Last Updated: 6/24/2022

Important note: These Terms contain provisions that limit our liability to you, eliminate your right to a trial by jury, require you to resolve disputes with us on an individual basis and not as a part of any class or representative action, and through final and binding arbitration. Review the Dispute Resolution section (Section 17) below for details on your agreement to arbitrate disputes.

Please read these Terms carefully for important information about your rights and obligations in the Victoria's Secret Credit Card Rewards Program ("Program"). By participating in the Program and/or receiving Cardmembers Benefits, you agree to these Terms. In these Terms, "Cardmembers", "Cardholder", "Participant", "you" and "your" mean the Credit Card Account holder. "Bank" shall mean Comenity Bank or its assignees. "We" "our," "ours," "us," and "Victoria's Secret" mean Victoria's Secret Stores Brand Management, Inc. or its affiliates or assignees. Other capitalized words not specifically defined have the same meaning as in your Credit Card Account Agreement.

The Program is provided by Victoria's Secret and serviced by Comenity Bank ("Comenity Bank"). Victoria's Secret may withdraw the Program or change the terms of the Program at any time (subject to notification requirements), including the right to discontinue or change the benefits of the Program. If any changes are made to these Terms or the Program, new terms will be posted and/or notification will be posted at www.victoriassecret.com/creditcardterms.

For the most up to date terms, please visit www.victoriassecret.com/creditcardterms.

The purpose of the Program is to reward customers for certain uses of their Victoria's Secret Credit Card, PINK Credit Card, Victoria's Secret Mastercard® Credit Card or Victoria's Secret PINK Mastercard® (each, a "Card"). The Terms may be supplemented with additional terms, conditions, and disclosures, including, but not limited to, applicable terms related to any promotional offers provided to you for use in connection with the Program (collectively, "Additional Terms").

Important changes to the Program beginning 03/29/2022: Earn 5% back (10 points for every $1 spent) on purchases made with your Victoria's Secret Credit Card, Victoria's Secret Mastercard® Credit Card, Victoria's Secret PINK Mastercard® Credit Card or PINK Credit Card at Victoria's Secret and PINK stores and online at victoriassecret.com. Earn 3x points (30 points) per $1 spent on all bra purchases at Victoria's Secret and PINK stores and online at victoriassecret.com. For every 2,000 points earned (e.g., 10 points X $200 spent = 2,000 points), you will be eligible to receive a $10 reward certificate, which is equivalent to 5% back in rewards (e.g., $200 spent X 0.05 = $10). Gold Cardmembers earn 7.5% back (15 points for every $1 spent and 45 points per $1 spent on all bra purchases at Victoria's Secret and PINK stores and online at victoriassecret.com). For every 2,000 points earned (e.g., 15 points X $134 spent = 2,000 points), you will be eligible to receive a $10 reward certificate, which is equivalent to 7.5% back in rewards (e.g., $134 spent X 0.075 = $10).

1. General Information; Definitions; Changes:

The Program allows you to earn reward points ("Points") on the dollars you spend as described in the "Earning Points" section using your Victoria's Secret Credit Card account (your "Account"). Points may be earned by you and anyone you authorize to use the Account. Points are redeemable for The Victoria's Secret Credit Card Rewards Certificates/PINK Card Rewards Certificates ("Rewards") as specified in the Earning Points section.

These Terms are separate and independent from your Victoria's Secret Credit Card Account Agreement (your "Account Agreement"), which governs the use of your Card. In the event of any conflict between these Terms and your Account Agreement, these Terms will control in any matter relating to the Program. All information collected in connection with the Program is subject to the Victoria's Secret privacy policy, which can be obtained here. Purchases made on victoriassecret.com are subject to website Terms and Conditions/Terms of Use found here. In the event that any website Terms and Conditions/Terms of Use conflict with these Terms, these Terms will control.

We may temporarily prohibit you from earning Points, using Points, receiving or redeeming Rewards, or using any features of the Program if: your Account becomes delinquent; the Bank suspects that you or any authorized user has engaged in fraudulent activity related to your Account or the Program; or we suspect that you misused the Program in any way.

All Program rules apply to Program participation, Point offers, Point accrual, Point redemption, status points, rewards and benefits. Participation is subject to any terms and conditions, rules, policies and procedures that Victoria's Secret may at its discretion change at any time, with or without notice to you. The Program is provided by Victoria's Secret, and Victoria's Secret reserves the right to terminate the Program or change any aspect of the Program, including, but not limited to, the Program terms, benefits, conditions of participation, Reward Level (defined in Section 3. Earning Points), or Points levels, in whole or in part, at any time, with or without notice to you.

