Terms of Service

Welcome to OpenDay! These Terms of Service ("Terms") constitute a legally binding agreement between you and OpenDay, LLC, a Texas limited liability company ("OpenDay," "we," "us," or "our"), governing your access to and use of our website, mobile applications, and related services (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, our [Privacy Policy], and all other policies referenced herein (collectively, the "Agreement"). If you do not agree with any part of this Agreement, you must not access or use our Services.

ARBITRATION NOTICE: By using our Services, you agree — subject to the limited exceptions described in Section 19 — to resolve disputes with OpenDay through binding individual arbitration rather than in court, and you waive any right to participate in class actions or class-wide arbitration. If the law in your jurisdiction does not permit mandatory arbitration, disputes will be resolved in accordance with Section 20 ("Governing Law and Jurisdiction").

General Overview
Privacy Policy
Eligibility
Account Registration and Security
The OpenDay Marketplace
Buyer Terms
Seller Terms
Fees and Payments
Shipping and Fulfillment
Refunds and Disputes
Live Streaming
Virtual Tokens and Gifting
User Content
Intellectual Property
DMCA and Copyright Complaints
Prohibited Uses
Account Suspension and Termination
Disclaimers and Limitation of Liability
Dispute Resolution and Arbitration
Governing Law and Jurisdiction
Indemnification
Third-Party Services
Electronic Communications
Modifications to Terms
General Provisions
Contact Us

1. General Overview

OpenDay is an online marketplace that connects buyers and sellers through live streaming and traditional e-commerce. We provide a platform where users can list, discover, and purchase a wide variety of items ("Items").

OpenDay is a platform, not a party to your transactions. We facilitate communication, payment processing (through our third-party payment processor, Stripe), shipping logistics, and live streaming infrastructure. However, we do not own, create, manufacture, store, inspect, or endorse the Items listed for sale. All transactions are between the applicable buyer and seller. Each seller is solely responsible for the accuracy of their listings, the quality and legality of their Items, and the fulfillment of their orders.

2. Privacy Policy

Your privacy is important to us. Our [Privacy Policy] explains how we collect, use, store, and protect your personal information. By using OpenDay, you consent to the data practices described in our Privacy Policy, which is incorporated into these Terms by reference.

3. Eligibility

To use OpenDay, you must:

Be at least 18 years old or the age of majority in your jurisdiction, whichever is higher;
Have the legal capacity to enter into a binding agreement;
Not have been previously suspended or removed from our Services; and
Comply with all applicable local, state, national, and international laws and regulations.

By creating an account, you represent and warrant that you meet all of the foregoing eligibility requirements. If you are using the Services on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms.

4. Account Registration and Security

To access certain features of OpenDay, you must create an account. When you do so, you agree to:

Provide accurate, current, and complete registration information;
Maintain and promptly update your account information to keep it accurate and complete;
Keep your password and login credentials secure and confidential;
Accept full responsibility for all activities that occur under your account;
Notify us immediately at legal@openday.com if you become aware of any unauthorized access to or use of your account; and
Not create more than one account, or create an account on behalf of another person without their permission.

We reserve the right to suspend or terminate accounts that we reasonably believe contain inaccurate information or that are being used in violation of these Terms.

5. The OpenDay Marketplace

5.1 Role of OpenDay

OpenDay provides the technology platform that enables buyers and sellers to connect and transact. We are not a buyer, seller, auctioneer, broker, or agent of any user. We do not transfer legal ownership of Items from sellers to buyers.

5.2 No Endorsement

The inclusion of any Item, listing, seller, or content on our platform does not constitute an endorsement, guarantee, or recommendation by OpenDay. We do not verify the truth or accuracy of any user's listings, identity claims, or representations.

5.3 Transactions Between Users

When a buyer purchases an Item from a seller, the buyer is entering into a direct transaction with that seller. OpenDay is not a party to that transaction and bears no responsibility for the performance of either party, except as expressly stated in these Terms.

6. Buyer Terms

6.1 Purchasing Items

When you purchase an Item on OpenDay, you agree to pay the listed price plus any applicable taxes, shipping fees, and other charges displayed at checkout. All prices are listed in U.S. dollars unless otherwise specified.

6.2 Payment

All payments are processed through Stripe, our third-party payment processor. By making a purchase, you agree to Stripe's terms of service and authorize the applicable charges. OpenDay does not store your full credit card or payment details.

6.3 Taxes

Sales tax, value-added tax, or other applicable taxes may be collected at checkout as required by law. Tax amounts are calculated based on the shipping destination and applicable tax rates.

