Terms and Conditions - COGENT COATINGS | Bathtub Refinishing Products

**Tub Klass Corporation d/b/a Cogent Coatings**
**Terms of Use**
**Effective Date: April 1, 2026**

Welcome to Cogent Coatings and our Terms of Use (“Terms”). These Terms are important and affect your legal rights, so please read them carefully. Note that Section 23 “Dispute Resolution & Binding Arbitration” governs how disputes are resolved and includes a mandatory agreement to resolve disputes by binding, individual arbitration, subject to certain exceptions. The Terms and any applicable additional terms as referenced herein (“Supplemental Terms”) are collectively referred to herein as the “Terms”.

Tub Klass Corporation d/b/a Cogent Coatings (“Company,” “We,” “Our,” “Us”) operates the website at cogentcoatings.com or the applicable domain (“Site”) and any mobile applications (“App,” if available) and makes them available to professional bathtub refinishers in the United States (“you” or “your”). By clicking on the “Place Order” button, completing the registration process, or by visiting or using our Site, App, and/or our Offerings (as defined below), you represent and agree that: (1) you have read, understand, and agree to be bound by these Terms; and (2) you are of legal age to form a binding contract with us and you have the authority to enter into these Terms on behalf of yourself or the business entity you represent. The term “you” refers to the individual or legal entity identified as the user when registering on the Site or App. If you do not agree to be bound by these Terms, you may not access or use this Site, the App, and/or the Offerings. Agreement to these Terms also includes agreement to all of the terms incorporated herein by reference, including our Privacy Policy. If you do not agree to these Terms, you may not access or use our Site, the App, order, receive, or use our products.

THESE TERMS ARE AN ENFORCEABLE CONTRACT BETWEEN YOU AND THE COMPANY WHICH AFFECTS YOUR LEGAL RIGHTS. YOU AND THE COMPANY AGREE TO RESOLVE DISPUTES BY INDIVIDUAL ARBITRATION OR IN SMALL CLAIMS COURT ONLY, AND TO GIVE UP ALL RIGHTS TO (A) A JURY TRIAL OR (B) PARTICIPATION IN ANY CLASS ACTION. YOU CAN READ MORE ABOUT THESE REQUIREMENTS IN SECTION 23 “DISPUTE RESOLUTION & BINDING ARBITRATION”, BELOW.

IN ADDITION, YOUR SUBSCRIPTIONS WILL AUTOMATICALLY RENEW UNLESS YOU TAKE STEPS TO PREVENT THEM FROM RENEWING AS EXPLAINED IN SECTIONS 5.2 “AUTO-RENEWAL FEATURE” AND 10.3 “CANCELLATION PROCEDURES”, BELOW.

These Terms govern all aspects of your interactions and relationship with the Company, including without limitation, visiting and interacting with the Site and App, receiving promotions from us, participating in activities or sweepstakes/contests involving us, purchasing products or services from us, and receiving communications from us. We urge you to download or print these Terms for ease of reference and to keep a copy for your records. When changes are made to these Terms, we will make a new copy available on the Site and the App and update the “Effective Date” at the top. If you do not agree to any change(s), you may not use the Site, the App, and/or the Offerings.

**PLEASE REGULARLY CHECK THE SITE TO VIEW THE CURRENT TERMS.**

1. **INFORMATION ABOUT US.** Tub Klass Corporation d/b/a Cogent Coatings is a corporation with its principal offices at 163 Sargent Avenue, Clifton, New Jersey 07013.

2. **SERVICE AVAILABILITY AND YOUR STATUS.** The Site, the App, and Offerings are intended for use by professional bathtub refinishers in the United States of America (“Serviced Countries”). At this time, we do not accept orders from individuals outside the Serviced Countries. By placing an order through our Site or App, you represent and warrant that: (1) you are legally agreeing to these Terms; (2) you are at least 18 years old; (3) you are a resident of or operating a business in a Serviced Country; (4) you are accessing the Site or App from a Serviced Country; (5) you have not been previously suspended or removed from the Site or App; and (6) you are a qualified professional bathtub refinisher using our coatings and paints in the ordinary course of your trade or business.

3. **MODIFICATION.** We reserve the right to change, amend, add to, remove, or supplement these Terms (including the Privacy Policy) without prior notice unless required by law. By continuing to use the Site, the App, and/or the Offerings following any such change, you agree to be bound by the Terms as modified. We recommend you review these Terms periodically.

4. **REGISTRATION AND COMMUNICATION.**
4.1 **Registering Your Account.** To utilize specific features, you must become a Registered User by creating an account on the Site (“Account”).
4.3 **Registration Data.** You agree to provide true, accurate, complete, and up-to-date information and to update it as necessary. You are responsible for maintaining the security of your password and for all activities under your Account. You must notify us immediately of any unauthorized access at info@cogentcodings.com or by calling 862-238-7224. You represent that you are at least 18 years old, of legal age to form a binding contract, and not barred from using the Site under applicable law. We may suspend or terminate your Account if information is untrue or inaccurate. You may not have more than one Account without our permission. You have no ownership interest in your Account.
4.4 **Communication and Consent to Calls and Texts.** By providing your phone number, you consent to receive calls and text messages (including via autodialer or prerecorded) for Account notifications, order status, payments, and marketing. You may opt out of marketing texts by replying “STOP”. Standard rates apply. You must keep your contact information current.

