TERMS OF USE

Welcome to the website of Orion Private Residence (“Orion,” “we,” “us,” or “our”). These Terms of Use (“Terms”) govern your access to and use of this website, including its content, features, forms, communications, and other services made available through the website (collectively, the “Website”).By accessing or using the Website, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with these Terms, please discontinue use of the Website.

1. PURPOSE OF THE WEBSITE The Website is provided for general informational and promotional purposes relating to Orion Private Residence, its private residence club concept, destinations, experiences, partnerships, residences, and related services.Information presented on the Website is intended to provide a general overview only and may be updated, modified, or withdrawn at any time.Nothing on the Website constitutes a binding offer, contract, guarantee, or commitment unless expressly stated in a separate written agreement executed by the applicable parties.

2. ELIGIBILITY You must be at least 18 years of age, or the age of legal majority in your jurisdiction, to submit inquiries, request membership information, or enter into agreements through or in connection with the Website.By using the Website, you represent that you have the legal capacity to comply with these Terms.

3. MEMBERSHIP AND REQUESTS FOR ACCESS References to membership, ownership, access, private residences, destinations, privileges, benefits, experiences, or similar opportunities are provided for informational purposes unless otherwise expressly stated.Submitting a “Become a Member,” “Inquire,” “Request Access,” or similar form does not guarantee membership, availability, access to any property, or acceptance into any program.Membership opportunities may be subject to eligibility requirements, availability, additional documentation, applicable fees, separate contractual terms, and approval procedures.Orion reserves the right to accept or decline inquiries or applications where permitted by applicable law.

4. RESIDENCES, DESTINATIONS AND AVAILABILITY Residences, destinations, amenities, experiences, photographs, renderings, descriptions, specifications, and other materials displayed on the Website may be illustrative or representative.Actual properties, views, furnishings, amenities, services, availability, operating conditions, and experiences may differ from those depicted or described.Destinations and residences may be added, modified, substituted, temporarily unavailable, or removed from the Orion collection.Any specific rights relating to the use or occupancy of a residence will be governed exclusively by the applicable membership, reservation, ownership, or other written agreement.

5. NO REAL ESTATE OR INVESTMENT OFFER Unless expressly identified otherwise in legally compliant offering documentation, nothing contained on this Website constitutes an offer to sell, solicitation to purchase, or recommendation regarding any security, investment product, real estate interest, fractional interest, timeshare interest, vacation ownership interest, or other regulated financial or property product.Any transaction involving a residence, membership, ownership interest, investment, or other product will be governed by its applicable definitive agreements and disclosures.Users should independently evaluate any transaction and obtain appropriate legal, tax, financial, and other professional advice.

6. INFORMATIONAL ACCURACY Orion seeks to provide accurate and current information. However, we do not guarantee that all Website content will always be complete, accurate, current, or free from errors.Information concerning destinations, properties, amenities, pricing, availability, membership benefits, partners, or services may change without notice.Where information on the Website conflicts with a definitive written agreement executed by Orion and the applicable party, the definitive agreement will control.

7. INTELLECTUAL PROPERTY The Website and its contents, including without limitation its design, layout, text, graphics, photographs, videos, logos, trademarks, trade names, icons, interfaces, software, and other materials, are owned by or licensed to Orion or the applicable rights holder and are protected by applicable intellectual property laws.Except as expressly permitted by applicable law or authorized in writing by Orion, you may not copy, reproduce, modify, republish, distribute, display, transmit, license, sell, create derivative works from, or commercially exploit Website content.

8. TRADEMARKS The names Orion Private Residence LLC, associated logos, branding, designs, slogans, and other identifiers displayed on the Website may constitute trademarks, service marks, trade names, or other proprietary identifiers.Nothing contained on the Website grants any license or right to use such marks without prior written authorization from the applicable rights holder.

9. PERMITTED USE You may use the Website only for lawful purposes and in accordance with these Terms.You agree not to interfere with the Website's operation or security; attempt unauthorized access to systems, accounts, servers, or data; introduce malicious code or harmful technologies; scrape, crawl, harvest, or systematically extract Website content without authorization; impersonate another person or organization; submit fraudulent or misleading information; infringe intellectual property or privacy rights; or use the Website in violation of applicable law.