6.4 Order Confirmation

After completing a purchase, you will receive an order confirmation via email. This confirmation does not guarantee availability; in the rare event that an Item becomes unavailable after your purchase, we will notify you and facilitate a refund.

6.5 Buyer Responsibilities

As a buyer, you are responsible for:

Reviewing Item listings, descriptions, and photos carefully before purchasing;
Providing accurate shipping information; and
Communicating directly with sellers regarding any questions about Items before or after purchase.

7. Seller Terms

7.1 Becoming a Seller

To sell on OpenDay, you must complete the seller registration process, which includes identity verification and setting up a Stripe Connect account for payment processing. By registering as a seller, you agree to Stripe's Connected Account Agreement in addition to these Terms.

7.2 Seller Representations and Warranties

As a seller, you represent and warrant that:

You have the legal right to sell each Item you list;
Your listings are accurate, complete, and not misleading;
Your Items comply with all applicable laws and regulations, including consumer protection, product safety, and labeling requirements;
You will not list counterfeit, stolen, recalled, hazardous, or otherwise prohibited Items;
You hold all necessary licenses, permits, and authorizations required to sell your Items; and
You will fulfill all orders promptly and in accordance with these Terms.

7.3 Listing Standards

Sellers must ensure that all listings:

Accurately describe the Item, including its condition, dimensions, materials, and any known defects;
Include clear, original photographs of the actual Item being sold;
Are categorized correctly; and
Do not contain misleading pricing, hidden terms, or bait-and-switch tactics.

OpenDay reserves the right to remove or modify any listing that violates these standards or these Terms.

7.4 Seller Account Status

Your seller account status (e.g., active, needs information, payouts disabled, under review) is determined by Stripe based on your identity verification and compliance with Stripe's requirements. You must keep your Stripe account in good standing to sell on OpenDay. If your account status changes in a way that prevents you from accepting payments or receiving payouts, your listings may be hidden until the issue is resolved.

7.5 Seller Tax Obligations

Sellers are solely responsible for determining and fulfilling their own tax obligations, including income tax reporting, sales tax remittance (where applicable), and any required tax filings. OpenDay may issue tax forms (such as IRS Form 1099-K) as required by law.

8. Fees and Payments

8.1 Platform Fee

OpenDay charges sellers a platform fee on each transaction. The platform fee is calculated as follows:

7% of the product subtotal on the first $500 of each order; plus
3.5% of the product subtotal on any amount exceeding $500 per order.

The platform fee applies to the product subtotal only and does not apply to shipping charges or taxes.

8.2 Payment Processing Fee

Sellers pay a payment processing fee of 2.9% + $0.30 on the total order amount (including products, shipping, and taxes). This fee is charged by Stripe and deducted from the seller's payout.

8.3 Shipping Costs

Shipping costs, if applicable, are calculated at checkout based on package dimensions, weight, and destination. Sellers bear the actual shipping label cost, which is deducted from their payout. See Section 9 for details.

8.4 No Subscription Fees

OpenDay does not charge monthly subscription fees. All sellers have access to the same features, including live streaming capabilities and unlimited streaming hours.

8.5 Payout Schedule

Seller payouts are processed after an Item is confirmed delivered, subject to a holding period of approximately three (3) business days from confirmed delivery. Payouts are made to the bank account linked to the seller's Stripe Connect account.

8.6 Fee Changes

OpenDay reserves the right to change its fee structure at any time. We will provide sellers with at least thirty (30) days' notice of any fee changes via email or in-platform notification. Continued use of the Services after the effective date of a fee change constitutes acceptance of the new fees.

9. Shipping and Fulfillment

9.1 Seller Shipping Obligations

Sellers are responsible for:

Configuring accurate shipping information, including a valid ship-from address and package dimensions/weights;
Generating shipping labels and shipping Items promptly after an order is placed;
Packaging Items securely and appropriately for transit; and
Providing tracking information for all shipments.

9.2 Shipping Rates

Shipping rates displayed to buyers at checkout are calculated based on package dimensions, weight, shipping category, and destination. These rates include the actual carrier cost plus a handling fee retained by OpenDay.

9.3 Free Shipping

Sellers may choose to offer free shipping on some or all orders. When free shipping is offered, the actual carrier cost is deducted from the seller's payout.

9.4 Shipping Adjustments

If the actual weight or dimensions of a shipped package differ from what was declared at the time of label generation, the shipping carrier may issue a cost adjustment. Any adjustment will be deducted from the seller's pending payout. If the payout has already been disbursed, the adjustment will be collected from the seller's future earnings or resolved directly with the seller.