5. **OUR SERVICES.**
5.1 **Subscription Service.** Our subscription service provides automatic, recurring deliveries of bathtub coating products (“Subscription Service” or “Service”). You may select a Plan for 10 tubs, 20 tubs, 30 tubs, or 40 tubs (where “tubs” means the quantity of coating needed to refinish that number of standard bathtubs) on a weekly, bi-weekly, or monthly basis (“Subscription Period”). Each period you will receive a shipment containing the coatings and related supplies for your chosen Plan. Details are available in your Account.
5.2 **Auto-Renewal Feature.** THE SUBSCRIPTION SERVICE INVOLVES AN INITIAL CHARGE FOLLOWED BY RECURRING CHARGES. BY SUBSCRIBING, YOU AUTHORIZE RECURRING PAYMENTS UNTIL YOU CANCEL IN ACCORDANCE WITH SECTION 10.3. We may submit charges without further authorization until you cancel. Price changes will be notified in advance where required. You will not receive a prorated refund for the current period upon cancellation.
5.3 **Offerings and Supplemental Terms.** “Offerings” include the Site, App, goods and services (including the Subscription Service and individual purchases of bathtub coatings/paints), Content, and promotions. Supplemental Terms (including our Privacy Policy) may apply and are incorporated herein. In case of conflict, these Terms control.

6. **PAYMENT AND PRICING.**
6.1 **Price Adjustments.** We may adjust prices at any time. We will provide at least ten (10) days’ advance notice for changes to your Plan. Continued acceptance of deliveries after notice constitutes acceptance of the new price unless you cancel. All prices are in U.S. dollars and do not include taxes or shipping, which are additional.
6.2 **Plan Add-Ons.** Additional products or options may be available and may affect recurring pricing.
6.3 **Payment.** You agree to pay all charges, taxes, and fees using valid payment methods. You authorize immediate charging and automatic charges for recurring subscriptions. We may use updated payment details from your provider. If payment fails, we may suspend or cancel your subscription and attempt collection. Contact us at 862-238-7224 or info@cogentcodings.com for assistance.

7. **PRODUCT SUBSTITUTIONS AND AVAILABILITY.** Due to supply chain issues or manufacturing constraints, we reserve the right to substitute equivalent coatings or adjust quantities without notice, while making reasonable efforts to notify you. Contact customer service for issues.

10. **DELIVERY; CANCELLATION.**
10.1 **Delivery Scheduling.** Deliveries occur on your selected frequency (weekly, bi-weekly, or monthly). Selection windows and lock-in times will be clearly communicated in your Account.
10.2 **Changes and Locking.** Changes to your Plan or delivery day must be made before the cutoff time specified for your schedule. Late changes will apply to the next period.
10.3 **Cancellation Procedures.** To cancel or change a subscription, log into your Account and follow the prompts, or contact customer service at 862-238-7224 or info@cogentcodings.com. Cancellation must occur before the cutoff to avoid the next charge. You may use the current period’s shipment but will not be charged for future periods. Deactivating your Account does not automatically cancel subscriptions.
10.4 **Delivery Issues.** We are not responsible for delays caused by weather, carriers, or events beyond our reasonable control. Risk of loss passes to you upon delivery to the carrier or your designated address. Products are shipped under the Limited Quantity exception for hazardous materials.
10.5 **Shipping and Handling.** You agree to pay applicable shipping and handling charges shown at checkout. We may adjust these with notice.

11. **FORCE MAJEURE.** We are not liable for delays or failures caused by events beyond our reasonable control, including strikes, natural disasters, pandemics, or governmental restrictions.

12. **RECEIPT AND SAFE USE OF COATINGS.** You are solely responsible for inspecting shipments upon receipt and for the proper storage, handling, application, and disposal of our coatings and paints. These are industrial coatings that may contain hazardous materials. You must follow all current Safety Data Sheets (SDS), use appropriate personal protective equipment (PPE), ensure adequate ventilation, and comply with all federal, state, and local regulations (including OSHA, EPA, and DOT requirements) when using, storing, transporting, or disposing of our products. Failure to do so may result in serious health risks, property damage, or regulatory violations. We recommend consulting the SDS for each product and obtaining proper training in bathtub refinishing techniques. Any individual accepting delivery is presumed authorized.

13. **RETURN AND REFUND POLICY.** Returns are accepted only for defective products or shipping damage, and only if reported within **24 hours** of receipt. We may require photos or return of the product before issuing a credit or refund, at our sole discretion. Custom-mixed, opened, or used coatings are generally non-returnable. Contact us at 862-238-7224 or info@cogentcodings.com to initiate a return.

14. **PROPRIETARY RIGHTS.** We own or license all content, trademarks (including “Cogent Coatings”), and intellectual property on the Site and App. You receive a limited, revocable license for your professional/business use of the Offerings only. You may not copy, modify, or commercially exploit our materials without written permission.