10. USER SUBMISSIONS When you submit information through the Website, including through inquiry, membership, contact, or request-access forms, you represent that the information you provide is accurate and that you have the right to provide it.Information submitted through the Website will be handled in accordance with our Privacy Policy and applicable law.Submission of an inquiry does not create a fiduciary, advisory, agency, partnership, membership, contractual, or other special relationship between you and Orion.

11. ELECTRONIC COMMUNICATIONS When you communicate with Orion electronically, you consent to receive responses and other communications electronically where permitted by applicable law.Marketing communications, where applicable, will be subject to applicable consent requirements and available opt-out rights.

12. THIRD-PARTY WEBSITES AND SERVICES The Website may contain links to websites, platforms, properties, services, or resources operated by third parties.Such links are provided for convenience and do not necessarily constitute endorsement, sponsorship, control, or approval by Orion.Orion is not responsible for the content, privacy practices, security, availability, products, services, or conduct of independent third parties.

13. THIRD-PARTY PROPERTIES AND PARTNERS Certain residences, hospitality services, developments, experiences, or destinations presented on the Website may be owned, developed, managed, or operated by independent third parties.Unless expressly stated otherwise, references to such third parties do not imply that Orion owns, operates, controls, or guarantees their businesses, properties, or services.Any third-party trademarks remain the property of their respective owners.

14. PRIVACY Your use of the Website is also subject to our Privacy Policy, which describes how personal information may be collected, used, disclosed, and protected.By submitting personal information through the Website, you acknowledge the practices described in the Privacy Policy.15. WEBSITE SECURITYAlthough Orion may implement reasonable safeguards designed to protect the Website and information transmitted through it, no internet-based system can be guaranteed to be completely secure or continuously available.Users are responsible for taking reasonable precautions when accessing websites and transmitting information electronically.

16. DISCLAIMER OF WARRANTIESTO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE AND ITS CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.ORION DISCLAIMS WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, AND SECURITY, TO THE EXTENT SUCH WARRANTIES MAY LAWFULLY BE DISCLAIMED. Nothing in these Terms excludes any warranty or right that cannot legally be excluded.

17. LIMITATION OF LIABILITYTO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ORION AND ITS APPLICABLE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO YOUR USE OF, OR INABILITY TO USE, THE WEBSITE. Any limitation of liability contained in these Terms applies only to the extent permitted by applicable law.

18. INDEMNIFICATION To the extent permitted by applicable law, you agree to indemnify and hold harmless Orion and its applicable affiliates, officers, directors, employees, representatives, and service providers from claims, liabilities, damages, losses, and reasonable expenses arising from your unlawful use of the Website, your material violation of these Terms, or your infringement of third-party rights.

19. CHANGES TO THE WEBSITE Orion may modify, suspend, restrict, or discontinue any portion of the Website, its content, or its functionality at any time, subject to applicable law.We do not guarantee that any particular content, destination, residence, feature, or service will remain continuously available.

20. CHANGES TO THESE TERMS We may revise these Terms periodically.When material changes are made, the “Last Updated” date at the top of this page may be revised. Your continued use of the Website following the effective date of revised Terms constitutes acceptance of those Terms to the extent permitted by applicable law.

21. GOVERNING LAW These Terms and disputes relating to the Website will be governed by the laws of the jurisdiction identified by the legal entity operating Orion Private Residence, without regard to conflict-of-law principles, except where applicable law requires otherwise.Any mandatory rights available to users under applicable law remain unaffected.

22. SEVERABILITY If any provision of these Terms is determined to be unlawful, invalid, or unenforceable, that provision will be enforced to the maximum extent permitted by law, and the remaining provisions will remain in effect.

23. NO WAIVER Failure by Orion to exercise or enforce any provision of these Terms does not constitute a waiver of that provision or any other right.

24. ENTIRE AGREEMENT These Terms, together with the Privacy Policy and any other policies expressly incorporated by reference, constitute the agreement between you and Orion concerning your general use of the Website.Separate membership, reservation, purchase, partnership, ownership, or other agreements may contain additional terms and will govern the applicable transaction.