2. Eligibility; Withdrawal of Program:

To participate in the Program, you must meet the eligibility requirements for obtaining a Card, which are incorporated herein by this reference. You will be automatically enrolled in the Program when the Bank opens your Account. You may cancel your participation in the Program in accordance with the Cancelling Program Participation Section (Section 14). Notwithstanding anything to the contrary in these Terms, in addition, we reserve the right to approve, deny or revoke Participation in the Program to any individual for any non-discriminatory reason whatsoever. We may remove you from the Program for misuse of the Program, which we will determine in our sole discretion. Account behavior, including, but not limited to, the amount of purchases made, purchases returned, points earned, and rewards redeemed, will be considered in determining misuse. "Participation" includes Points earning, Rewards earning and redemption, upgraded tier status, and any other benefits associated with the Program. Removal from the Program will result in the forfeiture of any points earned, any fulfilled and unfulfilled Rewards or any benefits related to the Program.

3. Earning Points:

You will earn Points when you, or an Authorized user, make eligible purchases of goods for personal, family and household purposes using your Account, minus any returns, refunds or credit adjustments ("Net Eligible Purchases"). Reward earn is rounded to the nearest whole point value using standard rounding. Earning calculations that end in 0.5 will round up to the next whole dollar value. For example, earn calculated of $1.50 rounds to $2.00. All calculations that result in less than 0.5 will round down. For example, calculated earn of $1.40 would round to $1.00.

(a) Points for Net Eligible Purchases. Subject to certain exclusions listed below.

• i. Using the Victoria's Secret Credit Card and Victoria's Secret Mastercard Credit Card, you will earn:

• Base and Silver Cardmembers: Earn 5% back or 10 points for every $1 of Net Eligible Purchases made at Victoria's Secret and PINK stores within the United States and online at victoriassecret.com, and charged to the card each billing cycle. 5% back in rewards will not be earned on purchases made at Victoria's Secret and PINK stores located outside the United States and its territories.
• Gold Cardmembers: Earn 7.5% back or 15 points for every $1 of Net Eligible Purchases at Victoria's Secret and PINK stores and online at victoriassecret.com.

  ii. Using only the Victoria's Secret Mastercard Credit Card, you will also earn:

• 2% back or 4 points for each $1 of Net Eligible Purchases made on Dining, Travel and Streaming Services*.
• 1% back or 2 points for each $1 of Net Eligible Purchases made everywhere else Mastercard is accepted.

*Reward Merchant Classification Codes: Merchants who accept Mastercard are assigned a merchant classification code ("MCC"), which is determined by the merchant or its processor in accordance with Mastercard control the assignment of MCCs and are not responsible for incorrectly coded purchases. Even though a merchant or some of the items it sells may appear to fit within a certain rewards category, the merchant may not have a MCC in that category. Purchases made with third-party payment accounts, including, but not limited to, PayPal and Venmo, will not earn additional points.

Points are not earned on: Gift cards on purchases, unauthorized or fraudulent charges, charges that violate the terms of your Account Agreement or these Terms, interest charges, and fees of any kind. Points you earn may not be combined with Points earned on any other credit accounts. Returned items may result in credits being applied to your Account, which will reduce or may eliminate accumulated Points and may result in a negative Points balance. If your Points balance goes negative, you must first earn Points to bring your Points balance to zero (0) before earning any Points eligible for redemption. Victoria's Secret and Bank reserve the right to verify and adjust Points, as applicable, at any time.

(b) Points for Special Offers. From time to time, we may make bonus offers to earn additional Points ("Bonus Points"). Read each offer carefully, as there may be important conditions or limitations, such as blackout periods, Bonus Points limits, or exclusions. You may have to register to qualify for the offer. We may change or withdraw an offer at any time without notice. Any such change or withdrawal will not affect Bonus Points already earned. Certain offers may only be communicated via email. Tax and shipping charges are excluded from specials offers and bonuses.

