VIREO CLUB

Terms of Use & Founding Member Deposit Terms

Operated by DPB Firm LLC

Effective Date: April 2026

Last Updated: April 2026

PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE OR SUBMITTING A FOUNDING MEMBER DEPOSIT. BY ACCESSING THIS WEBSITE OR SUBMITTING A DEPOSIT, YOU AGREE TO BE BOUND BY THESE TERMS.

1.  Overview

These Terms of Use ("Terms") govern your access to and use of the Vireo Club website located at vireoclub.com (the "Site") and the Founding Member Deposit program offered through the Site. The Site and program are operated by DPB Firm LLC, a California limited liability company ("Vireo Club," "we," "us," or "our").

By accessing the Site or submitting a Founding Member Deposit, you ("User," "you," or "your") agree to these Terms in their entirety. If you do not agree, please do not use the Site or submit a deposit.

2.  Website Use & Acceptable Use

2.1  Permitted Use

You may access and use the Site solely for lawful purposes and in accordance with these Terms. Permitted uses include reviewing information about Vireo Club, submitting a Founding Member Deposit, and contacting us through designated channels.

2.2  Prohibited Conduct

You agree that you will not:

• Use the Site in any way that violates applicable federal, state, local, or international law or regulation

• Submit false, inaccurate, or misleading information in connection with a deposit or inquiry

• Attempt to gain unauthorized access to any portion of the Site or any systems or networks connected to it

• Use any robot, scraper, crawler, spider, or other automated means to access, collect, or harvest data from the Site

• Transmit any unsolicited commercial communications, spam, or chain messages through the Site

• Attempt to interfere with the proper operation of the Site, including through denial-of-service attacks, injection of malicious code, or similar conduct

• Impersonate Vireo Club, DPB Firm LLC, any of our personnel, or any other person or entity

• Use the Site or any content obtained through it for any commercial purpose without our express prior written consent

• Attempt to reverse engineer, decompile, or disassemble any software or technology underlying the Site

We reserve the right to terminate or restrict your access to the Site at any time, without notice, for any violation of these Terms or for any other reason we deem appropriate.

3.  Founding Member Deposit Terms

3.1  Deposit Amount

The Founding Member Deposit is $100 USD per person.

3.2  Purpose of Deposit

Submitting a deposit reserves your place in the Vireo Club Founding Member program and establishes your priority position for membership conversion. It is not a subscription, a membership agreement, or a guarantee of any specific opening date, facility, or configuration.

3.3  Application of Deposit

Upon conversion to an active Vireo Club membership, your $100 deposit will be applied in full as your initiation fee. The standard initiation fee for non-founding members is $250. No additional initiation fee will be charged to Founding Members who complete conversion.

3.4  Founding Member Rate

Founding Members who complete membership conversion will be enrolled at the exclusive Founding Member rate of $180 per month, which will remain locked for as long as the membership remains active and in good standing. The standard monthly rate for new members is $220 per month. Vireo Club reserves the right to modify standard rates at any time; locked Founding Member rates are not affected.

3.5  Priority & Conversion Order

Founding Member priority is determined by the date and time your deposit is received. Earlier deposits receive earlier conversion invitations. Vireo Club will contact depositors by email — in order of deposit — when the Club is ready to onboard members. No specific timeline for conversion outreach is guaranteed.

3.6  Conversion Process & Non-Refundability

Your deposit remains fully refundable until you affirmatively complete the membership conversion process. Upon accepting a conversion invitation and activating your membership, the $100 deposit is applied as your initiation fee and becomes non-refundable. You will be notified of the specific timeframe to accept your conversion invitation when contacted.

3.7  No Obligation to Convert

You are under no obligation to convert your deposit to a membership. If you decline your conversion invitation, do not respond within the stated conversion window, or request a refund at any time prior to conversion, no penalty will be assessed.

3.8  Refund Policy

Prior to completing membership conversion, your $100 deposit is fully refundable at any time, for any reason, with no deduction or penalty. To request a refund, email contact@vireoclub.com with your full name and the email address used at the time of deposit. Approved refunds will be processed within 7 business days and returned to the original payment method. Processing times may vary depending on your financial institution.

3.9  Payment Processing

Deposits are processed securely through a third-party payment processor. Vireo Club does not store your full payment card information. By submitting a deposit, you authorize the charge of $100 USD to your designated payment method. All transactions are denominated in U.S. Dollars.

3.10  No Guarantee of Opening Date or Configuration

Vireo Club is a pre-launch concept. Submission of a deposit does not guarantee a specific opening date, location, facility size, amenity set, or programming schedule. We are committed to transparency and will communicate material updates to all depositors via email as milestones are reached.

4.  Intellectual Property

4.1  Ownership

All content on the Site — including but not limited to the Vireo Club name, logo, brand identity, slogans, taglines, written content, images, graphics, design elements, layout, and all other materials (collectively, "Content") — is the exclusive property of DPB Firm LLC or its licensors and is protected by United States and international intellectual property laws, including copyright, trademark, and trade dress law.