PRIVACY POLICY

Orion Private Residence (“Orion,” “we,” “us,” or “our”) respects your privacy and is committed to handling personal information responsibly and transparently.This Privacy Policy explains how we collect, use, disclose, retain, and protect personal information when you visit our website, communicate with us, submit an inquiry, request access, express interest in membership, or otherwise interact with Orion.By using our website or providing personal information to us, you acknowledge the practices described in this Privacy Policy.

1. SCOPE OF THIS PRIVACY POLICYThis Privacy Policy applies to personal information collected through the Orion Private Residence website and related digital interactions operated by or on behalf of Orion.It may apply when you:Visit or browse our website;Submit an inquiry;Request access;Express interest in becoming a member;Request information about residences or destinations;Communicate with our team;Subscribe to communications;Interact with website forms or features;Participate in surveys or feedback requests;Engage with Orion through other digital channels that reference this Privacy Policy.This Privacy Policy does not necessarily apply to independent third-party websites, properties, developers, hospitality operators, or other services that maintain their own privacy practices.

2. INFORMATION WE MAY COLLECTDepending on how you interact with Orion, we may collect the following categories of personal information.2.1 Contact InformationWe may collect information such as:Full name;Email address;Telephone number;Mailing address;City, state, province, or country;Preferred method of communication.2.2 Inquiry and Membership InformationIf you request access, inquire about membership, or communicate with Orion about our services, we may collect:Membership interests;Preferred destinations;Residence interests;Travel preferences;Information included in your inquiry;Communications with our representatives;Information necessary to evaluate or respond to your request.If additional information is required as part of a formal membership or contractual process, we may provide additional notices or disclosures as appropriate.2.3 Professional InformationWhere relevant to partnership, development, investment, vendor, or other business relationships, we may collect:Company name;Job title;Professional contact information;Business affiliation;Information relating to the proposed business relationship.2.4 Device and Technical InformationWhen you access our website, certain information may be collected automatically, including:IP address;Browser type;Device type;Operating system;Approximate geographic location derived from IP address;Referring website;Pages viewed;Time and date of access;Session information;Website interactions;Device identifiers;Cookie and similar technology information.2.5 CommunicationsIf you contact Orion by email, telephone, web form, or another communication channel, we may maintain records of those communications and the information you provide.2.6 Information From Third PartiesWhere permitted by law, we may receive information from:Business partners;Property or hospitality partners;Service providers;Marketing providers;Referral sources;Publicly available sources;Professional advisers;Other parties with whom you have authorized information sharing.

3. HOW WE COLLECT INFORMATIONWe may collect personal information:Directly from you, such as when you complete a form, contact us, request access, or inquire about membership.Automatically, through cookies, analytics technologies, server logs, and similar technologies when you use our website.From third parties, where permitted by applicable law and relevant to our relationship with you.

4. HOW WE USE PERSONAL INFORMATIONWe may use personal information for legitimate business and operational purposes, including to:Respond to inquiries;Process requests for information;Evaluate requests for membership or access;Communicate regarding Orion residences, destinations, experiences, and services;Personalize communications and website experiences;Maintain and improve our website;Understand website usage and performance;Develop and improve services;Maintain business and customer records;Manage relationships with members, prospective members, partners, and other stakeholders;Protect the security and integrity of our systems;Detect and prevent fraud, abuse, or unauthorized activity;Comply with legal and regulatory requirements;Establish, exercise, or defend legal rights;Conduct internal analytics and business planning;Send marketing communications where permitted by applicable law;Fulfill other purposes disclosed when information is collected.We will not use personal information for materially incompatible purposes without appropriate notice or authorization where required.

5. COOKIES AND SIMILAR TECHNOLOGIESOur website may use cookies, pixels, tags, analytics tools, local storage, and similar technologies.These technologies may help us:Operate the website;Remember preferences;Maintain security;Understand visitor behavior;Measure website performance;Improve functionality;Analyze traffic;Evaluate marketing effectiveness.Some technologies may be operated by third-party service providers.Where required by applicable law, non-essential cookies or similar technologies will be used subject to appropriate consent mechanisms.Users may also be able to manage certain cookies through browser settings. Disabling cookies may affect some website functionality.

6. ANALYTICSWe may use analytics services to better understand how visitors interact with our website.Analytics providers may collect information such as device information, browser information, approximate location, pages visited, interactions, and referral information.If Orion uses services such as Google Analytics or another analytics provider, the final version of this Privacy Policy and any cookie consent mechanism should accurately identify those technologies where required.