Your Net Eligible Purchase must be completed and the transaction charged to your Account during the special offer period in order for you to earn the applicable Bonus Points. For mail order, special order, online, and other purchases, please be aware that we may not charge your Account until items purchased have shipped. For e-mail only benefit offers, you must provide and maintain a valid e-mail address to receive offers. Review terms and conditions of each such special-offer promotion: limitations may apply. Benefits and rewards associated with the Card may vary by location. Not valid on previous purchases. Bonus Points may take up to 6 weeks to post to your Account.

i. Triple Points on Bra Purchases:

Base and Silver Cardmembers will earn 30 Points for each $1.00 spent on Victoria's Secret and PINK bra purchases; Gold Cardmembers will earn 45 Points for each $1.00 spent on Victoria's Secret and PINK bra purchases, including clearance and discounted bras. All other non-bra items purchased within the same transaction will earn the Points otherwise noted in the Earning Points Section and not earn triple Points. Separate bonus Point promotions cannot be combined at any time to earn more than the triple Points on a bra purchase.

ii. In-Store Payments:

Cardmembers can go in-store to make a payment on their Account. Base and Silver Cardmembers are eligible to earn 20 Points per dollar; Gold Cardmembers are eligible to earn 30 Points per dollar on any Net Eligible Purchases if an in-store payment is made at the time of transaction. Bonus Points will not be awarded on bra purchases, and cannot be combined with any other bonus Point promotions. This benefit can only be earned once per month up to a maximum of 2,000 Points.

(c) Posting of Points Earned; Expiration; Forfeiture. Please note that it may take up to 6 weeks for points from a Net Eligible Purchase to post to your Points balance. At any time, we may verify and adjust your Points balance based on our records and based on certain purchases not constituting, or no longer constituting, Net Eligible Purchases. Points will remain available in your Points balance until they are redeemed for a Reward as described in the Rewards section, are forfeited, or expire. Points will expire 12 months after the date that they are posted to your Points balance. Except as otherwise provided by applicable law, you will forfeit all unused Points if you file for bankruptcy, or your participation in the Program is terminated or your Account is closed for any reason. You will also forfeit Points as described in the Eligibility; Withdrawal of Program section and the Rewards section. You will not receive any compensation or new Points for your Points that expire or are forfeited.

Any Points you earn are considered a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable right solely for use towards the earning of Rewards. Accordingly, you have no property, proprietary, intellectual property, ownership, or monetary interest in your Points, which remain Victoria's Secret property at all times. Points have no "real world" or cash value and are not redeemable for cash, transferable or assignable for any reason or otherwise by operation of law. Points have no purpose or use except in exchange for rewards (if any) offered via the Program. Accordingly, Points may not be sold, purchased, brokered, bartered, transferred or altered in any way by you. Any attempted transaction of such sort will automatically be void. Anyone engaging in such transactions will be liable for damages to us, including, but not limited to, consequential damages, third party damages, transaction costs, attorney's fees and court costs. Any violation of these provisions will result in termination of your eligibility to participate in the Program and forfeiture of unused Points. Victoria's Secret reserves the right, in its sole discretion, at any time during the duration of the Program, to: (i) change the number of Points awarded, or to award no Points, for any particular qualifying activity, (ii) offer additional or new qualifying activities for a limited time or permanently, (iii) delete any or all means to earn Points, (iv) limit the number of times or frequency a Participant may earn Points for engaging in a qualifying activity or engaging in the activity during a specific time period. Also, Victoria's Secret may offer Points for engaging in a qualifying activity under one set of rules for one promotion, and may opt not to offer Points for engaging in that same activity under a subsequent promotion. Once a qualifying activity has been successfully completed and verified, the corresponding number of Points will appear in your Account.

4. Earning Tier Status Upgrades:

Only Accounts in good standing, as determined in Bank's sole discretion, may be eligible for upgrades. Generally, "Good Standing" means an Account is open and is not in default as defined in the Account Agreement. Upgrades are based on Net Eligible Purchases at Victoria's Secret and PINK stores and victoriassecret.com within a Program Year. The "Program Year" runs from February 1st through January 31st. You must spend $250 in Net Eligible Purchases within the Program Year to upgrade to Silver Tier status and $500 to upgrade to Gold Tier status. Upgrades occur one-time per month at billing. Following the end of each Program Year, a cleanup process will run to honor any eligible upgrades that occur between the end of the Program Year and the Cardmembers' final billing date within the Program Year. Review the Maintaining Tier Status Section for important information on how to maintain Tier status.

5. Maintaining Tier Status:

Cardmembers at the Base Tier status will remain at this status until a higher qualifying Tier status is reached. Once a Cardmember has reached Silver or Gold Tier status, the upgraded tier status is good for the remainder of the Program Year in which the status was reached and one subsequent Program Year, after which annual requalification is required.

If a Cardmember does not spend as required within the Program Year to maintain their Tier status, they will be reset to Silver Tier status if their spend was between $250 and $499 in Net Eligible Purchases or reset to Base Tier Status if their spend was less than $249 in Net Eligible Purchases.