9.5 Delivery Issues

OpenDay is not responsible for delays, losses, or damage caused by shipping carriers. Buyers and sellers should work together to resolve delivery issues. If a resolution cannot be reached, either party may contact OpenDay for assistance.

9.6 Prohibited Shipments

Sellers must not ship Items that are prohibited by the applicable carrier, applicable law, or these Terms. OpenDay reserves the right to cancel orders involving prohibited shipments.

10. Refunds and Disputes

10.1 Refund Policy

Refund eligibility is determined on a case-by-case basis. Refunds may be issued in the following circumstances:

Item not received;
Item significantly not as described;
Item arrived damaged or defective; or
Seller is unable to fulfill the order.

10.2 Refund Process

Buyers may request a refund by contacting the seller directly or by reaching out to OpenDay support. Refunds are processed through Stripe and returned to the buyer's original payment method. Processing times may vary depending on the buyer's financial institution.

10.3 Partial Refunds

In some cases, a partial refund may be appropriate (for example, if only part of an order was affected). Partial refunds will be determined based on the specifics of each situation.

10.4 Seller Responsibility

When a refund is issued, the refunded amount is deducted from the seller's payout. If the payout has already been disbursed, the refund amount may be recovered from future payouts or through a Stripe transfer reversal.

10.5 Disputes

If a buyer and seller cannot resolve a dispute, either party may contact OpenDay for mediation. OpenDay will review the available evidence and make a determination at its sole discretion. OpenDay's decision regarding disputes is final.

10.6 Chargebacks

If a buyer initiates a chargeback through their payment provider, OpenDay and the seller will cooperate to respond to the chargeback. Sellers acknowledge that chargebacks may result in the disputed amount being withheld or reversed from their account.

11. Live Streaming

11.1 Overview

OpenDay provides live streaming capabilities that allow sellers to showcase and sell Items in real time. Live streams are hosted using third-party streaming infrastructure provided by Amazon Interactive Video Service (IVS).

11.2 Streaming Conduct

Users who host or participate in live streams must:

Comply with all applicable laws and these Terms;
Not broadcast content that is obscene, violent, hateful, harassing, or otherwise objectionable;
Not broadcast content that infringes the intellectual property rights of any third party;
Not engage in deceptive practices, including misrepresenting Items or prices;
Not broadcast content featuring minors without the express written consent of a parent or legal guardian; and
Maintain a professional and respectful environment for all viewers and participants.

11.3 Stream Chat

Live streams include real-time chat functionality. All chat messages are subject to these Terms. OpenDay reserves the right to moderate, filter, or remove chat messages that violate these Terms or our community guidelines.

11.4 Recording and Replay

Live streams may be recorded and made available for on-demand replay. By streaming on OpenDay, you consent to the recording and distribution of your live stream content through our platform.

11.5 Stream Interruptions

OpenDay does not guarantee uninterrupted streaming. We are not liable for technical issues, latency, outages, or other interruptions that may affect live streams.

12. Virtual Tokens and Gifting

12.1 Token Purchases

OpenDay may offer virtual tokens that users can purchase and use to send gifts to sellers during live streams or at other times. Tokens are purchased with real currency and are subject to the following terms:

Token purchases are final and non-refundable, except as required by applicable law;
Tokens have no cash value and cannot be redeemed for cash;
Tokens are non-transferable, except through the gifting functionality provided by the platform; and
OpenDay reserves the right to modify token pricing, availability, and functionality at any time.

12.2 Gifting

When you send a gift using tokens, the recipient seller receives the value of the gift in accordance with OpenDay's payout policies. OpenDay may retain a portion of the token value as a platform fee.

12.3 No Ownership Interest

Tokens do not represent an ownership interest in OpenDay or any right to future revenue, profits, or distributions.

13. User Content

13.1 Definition

"User Content" includes all text, images, photos, videos, live streams, audio, reviews, comments, messages, listings, and any other content that users submit, post, upload, or transmit through the Services.

13.2 License Grant

By submitting User Content, you grant OpenDay a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform your User Content in connection with operating, promoting, and improving the Services. This license persists for as long as your content remains on the platform and for a reasonable period thereafter to allow for the orderly removal of content and the fulfillment of any existing transactions.

13.3 Your Representations

You represent and warrant that:

You own or have the necessary rights and permissions to submit your User Content;
Your User Content does not violate the rights of any third party, including intellectual property, privacy, or publicity rights; and
Your User Content complies with these Terms and all applicable laws.

13.4 Content Moderation

OpenDay reserves the right, but is not obligated, to monitor, review, edit, or remove any User Content at our sole discretion, for any reason, including but not limited to violations of these Terms.