7. MARKETING COMMUNICATIONSWhere permitted by applicable law, we may use contact information to communicate with you regarding:Orion Private Residence;New destinations;Residence opportunities;Experiences;Membership information;Events;Company news;Relevant services or opportunities.Where legally required, marketing communications will be sent only with appropriate consent.You may opt out of marketing emails by using the unsubscribe mechanism included in the communication or by contacting us.Opting out of marketing communications does not necessarily prevent Orion from sending transactional, administrative, legal, or service-related communications.

8. HOW WE DISCLOSE PERSONAL INFORMATIONWe may disclose personal information to third parties when reasonably necessary for legitimate business purposes and as permitted by applicable law.Recipients may include:Service ProvidersCompanies that provide services such as:Website hosting;Cloud infrastructure;Website development;Customer relationship management;Email delivery;Data analytics;Cybersecurity;Marketing support;Professional consulting;Customer support.These providers may process information on our behalf in connection with the services they provide.Business and Hospitality PartnersWhere relevant to your inquiry or requested service, information may be shared with appropriate:Residence operators;Property managers;Hospitality partners;Developers;Destination partners;Service providers.Such disclosures will be made as appropriate for the relevant relationship and subject to applicable law.Professional AdvisersInformation may be disclosed to attorneys, accountants, auditors, consultants, insurers, and other professional advisers where reasonably necessary.Legal and Regulatory AuthoritiesWe may disclose information when reasonably necessary to:Comply with applicable law;Respond to lawful governmental requests;Comply with subpoenas or court orders;Protect legal rights;Investigate suspected misconduct;Protect the safety or security of Orion, our users, or others.Corporate TransactionsPersonal information may be disclosed or transferred in connection with an actual or proposed:Merger;Acquisition;Financing;Reorganization;Sale of assets;Joint venture;Change of control;Corporate restructuring.Appropriate protections will be applied as required by applicable law.

9. SALE AND SHARING OF PERSONAL INFORMATIONOrion does not sell personal information for monetary consideration in the ordinary meaning of the term.However, certain privacy laws define “sale,” “sharing,” or “targeted advertising” more broadly and may include some advertising or analytics activities involving third parties.If Orion engages in activities that constitute a “sale” or “sharing” of personal information under applicable law, we will provide any notices and opt-out mechanisms required by that law.

10. DATA RETENTIONWe retain personal information for as long as reasonably necessary for the purposes for which it was collected, including to:Maintain our relationship with you;Respond to inquiries;Provide requested services;Maintain appropriate business records;Comply with legal obligations;Resolve disputes;Enforce agreements;Protect legitimate business interests.Retention periods may vary depending on the nature of the information, purpose of processing, contractual requirements, and applicable law.When information is no longer reasonably required, we may delete, anonymize, or otherwise dispose of it in accordance with our applicable retention practices.

11. DATA SECURITYWe use reasonable administrative, technical, and organizational safeguards designed to protect personal information against unauthorized access, disclosure, alteration, destruction, or misuse.Such measures may include, where appropriate:Access controls;Authentication measures;Secure hosting infrastructure;Encryption technologies;System monitoring;Security policies;Vendor management procedures;Restricted access to personal information.However, no internet transmission, information system, or storage technology can be guaranteed to be completely secure.

12. INTERNATIONAL DATA TRANSFERSOrion, its service providers, partners, or infrastructure providers may operate in multiple jurisdictions.As a result, personal information may be processed or stored outside the jurisdiction in which you reside.Where required, we will use appropriate safeguards for international transfers of personal information in accordance with applicable law.

13. YOUR PRIVACY RIGHTSDepending on where you reside and the law applicable to your information, you may have certain privacy rights.These may include the right to:Request access to personal information;Request correction of inaccurate information;Request deletion of certain personal information;Request information about categories of information collected;Request information about categories of recipients;Obtain a portable copy of certain information;Withdraw consent where processing relies on consent;Opt out of certain marketing communications;Opt out of certain targeted advertising;Opt out of certain sales or sharing of personal information;Restrict or object to certain processing;Appeal certain privacy-request decisions;Receive equal service and treatment when exercising applicable privacy rights.These rights are subject to applicable legal limitations and exceptions.