6. Rewards:

When you earn enough Points (a "Reward Level"), you will be eligible for a Reward as long as your Account is in Good Standing. Rewards are redeemable for the specified dollar amount off qualifying purchases, as indicated on your reward, at Victoria's Secret and PINK stores and online at www.victoriassecret.com. Qualifying Cardmembers will receive a $10 Reward for every 2,000 Points earned. Reward Levels are subject to change without notice (subject to notification requirements). Once you've earned a Reward, your Points balance will be reduced by the number of Points used to obtain the Reward. Provided your Account is in Good Standing, we will send a Reward certificate to your Account's primary billing address within 3 to 6 weeks after you achieve a Reward Level. To change the primary billing address for your Account, please contact the Bank by calling 1-800-695-9478 (TDD/TTY: 1-800-695-1788) for Victoria's Secret Credit Card or 1-844-271-2596 (TDD/TTY: 1-800-695-1788) for Victoria's Secret MasterCard Credit Card.

Rewards expire ninety (90) days from the date they are issued. Please review the expiration date printed on your Reward. Once issued, Rewards cannot be withdrawn or changed by us, even if we withdraw or modify the Program, except as expressly provided in these Terms.

Rewards can be redeemed on purchases made at Victoria's Secret and PINK locations within the U.S.A. and Puerto Rico and at victoriassecret.com. Rewards may not be redeemed on purchases made at Bath & Body Works locations or bathandbodyworks.com, or anywhere else outside of Victoria's Secret and PINK.

The value of the purchase must be equal to or greater than the value of the Reward. You will be required to use your Card for any remaining balance when redeeming a Reward. Each Reward may be used for only one purchase. Any unused Rewards value will be forfeited. Rewards have no cash value and cannot be credited to an account, redeemed for cash, applied to a previous purchase or used for purchasing gift cards or e-gift cards. The value of Rewards will not be refunded on a merchandise return in stores, or on a return, exchange or cancellation online. Neither We nor the Bank are responsible for lost or stolen Rewards. Selling Rewards is prohibited. Victoria's Secret reserves the right to revoke Participation in the Program of any persons caught selling or attempting to sell a Reward, and all unused and unexpired Points will be forfeited. Rewards will not be honored retroactively in connection with any prior purchases. Rewards may not be used as payment of any outstanding obligations to the Bank or its affiliates. Any additional exclusions or limitations for use of Rewards will be provided to you on the Reward.

To the extent allowed by applicable law, we may cancel any earned or outstanding Rewards if we become insolvent, unable to pay our debts when due, file an action under the U.S. Bankruptcy Code or have such an action filed against us.

7. Communications, Program Activity and Customer Service:

We and the Bank may communicate with you regarding any matter related to the Program by mail, telephone, or other methods permitted under applicable law. As needed, you agree to promptly update your contact information by signing in to your Account at TheVictoriaCreditCardProgram.com (Victoria Card); ThePINKCreditCardProgram.com (PINK Card). Neither We nor the Bank are responsible for communications, including Rewards, lost or undelivered due to incorrect or changed address or other contact information. Even if you opt-out of marketing materials from Victoria's Secret you will continue to receive relationship/operational emails related to Rewards unless your Account is cancelled. You agree to promptly notify us if you change your e-mail or mailing address by updating your Account.

You can review your Program activity online at TheVictoriaCreditCardProgram.com or ThePINKCreditCardProgram.com and on your monthly billing statement. If you have a question regarding using the Program, you may contact Customer Support by calling our toll-free number at 1-800-695-9478 (TDD/TTY: 1-800-695-1788) for Victoria's Secret Credit Card or 1-844-271-2596 (TDD/TTY: 1-800-695-1788) for Victoria's Secret Mastercard Credit Card or writing to: Comenity Bank, PO BOX 182273 Columbus, OH 43218-2273. You acknowledge that the provision of customer support is at our sole discretion and that we have no obligation to provide you with customer support of any kind.

8. Points Disputes:

If Points you believe were earned have not timely posted to your Points balance, you may dispute your Points balance ("Points Dispute") by calling 1-800-695-9478 (TDD/TTY: 1-800-695-1788) for Victoria's Secret Credit Card or 1-844-271-2596 (TDD/TTY: 1-800-695-1788) for Victoria's Secret Mastercard Credit Card or writing to: Comenity Bank, PO BOX 182273 Columbus, OH 43218-2273. We will use reasonable efforts to investigate your Points Dispute if you notify us within 90 days of the posting date. If you do not notify us within that period, you waive your right to make a Points Dispute with respect to that purchase. We may require you to provide written confirmation of the dispute and the applicable purchase receipt and may decline to investigate further if you do not provide the requested confirmation or a valid receipt. Upon completion of the investigation, we will have no further responsibilities if you later reassert the same Points Dispute. Please note that the dispute rights with respect to your Account under the Account Agreement do not apply to these Terms or to your rights and remedies under these Terms, which are solely as set forth in these Terms. Your sole and exclusive remedy, and our maximum liability to you, in the event you prevail in a Points Dispute, is for us to credit the disputed Points to your Points balance.

