Service Availability

Lounge will use commercially reasonable efforts to maintain the availability and security of the Service. However, the Service may be unavailable from time to time due to maintenance, updates, or factors beyond our control.

11. Disclaimer of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.”

TO THE EXTENT PERMITTED BY LAW, LOUNGE DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Nothing in this Agreement excludes rights that cannot be excluded under applicable law.

12. Limitation of Liability

TO THE EXTENT PERMITTED BY LAW:

  • LOUNGE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF DATA, REVENUE, OR PROFITS

  • LOUNGE’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF:

    • $100 USD, OR

    • THE AMOUNT PAID (IF ANY) BY YOU TO LOUNGE IN THE 12 MONTHS PRECEDING THE CLAIM

This limitation reflects a reasonable allocation of risk between the parties. These limitations do not apply to, and do not limit, Lounge's obligations or liability under any separate agreement with your Institution, including any agreed liability, confidentiality, data protection, or security commitments. Nor do they apply to liability that cannot be limited under applicable law.

13. Indemnification

To the extent permitted by law, you agree to indemnify and hold harmless Lounge from third-party claims arising out of:

  • Your unlawful or unauthorized use of the Service

  • Your User Content, where it infringes third-party rights or violates applicable law

  • Your intentional violation of this Agreement

This section does not apply to any Institution, and nothing in this section requires an Institution to indemnify Lounge.

14. Termination

Lounge may suspend or terminate your access where reasonably necessary to:

  • Enforce this Agreement

  • Protect users or the Service

  • Comply with legal obligations

You may stop using the Service at any time. On termination, you may request a copy of your User Content, subject to your Institution’s instructions, applicable access controls, legal restrictions, and any applicable agreement between Lounge and your Institution. Lounge will retain and delete data in accordance with its Privacy Policy and any applicable agreement with your Institution.

15. Governing Law

This Agreement is governed by the laws of the State of Delaware, without regard to conflict of law principles, except that where you access the Service in connection with a public Institution and applicable law requires the law of another jurisdiction to apply, that law will govern.

16. Changes to This Agreement

Lounge may update this Agreement from time to time. Where changes are material, Lounge will take reasonable steps to notify Users and, where applicable, the relevant Institution. Updates to this Agreement do not amend or modify any separate agreement between Lounge and an Institution.

Continued use of the Service after changes constitutes acceptance.

17. Accessibility

Lounge is committed to maintaining the Service in substantial conformance with WCAG 2.1 Level AA. Accessibility documentation, including a VPAT, is available on request at admin@lounge.live.

18. Privacy

Lounge's collection and use of personal information is described in the Lounge Privacy Policy, which is incorporated into this Agreement by reference.

19. Security Incidents

Lounge maintains a documented incident response process. Lounge will notify affected Institutions of security incidents involving Institutional data without undue delay and in accordance with applicable law and the applicable institutional agreement. Lounge will notify individual Users where required by applicable law or in coordination with the relevant Institution.

20. Export Compliance

You may not use the Service in violation of applicable export control or sanctions laws, and you represent that you are not located in an embargoed jurisdiction or subject to applicable restricted-party lists.

21. General

If any provision of this Agreement is unenforceable, the remainder remains in effect. Lounge may assign this Agreement in connection with a merger, acquisition, or sale of assets. Neither party is liable for delays caused by events beyond its reasonable control. This Agreement, together with the Privacy Policy, is the entire agreement between you and Lounge regarding individual use of the Service.

22. Contact

Lounge Technologies, Inc.
2348 Coney Island Ave, Brooklyn, 11223, New York, United States
admin@lounge.live