14. UNITED STATES PRIVACY RIGHTSResidents of certain U.S. states may have additional rights under applicable state privacy laws.Depending on the jurisdiction and whether the relevant law applies to Orion, these rights may include access, correction, deletion, portability, and the ability to opt out of certain sales, sharing, profiling, or targeted advertising.Orion will process verified privacy requests in accordance with applicable law.

15. CALIFORNIA PRIVACY NOTICEIf applicable to Orion and to the relevant individual, California residents may have rights under the California Consumer Privacy Act, as amended by the California Privacy Rights Act (“CCPA/CPRA”).These rights may include the right to request information regarding personal information collected, used, disclosed, sold, or shared; request deletion or correction; obtain certain information in portable form; and opt out of qualifying sale or sharing.California law also prohibits unlawful discrimination against individuals for exercising applicable privacy rights.This section applies only to the extent that the CCPA/CPRA applies to Orion and the relevant processing activity.

16. GLOBAL PRIVACY CONTROLWhere required by applicable law and technically applicable to our processing activities, Orion may recognize qualifying browser-based opt-out preference signals, such as Global Privacy Control (“GPC”).The effect of such signals depends on applicable law and the technologies used by our website.

17. EUROPEAN ECONOMIC AREA, UNITED KINGDOM AND SWITZERLANDIf applicable data protection law in the European Economic Area, United Kingdom, or Switzerland applies to our processing of your personal information, additional rights and requirements may apply.Depending on the circumstances, processing may be based on:Your consent;Performance of a contract or steps taken at your request before entering a contract;Compliance with legal obligations;Legitimate interests pursued by Orion or another party, where those interests are not overridden by applicable data protection rights.Applicable individuals may have rights including access, rectification, erasure, restriction, portability, objection, and withdrawal of consent.Where applicable, individuals may also have the right to lodge a complaint with the relevant data protection authority.

18. CHILDREN'S PRIVACYThe Orion website is not intended for children under 13 years of age, and we do not knowingly seek to collect personal information directly from children under 13 through the Website.Certain jurisdictions may establish a higher age threshold for specific types of data processing or consent, and we will comply with applicable requirements.If we learn that personal information from a child was collected contrary to applicable law, we will take appropriate steps to address the information.

19. THIRD-PARTY LINKSOur website may contain links to third-party websites, properties, booking services, social media platforms, or other online resources.Orion does not control the privacy practices of independent third parties.We encourage users to review the privacy policies of third-party websites before providing personal information to them.

20. SOCIAL MEDIAOrion may maintain profiles or interact with users through social media platforms.Information you provide to or through a social media platform is also subject to that platform's privacy practices.Interactions with Orion through social media may result in Orion receiving information made available by you or the applicable platform, subject to your settings, the platform's policies, and applicable law.

21. AUTOMATED DECISION-MAKINGUnless otherwise disclosed, Orion does not use personal information collected through the general Website to make decisions that produce legal or similarly significant effects solely through automated processing.If such processing is introduced, we will provide disclosures and rights required by applicable law.

22. DO NOT TRACKSome browsers provide “Do Not Track” signals. Because there is not a universally applied standard governing all such signals, our Website may not respond to traditional Do Not Track signals.Where applicable law requires recognition of a specific opt-out preference signal, we will address such signals as required.

23. PRIVACY REQUESTSTo exercise an applicable privacy right, you may contact us at. Your request should provide sufficient information for us to reasonably identify you and understand the request.We may need to verify your identity before fulfilling certain requests. Verification requirements will depend on the nature and sensitivity of the information and applicable law.Authorized agents may submit requests where permitted by applicable law, subject to appropriate verification and authorization requirements.

24. NON-DISCRIMINATIONWhere required by applicable law, Orion will not unlawfully discriminate against individuals for exercising applicable privacy rights.Different services, pricing, or benefits may be offered where legally permitted and appropriately disclosed.

25. CHANGES TO THIS PRIVACY POLICYWe may update this Privacy Policy periodically to reflect changes in:Our business;Website functionality;Technology;Data practices;Service providers;Legal requirements.When changes are made, we may update the “Last Updated” date.Where required by law, we will provide additional notice or obtain consent before material changes become effective.