9. Limitations on Liability:

Unless otherwise required by law or our agreements with you, neither Victoria's Secret nor the Bank, nor any of our or its affiliates, officers, directors, employees, service providers, or agents will be liable to you, or anyone making a claim on your behalf, in connection with: (a) any termination of, change in, or suspension of the Program; (b) any claim relating to products purchased using any Reward certificates obtained through the Program; (c) any loss, damage, expense or inconvenience caused by any occurrence outside of our control; or (d) any taxes that you incur as a result of receiving or redeeming Points. Further, UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES OF ANY KIND, including personal injury or death or for any direct, indirect, economic, exemplary, special, punitive, incidental, or consequential losses or damages that are directly or indirectly related to:

The foregoing limitations of liability will apply even if any of the foregoing events or circumstances were foreseeable and even if we were advised of or should have known of the possibility of such losses or damages, regardless of whether you bring an action based in contract, negligence, strict liability, or tort (including whether caused, in whole or in part, by negligence, acts of god, telecommunications failure, or destruction of the Program).

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages of the sort that are described above, so the above limitation or exclusion may not apply to you.

Notwithstanding the foregoing, any liability that we or they may have to you in connection with the Program shall be limited to the amount of any Points you have earned in accordance with these Terms. In New Jersey, this Section does not apply to liability due to intentional or reckless conduct, gross negligence, strict liability, negligence, or violation of a statutorily imposed duty on the part of Victoria's Secret or the Bank or any of their respective affiliates, officers, directors, employees, service providers or agents.

10. No Warranties:

The Bank does not: (a) endorse Rewards or products purchased at Victoria's Secret; (b) make any express or implied warranty regarding Rewards or products purchased at Victoria's Secret; (c) guarantee the performance of Rewards or products purchased at Victoria's Secret; or (d) offer, operate or control Rewards offered through this Program. We do not make: (a) any express or implied warranty regarding Rewards or products purchased at Victoria's Secret, including, but not limited to, the implied warranty of merchantability; or (b) guarantee the performance of Rewards or products purchased from us.

11. Changes to the Program/Ending the Program:

Subject to any requirements or limitations of applicable law, we may at any time for any reason add to, change, limit, or terminate the Program or these Terms. To the extent allowed by applicable law, (a) changes may apply retroactively, and may affect outstanding transactions and Points, and may result in you involuntarily forfeiting Points you have earned; and (b) changes will not affect issued or redeemed Reward certificates except to the extent allowed by applicable law.

The Program will end on a date to be determined in Victoria's Secret's sole and absolute discretion, which date shall be posted on the Program's website (if any) and sent to you via email (the "Program End Date"). Victoria's Secret makes no guarantee or representation as to the length of time during which the Program will be offered, and the Program could end at any time. Victoria's Secret reserves the right to cancel, modify, restrict, suspend or terminate this Program or any aspect or feature of the Program, including Points, and/or extend or shorten the current Program period at any time without notice. After the Program End Date, Participants will no longer be permitted to earn Points. Members will have ninety (90) days after the Program End Date (or the specific number of days noted in the Program ending announcement) during which to redeem any remaining Points in their Account. After such ninety (90) day period, all Points will expire and the Program will no longer be available, and no further liability will be owed by us to any Member. Any Points remaining in an Account ninety (90) days after the Program End Date will be forfeited without compensation.

12. Not Transferable:

Points are not your property and are not transferable to anyone by operation of law or otherwise. Points may not be transferred between accounts issued by us, may not be transferred upon death or as part of any domestic relations legal proceedings, and may not be brokered, bartered, sold or transferred in any way. Any attempted transaction of such sort will automatically be void. Anyone selling, purchasing, brokering, bartering, transferring, or altering Points, either wholly or partially, shall be liable for payment of the applicable full retail price of any rewards obtained with them, as well as all damages, including, but not limited to, consequential damages, transaction costs, and litigation costs (including attorney's fees and costs at trial and on appeal and in any bankruptcy proceeding). Any brokered, bartered, altered, sold, or purchased Points shall likewise be void and may be deducted from your Points balance. Any violation of these provisions will result in termination of your eligibility to participate in the Program and forfeiture of unused Points.