13.5 Feedback

If you provide OpenDay with any feedback, suggestions, or ideas regarding the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use such feedback for any purpose without obligation to you.

14. Intellectual Property

14.1 OpenDay Intellectual Property

The Services, including all software, designs, text, graphics, logos, icons, images, audio, video, and the arrangement thereof, are owned by or licensed to OpenDay, LLC and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws. The OpenDay name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of OpenDay, LLC. You may not use these marks without our prior written permission.

14.2 Limited License

Subject to your compliance with these Terms, OpenDay grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal or internal business purposes. This license does not include the right to: (a) modify or copy the Services or any content therein; (b) use the Services for any commercial purpose other than buying and selling as permitted herein; (c) reverse engineer any software or technology underlying the Services; or (d) use data mining, robots, or similar data gathering methods.

15. DMCA and Copyright Complaints

OpenDay respects the intellectual property rights of others and expects users to do the same. If you believe that your copyrighted work has been copied or used in a way that constitutes copyright infringement, please provide our designated copyright agent with the following information:

A physical or electronic signature of the copyright owner or authorized representative;
Identification of the copyrighted work claimed to have been infringed;
Identification of the material that is claimed to be infringing, with sufficient detail for us to locate it;
Your contact information (address, telephone number, email);
A statement that you have a good-faith belief that the disputed use is not authorized; and
A statement, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the owner's behalf.

Send copyright notices to: legal@openday.com

OpenDay will respond to valid DMCA notices in accordance with the Digital Millennium Copyright Act. Repeat infringers may have their accounts terminated.

16. Prohibited Uses

You agree not to use the Services to:

Violate any applicable local, state, national, or international law or regulation;
Post, list, or transmit content that is false, misleading, deceptive, or fraudulent;
Sell or list counterfeit, stolen, recalled, hazardous, or illegal Items;
Sell or list weapons, ammunition, explosives, illegal drugs, controlled substances, or drug paraphernalia;
Infringe or misappropriate the intellectual property rights of any third party;
Harass, bully, threaten, defame, intimidate, or abuse any person;
Engage in hate speech or discriminatory language or behavior based on race, ethnicity, gender, sexual orientation, religion, disability, or any other protected characteristic;
Transmit viruses, malware, spyware, or other harmful or disruptive code;
Interfere with or disrupt the integrity, security, or performance of the Services;
Attempt to gain unauthorized access to any part of the Services, other user accounts, or systems connected to the Services;
Use any automated system, including bots, scrapers, or crawlers, to access or interact with the Services without our express written permission;
Circumvent, disable, or interfere with any security features of the Services;
Engage in price manipulation, shill bidding, or other deceptive marketplace practices;
Create multiple accounts to evade bans, suspensions, or fee obligations;
Use the Services to launder money or finance illegal activities;
Collect or harvest personal information of other users without their consent;
Impersonate any person or entity, or falsely claim an affiliation with any person or entity; or
Encourage or assist any third party in doing any of the foregoing.

17. Account Suspension and Termination

17.1 By OpenDay

We reserve the right to suspend, restrict, or terminate your account and access to the Services at any time, with or without notice, for any reason, including but not limited to:

Violation of these Terms or any OpenDay policy;
Fraudulent, abusive, or illegal activity;
Repeated complaints or disputes from other users;
Extended inactivity; or
Upon request by law enforcement or a government agency.

17.2 By You

You may close your account at any time through your account settings or by contacting us at legal@openday.com. Account closure does not relieve you of any obligations incurred before the closure, including outstanding orders, pending payouts, or unresolved disputes.

17.3 Effect of Termination

Upon termination:

Your right to access and use the Services will immediately cease;
Any pending orders must still be fulfilled by the seller or refunded to the buyer;
Any pending payouts will be processed in accordance with our standard payout schedule, subject to any holds for disputes or adjustments;
OpenDay may retain your account data as required by law or for legitimate business purposes; and
Sections of these Terms that by their nature should survive termination will remain in effect, including but not limited to Sections 13, 14, 18, 19, 20, and 21.

18. Disclaimers and Limitation of Liability

18.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, OPENDAY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WITHOUT LIMITING THE FOREGOING, OPENDAY DOES NOT WARRANT THAT: (A) THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; (B) ANY DEFECTS WILL BE CORRECTED; (C) THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.

OPENDAY DOES NOT WARRANT THE QUALITY, SAFETY, LEGALITY, OR AUTHENTICITY OF ANY ITEMS LISTED OR SOLD THROUGH THE SERVICES.