4.2  Trademark Notice

"Vireo Club," "Vireo Sound," and related names and marks are trademarks and/or service marks of DPB Firm LLC. Use of these marks without our prior written consent is strictly prohibited. Unauthorized use may constitute trademark infringement and unfair competition under applicable law.

4.3  Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Site solely for personal, non-commercial purposes consistent with these Terms. This license does not include the right to: download, copy, or reproduce Content (other than as incidental to normal browser caching); modify or create derivative works; distribute, publicly display, or commercially exploit any Content; or remove any copyright, trademark, or proprietary notices.

4.4  Feedback

If you provide any feedback, suggestions, or ideas regarding the Site or Vireo Club's offerings, you grant DPB Firm LLC a perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, and incorporate such feedback without restriction or compensation to you.

5.  Disclaimers

5.1  No Warranties

THE SITE AND ALL CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, VIREO CLUB AND DPB FIRM LLC EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

5.2  Not Medical or Health Advice

IMPORTANT: Vireo Club is a coworking and wellness lifestyle membership club. The Site and any content published on it — including content related to wellness programming, sound experiences, or practitioner events — is provided for general informational and lifestyle purposes only. Nothing on this Site constitutes medical advice, psychiatric treatment, psychological counseling, clinical diagnosis, or any form of professional healthcare service.

Any wellness or health-related programming described on this Site is offered in a lifestyle and community context only. Vireo Club is a separate entity from Vireo Psychiatry and any affiliated clinical practices. Clinical and psychiatric services are independently operated by licensed professionals and are not offered through this Site or through Vireo Club membership.

Always consult a qualified healthcare professional before making decisions about your health, medications, or treatment. Do not disregard or delay seeking professional medical advice based on anything you read on this Site.

5.3  Accuracy of Information

We strive to keep information on the Site accurate and current, but we make no representations or warranties that the information is complete, accurate, reliable, or up to date. Pricing, membership tiers, programming, and all other details are subject to change without notice prior to the formal launch of Vireo Club.

5.4  No Investment Advice

Nothing on this Site constitutes financial, investment, tax, or legal advice. Depositors and prospective members should consult appropriate professionals before making financial decisions.

6.  Third-Party Links & Services

6.1  Third-Party Links

The Site may contain links to third-party websites, social media platforms, booking tools, or other external services ("Third-Party Sites"). These links are provided for your convenience only. DPB Firm LLC does not control, endorse, sponsor, or assume any responsibility for the content, privacy practices, or accuracy of any Third-Party Sites.

6.2  No Endorsement

The inclusion of any link on our Site does not imply our endorsement of the linked site or any association with its operators. We encourage you to review the terms and privacy policies of any Third-Party Sites you visit.

6.3  Third-Party Service Providers

We use third-party service providers to operate portions of the Site, including payment processing, email communications, and website hosting. Your use of services provided by these third parties is subject to their respective terms of service and privacy policies.

7.  Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, DPB FIRM LLC, ITS MANAGERS, MEMBERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE, THESE TERMS, OR THE FOUNDING MEMBER DEPOSIT PROGRAM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL DPB FIRM LLC'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE FOUNDING MEMBER DEPOSIT PROGRAM EXCEED THE AMOUNT OF YOUR DEPOSIT ($100 USD). FOR ALL OTHER CLAIMS RELATED TO SITE ACCESS OR USE, OUR LIABILITY SHALL NOT EXCEED $100 USD.

8.  Indemnification

You agree to indemnify, defend, and hold harmless DPB Firm LLC and its managers, members, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Site; (b) your violation of these Terms; (c) your violation of any applicable law or third-party rights; or (d) any information you submit through the Site.

9.  Changes to These Terms

We reserve the right to modify these Terms at any time at our sole discretion. When we make material changes, we will update the "Last Updated" date at the top of this page. For depositors, we will also provide notice via the email address on file. Your continued use of the Site following notice of any changes constitutes your acceptance of the revised Terms.

If a material change affects your deposit or the Founding Member program in a way you do not agree with, you may request a full refund (if you have not yet converted your membership) at any time after receiving notice of the change.

10.  Governing Law & Dispute Resolution

10.1  Governing Law

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

10.2  Jurisdiction

You agree that any dispute arising under or relating to these Terms or your use of the Site shall be subject to the exclusive jurisdiction of the state and federal courts located in Los Angeles County, California.

10.3  Informal Resolution

Before initiating any formal legal proceeding, you agree to contact us at contact@vireoclub.com and provide a written description of the dispute. We will attempt to resolve any dispute informally within 30 days of receiving written notice.

11.  Miscellaneous

11.1  Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and DPB Firm LLC with respect to the Site and supersede all prior or contemporaneous communications and agreements.

11.2  Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force and effect.

11.3  Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

11.4  No Partnership

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and DPB Firm LLC.

12.  Contact Information

For questions about these Terms, refund requests, or general inquiries:

Vireo Club — DPB Firm LLC

Email: contact@vireoclub.com

Website: vireoclub.com

By using this Site or submitting a Founding Member Deposit, you acknowledge that you have read, understood, and agree to these Terms and Conditions.