13. Taxes:

You are solely liable for any applicable taxes arising out of the accrual or use of Points or Rewards. Consult your tax advisor concerning such tax consequences.

14. Cancelling Program Participation:

You may cancel your participation in the Program at any time by calling us at 1-800-695-9478 (TDD/TTY: 1-800-695-1788) for Victoria's Secret Credit Card or 1-844-271-2596 (TDD/TTY: 1-800-695-1788) for Victoria's Secret Mastercard Credit Card. If you cancel your participation in the Program, you will no longer earn Points and you will forfeit your unused and unexpired Points. Your cancellation will not affect any previously issued Rewards unless you also close your Account.

15. Governing Law; Assignment:

These Program Terms supersede any previous terms and conditions governing the Program. The Program is not available where and to the extent prohibited by law. If any part of these Program Terms conflict with applicable law, that provision will be deemed severed from these Program Terms and the remainder of the Program Terms will remain in effect. Victoria's Secret/Comenity Bank will not lose our rights under these Program Terms because Victoria's Secret/Comenity Bank chooses to delay or not enforce them. The Program and these Terms are governed by federal law and, to the extent state law applies, the laws of the State of Ohio, without regard to its conflicts of law provisions. You may not assign your rights or obligations under these Terms to any other person or entity. Important note: You, Victoria's Secret and the Bank agree that each of us may bring Claims arising from or relating to these Terms only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. "Claim," as used in these Terms means any claim, dispute or controversy that in any way arises from or relates to these Terms.

16. General Provisions:

A. Indemnity. In exchange for the right to participate in the Program, you agree to indemnify, defend (at our option) and hold us harmless from and against any and all damages, losses, liabilities, claims, costs, investigations, judgments, fines, penalties, settlements, interest, expenses or demands, including, but not limited to, personal injury, death, or damage to or loss of property, that directly or indirectly arise from or are related to: (i) your use of the Program and your activities in connection with the Program; (ii) your breach or anticipatory breach of these Terms or any Additional Terms; (iii) your violation or anticipatory violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities in connection with your use of the Program or your activities in connection with the website and the Program; (iv) information or material transmitted through your device, even if not submitted by you, that infringes, violates, or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy, or other right of any person or entity; (v) any misrepresentation made by you; and (vi) our use of the information that you submit to us (all of the foregoing, "Claims and Losses"). You will cooperate as fully required by us in the defense of any Claim and Losses. Notwithstanding the foregoing, we retain the exclusive right to settle, compromise, and pay any and all Claims and Losses. We reserve the right to assume the exclusive defense and control of any Claims and Losses. You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer of Victoria's Secret. We are not responsible for technical, hardware, network connections or incomplete or delayed computer transmissions, regardless of cause.

B. Severability. If any provision of these Terms, or any Additional Terms, is for any reason deemed invalid, unlawful, void, or unenforceable by a court or arbitrator of competent jurisdiction, then that provision will be deemed severable from these Terms or the Additional Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms or the Additional Terms (which will remain in full force and effect). To the extent permitted by applicable law, you agree to waive, and you hereby waive, any applicable statutory and common law that may permit a contract to be construed against its drafter.

C. Investigations; Cooperation with Law Enforcement; Termination; Survival. We reserve the right, without any limitation, to: (i) investigate any suspected breaches of its site's security or its information technology or other systems or networks; (ii) investigate any suspected breaches of these Terms and any Additional Terms; (iii) investigate any information obtained by us in connection with reviewing law enforcement databases or complying with criminal laws; (iv) involve and cooperate with law enforcement authorities in investigating any of the foregoing matters; (v) prosecute violators of these Terms and any Additional Terms; and (vi) discontinue the Program, in whole or in part, or, except as may be expressly set forth in any Additional Terms, suspend or terminate your access to it, in whole or in part, including any user accounts or registrations, at any time, without notice, for any reason and without any obligation to you or any third party. Any suspension or termination will not affect your obligations to us under these Terms or any Additional Terms. Upon suspension or termination of your access to the Program, or upon notice from us, all rights granted to you under these Terms or any Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Program. The provisions of these Terms and any Additional Terms, which by their nature should survive your suspension or termination will survive, including the rights and licenses you grant to us in these Terms, as well as the indemnities, releases, disclaimers, and limitations on liability and the provisions regarding jurisdiction, choice of law, no class action, and mandatory arbitration.

D. Assignment. We may assign our rights and obligations under these Terms and any Additional Terms, in whole or in part, to any party at any time without any notice. These Terms and any Additional Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of Victoria's Secret.