18.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OPENDAY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH: (A) YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY USER OR THIRD PARTY ON THE SERVICES; (C) ANY ITEMS PURCHASED OR SOLD THROUGH THE SERVICES; (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR CONTENT OR DATA; OR (E) ANY OTHER MATTER RELATING TO THE SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OPENDAY'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (I) THE AMOUNTS PAID BY YOU TO OPENDAY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (II) ONE HUNDRED U.S. DOLLARS ($100.00).

THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND REGARDLESS OF WHETHER OPENDAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, THE LIMITATIONS IN THIS SECTION SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.

19. Dispute Resolution and Arbitration

19.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact us at legal@openday.com and attempt to resolve the dispute informally for at least thirty (30) days. Most disputes can be resolved without resorting to arbitration or litigation.

19.2 Binding Arbitration

If we cannot resolve a dispute informally, you and OpenDay agree to resolve any claims relating to these Terms or the Services through final and binding individual arbitration, except as set forth in Section 19.5 below. The arbitration shall be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules.

19.3 Arbitration Procedures

The arbitration shall take place in the State of Texas, or at another mutually agreed-upon location, or via telephone or videoconference if requested by either party.
The arbitrator shall apply Texas law consistent with the Federal Arbitration Act.
The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.
OpenDay will pay all AAA filing, administration, and arbitrator fees for claims under $10,000, unless the arbitrator finds the claim to be frivolous.

19.4 Class Action Waiver

YOU AND OPENDAY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. Unless both you and OpenDay agree otherwise, the arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

19.5 Exceptions

Notwithstanding the foregoing, either party may: (a) bring an individual action in small claims court for claims within the court's jurisdiction; or (b) seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

19.6 Opt-Out

You may opt out of the arbitration and class action waiver provisions by sending written notice to legal@openday.com within thirty (30) days of first accepting these Terms. Your notice must include your name, mailing address, and a statement that you wish to opt out. If you opt out, the Governing Law and Jurisdiction section (Section 20) will apply.

20. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law provisions. For any disputes not subject to arbitration, you and OpenDay consent to the exclusive jurisdiction and venue of the state and federal courts located in the State of Texas.

21. Indemnification

You agree to indemnify, defend, and hold harmless OpenDay, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

Your access to or use of the Services;
Your violation of these Terms or any applicable law or regulation;
Your User Content;
Any Items you list, sell, or purchase through the Services;
Your interaction with any other user;
Any dispute between you and another user; or
Your violation of any third party's rights, including intellectual property, privacy, or publicity rights.

OpenDay reserves the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

22. Third-Party Services

22.1 Third-Party Integrations

The Services may contain links to or integrations with third-party websites, services, or applications, including but not limited to Stripe (payment processing), Amazon Web Services (streaming and hosting), and EasyPost (shipping). OpenDay does not control, endorse, or assume responsibility for any third-party services.

22.2 Third-Party Terms

Your use of any third-party service is subject to that third party's own terms of service and privacy policy. You are solely responsible for reviewing and complying with those terms. Any issues arising from your use of third-party services should be directed to the applicable third party.

23. Electronic Communications

By creating an account on OpenDay, you consent to receive electronic communications from us, including but not limited to:

Account-related notifications (e.g., order confirmations, shipping updates, payout notifications);
Service announcements and updates;
Marketing and promotional materials (from which you may opt out at any time); and
Legal notices.

You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

24. Modifications to Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will:

Post the revised Terms on this page;
Update the "Last Updated" date at the top of these Terms; and
Notify you via email or in-platform notification at least fifteen (15) days before the changes take effect (for material changes).

Your continued use of the Services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree with the changes, you must stop using the Services and close your account.

25. General Provisions

25.1 Entire Agreement

These Terms, together with the Privacy Policy and all other policies referenced herein, constitute the entire agreement between you and OpenDay regarding the Services and supersede all prior and contemporaneous agreements, proposals, or representations, whether written or oral.

25.2 Waiver

The failure of OpenDay to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of OpenDay.

25.3 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

25.4 Assignment

You may not assign or transfer these Terms, or any rights or obligations hereunder, without OpenDay's prior written consent. OpenDay may assign these Terms without restriction. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties and their respective successors and permitted assigns.

25.5 Force Majeure

OpenDay shall not be liable for any delay or failure to perform its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, flood, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

25.6 No Agency

Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and OpenDay. Neither party has the authority to bind the other or incur obligations on behalf of the other.

25.7 Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect.

26. Contact Us

If you have any questions about these Terms of Service, please contact us at:

OpenDay, LLC

Email: legal@openday.com