E. No Waiver. Except as expressly set forth in these Terms or any Additional Terms, (i) no failure or delay by you or us in exercising any of rights, powers, or remedies under will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of these Terms or any Additional Terms will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.

F. Connectivity. You are responsible for obtaining and maintaining all devices and other equipment and software, and all internet service provider, mobile service, and other services needed for your access to and use of the Program and you will be responsible for all charges related to them.

17. Dispute Resolution:

PLEASE READ THIS ENTIRE SECTION CAREFULLY, AS YOU ARE WAIVING CERTAIN LEGAL RIGHTS IN THE EVENT OF ANY DISPUTE WITH US AND ARE AGREEING TO BINDING ARBITRATION, AMONG OTHER THINGS.

A. First – Try to Resolve Disputes and Excluded Disputes. If any controversy, allegation, or claim arises out of or relates to the Program or these Terms, whether heretofore or hereafter arising (collectively, "Dispute"), or to any of Victoria's Secret's actual or alleged intellectual property rights (an "Excluded Dispute", which includes those actions set forth in Section 18(D)), then you and we agree to send a written notice to the other providing a reasonable description of the Dispute or Excluded Dispute, along with a proposed resolution of it. Our notice to you will be sent to you based on the most recent contact information that you provide us. But if no such information exists or if such information is not current, then we have no obligation under this Section 18(A). Your notice to us must be sent via email to: generalcounselVS@victoria.com. For a period of sixty (60) days from the date of receipt of notice from the other party, Victoria's Secret and you will engage in a dialogue in order to attempt to resolve the Dispute or Excluded Dispute, though nothing will require either you or Victoria's Secret to resolve the Dispute or Excluded Dispute on terms with respect to which you and Victoria's Secret, in each of our sole discretion, are not comfortable. If you reside in the U.S. (and as applicable to U.S. residents), certain portions of this Section 18 are deemed to be a "written agreement to arbitrate" pursuant to the Federal Arbitration Act. You and Victoria's Secret agree that we intend that this Section 18 satisfies the "writing" requirement of the Federal Arbitration Act.

B. Binding Arbitration. If we cannot resolve a Dispute as set forth in Section 18(A) (or agree to arbitration in writing with respect to an Excluded Dispute) within sixty (60) days of receipt of the notice, then ANY AND ALL DISPUTES ARISING BETWEEN YOU AND VICTORIA'S SECRET (WHETHER BASED IN CONTRACT, STATUTE, REGULATION, ORDINANCE, TORT— INCLUDING, BUT NOT LIMITED TO, FRAUD, ANY OTHER INTENTIONAL TORT OR NEGLIGENCE,—COMMON LAW, CONSTITUTIONAL PROVISION, RESPONDEAT SUPERIOR, AGENCY OR ANY OTHER LEGAL OR EQUITABLE THEORY), WHETHER ARISING BEFORE OR AFTER THE EFFECTIVE DATE OF THESE TERMS, MUST BE RESOLVED BY FINAL AND BINDING ARBITRATION. THIS INCLUDES ANY AND ALL DISPUTES BASED ON ANY PRODUCT OR SERVICE PURCHASED THROUGH THE SERVICE OR ADVERTISING AVAILABLE ON OR THROUGH THE SERVICE. For U.S. residents, the Federal Arbitration Act ("FAA"), not state law, shall govern the arbitrability of all disputes between Victoria's Secret and you regarding these Terms (and any Additional Terms) and the Service, including the "No Class Action Matters" Section below. BY AGREEING TO ARBITRATE, EACH PARTY IS GIVING UP ITS RIGHT TO GO TO COURT AND HAVE ANY DISPUTE HEARD BY A JUDGE OR JURY. Victoria's Secret and you agree, however, that the applicable state, federal or provincial law, as contemplated in Section 16, shall apply to and govern, as appropriate, any and all claims or causes of action, remedies, and damages arising between you and Victoria's Secret regarding these Terms and the Service, whether arising or stated in contract, statute, common law, or any other legal theory, without regard to any jurisdiction's choice of law principles.

Any Dispute will be resolved solely by binding arbitration in accordance with the then-current Commercial Arbitration Rules ("Rules") of the American Arbitration Association ("AAA"), except as modified herein, and the arbitration will be administered by the AAA. If a party properly submits the Dispute to the AAA for formal arbitration and the AAA is unwilling to set a hearing then either party can elect to have the arbitration administered by the Judicial Arbitration and Mediation Services Inc. ("JAMS") using JAMS' streamlined Arbitration Rules and Procedures, or by any other arbitration administration service that you and an officer or legal representative of Victoria's Secret consent to in writing. If an in-person arbitration hearing is required, then it will be conducted at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination should be made by an independent arbitrator. You and we will pay the administrative and arbitrator's fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require Victoria's Secret to pay a greater portion or all of such fees and costs in order for this Section 18 to be enforceable, then Victoria's Secret will have the right to elect to pay the fees and costs and proceed to arbitration. The arbitration will be conducted by a single arbitrator who will apply and be bound by these Terms and any Additional Terms, and will determine any Dispute according to applicable law and facts based upon the record and no other basis, and will issue a reasoned award only in favor of the individual party seeking relief and only to the extent to provide relief warranted by that party's individual claim. All issues are for the arbitrator to decide, except that issues relating to the scope and enforceability of the arbitration and class action waiver provisions are for the court to decide. This arbitration provision shall survive termination of these Terms or the Service. You can obtain AAA and JAMS procedures, rules, and fee information as follows: AAA: 800.778.7879 and http://www.adr.org and JAMS: 800.352.5267 and http://www.jamsadr.com.

C. Limited Time to File Claims. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF YOU OR WE WANT TO ASSERT A DISPUTE (BUT NOT A EXCLUDED DISPUTE) AGAINST THE OTHER, THEN YOU OR WE MUST COMMENCE IT (BY DELIVERY OF WRITTEN NOTICE AS SET FORTH IN SECTION 18(A)) WITHIN ONE (1) YEAR AFTER THE DISPUTE ARISES -- OR IT WILL BE FOREVER BARRED. Commencing means, as applicable: (a) by delivery of written notice as set forth above in Section 18(A); (b) filing for arbitration as set forth in Section 18(B); or (c) filing an action in state, Federal or provincial court.

D. Injunctive Relief. The foregoing provisions of this Section 18 will not apply to any legal action taken by Victoria's Secret to seek an injunction or other equitable relief in connection with, any loss, cost, or damage (or any potential loss, cost, or damage) relating to the Program and/or Victoria's Secret's intellectual property rights (including such Victoria's Secret may claim that may be in dispute), Victoria's Secret's operations, and/or Victoria's Secret's products or services.

E. No Class Action Matters. YOU AND VICTORIA'S SECRET AGREE THAT EACH 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 OR REPRESENTATIVE PROCEEDING OR AS AN ASSOCIATION. Disputes will be arbitrated only on an individual basis and will not be joined or consolidated with any other arbitrations or other proceedings that involve any claim or controversy of any other party. There shall be no right or authority for any Dispute to be arbitrated on a class action basis or on any basis involving Disputes brought in a purported representative capacity on behalf of the general public, or other persons or entities similarly situated. But if, for any reason, any court with competent jurisdiction holds that this restriction is unconscionable or unenforceable, then our agreement in Section 18(B) to arbitrate will not apply and the Dispute must be brought exclusively in court pursuant to Section 18(F). Notwithstanding any other provision of this Section 18, any and all issues relating to the scope, interpretation and enforceability of the class action waiver provisions contained herein (described in this "No Class Action Matters" section), are to be decided only by a court of competent jurisdiction, and not by the arbitrator. The arbitrator does not have the power to vary these class action waiver provisions.

F. Jurisdictional Issues. Except where arbitration is required above or with respect to the enforcement of any arbitration decision or award, any action or proceeding relating to any Dispute or Excluded Dispute arising hereunder may only be instituted in state or Federal court in Franklin County, Ohio. Accordingly, you and Victoria's Secret consent to the exclusive personal jurisdiction and venue of such courts for such matters.

G. Small Claims Matters Are Excluded from Arbitration Requirement. Notwithstanding the foregoing, either of us may bring qualifying claim of Disputes (but not Excluded Disputes) in small claims court of competent jurisdiction.

H. Waiver of Injunctive or Other Equitable Relief. IF YOU CLAIM THAT YOU HAVE INCURRED ANY LOSS, DAMAGES, OR INJURIES IN CONNECTION WITH YOUR PARTICIPATION IN THE PROGRAM, THEN THE LOSSES, DAMAGES, AND INJURIES WILL NOT BE IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR TO OTHER EQUITABLE RELIEF OF ANY KIND. THIS MEANS THAT, IN CONNECTION WITH YOUR CLAIM, YOU AGREE THAT YOU WILL NOT SEEK, AND THAT YOU WILL NOT BE PERMITTED TO OBTAIN, ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITES, APPLICATION, CONTENT, USER CONTENT, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED OR CONTROLLED BY US OR A LICENSOR OF VICTORIA'S SECRET.