15. **COMMUNITY STANDARDS AND CONDUCT GUIDELINES.** You agree to use the Site and App only for lawful purposes and not to engage in prohibited conduct, including violating laws, transmitting spam, impersonating others, or interfering with the Site’s operation.

16.–18. **Third-Party Content, User Conduct, and User Content.** You are responsible for your posted content. We may use reviews, photos, or testimonials (with permission or as allowed by law) in our marketing.

19. **INDEMNIFICATION.** You agree to indemnify and hold the Company, its owners, employees, and affiliates harmless from claims arising from your use of the products, violation of these Terms, or your User Content.

20. **DISCLAIMERS.** ALL PRODUCTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. There are no warranties, express or implied. You assume all risks related to the proper storage, handling, and application of coatings. We do not guarantee specific performance results, as outcomes depend on surface preparation, application technique, environmental conditions, and other factors beyond our control. Always consult and follow the latest SDS and manufacturer instructions.

21. **LIMITATION OF LIABILITY.** To the fullest extent permitted by law, we are not liable for indirect, consequential, punitive, or incidental damages. Our total liability shall not exceed the amount you paid to us in the thirty (30) days prior to the claim.

22. **MODIFICATIONS TO THE SITE AND PRODUCTS.** We may modify or discontinue any part of the Site or Offerings at any time without liability.

23. **DISPUTE RESOLUTION & BINDING ARBITRATION.** Our philosophy is to treat all customers honestly and reasonably. Most concerns and complaints can be resolved by contacting Customer Care at info@cogentcodings.com or call 862-238-7224. If a concern, complaint, or claim of any kind arises between you and the Company that is not resolved by Customer Care, you and the Company agree to work diligently and in good faith to reach a resolution that is fair and equitable to both sides using the Mandatory Informal Dispute Resolution Process described below. On occasion, despite our respective best efforts, a third party may be necessary to help resolve problems that may arise between you and the Company.

YOU AND THE COMPANY AGREE THAT ALL DISPUTES BETWEEN YOU AND THE COMPANY THAT ARE NOT RESOLVED INFORMALLY SHALL BE RESOLVED ON AN INDIVIDUAL BASIS THROUGH BINDING ARBITRATION OR IN SMALL CLAIMS COURT ONLY, IN ACCORDANCE WITH THE ARBITRATION AGREEMENT (“ARBITRATION AGREEMENT”) SET FORTH IN THIS SECTION. YOU AND THE COMPANY ALSO AGREE TO WAIVE ANY AND ALL RIGHTS TO A TRIAL BY JURY AND TO WAIVE ANY AND ALL RIGHTS TO PARTICIPATE IN ANY WAY IN A CLASS ACTION IN CONNECTION WITH ANY SUCH DISPUTES OR TO MAKE OR PROCEED WITH ANY CLAIM ON A COLLECTIVE OR CONSOLIDATED BASIS.

23.1 **All Disputes Covered.** You and the Company agree that this Arbitration Agreement covers all concerns, complaints, demands for relief, disputes, and claims of any kind and in the broadest possible sense that may arise between you and the Company (each a “Dispute,” and, collectively, the “Disputes”). Disputes covered by this Arbitration Agreement include, but are not limited to, those arising out of or related in any way to these Terms, including the Privacy Policy or other Supplemental Terms; the operation and content of the Site and App; your use of the Site and App; communications and interactions between you and the Company; promotions by the Company; and all purchases of, requests for, and uses by you of all Products and Services offered by the Company (including all Offerings and supplemental Offerings). You and the Company further agree that this mutual obligation to arbitrate encompasses Disputes of every kind and description, including, but not limited to, statutory, regulatory, constitutional, and common law Disputes, including, but not limited to, those involving allegations of negligence and intentional wrongdoing (including fraud and misrepresentation) and tax controversies, and irrespective of the source or origin of the law which may govern or give rise to such Disputes and irrespective of whether other parties may be involved in such Disputes. This Arbitration Agreement shall apply, without limitation, to all Disputes or claims and requests for relief that arose or were asserted before the Effective Date of these Terms or any prior version of these Terms.

23.2 **All Persons and Entities Covered.** You and the Company agree that this Arbitration Agreement applies to all agents, attorneys, contractors, subcontractors, service providers, employees, and all others acting for, or on behalf of, you and the Company, or under your or the Company’s direction or control, and all companies affiliated with the Company (including, but not limited to, parents, subsidiaries, and sibling corporations, if any). This Arbitration Agreement is binding not only on you and the Company, but also your and the Company’s respective heirs, successors, and assigns.

23.3 **The Federal Arbitration Act Applies to this Arbitration Agreement.** You and the Company agree that this Arbitration Agreement and all arbitrations between you and the Company under this Arbitration Agreement are governed by the Federal Arbitration Act (“FAA”) and federal law, notwithstanding any state or local laws, or the laws of other countries, concerning or purporting to place limits on the availability or scope of arbitration or imposing obligations greater than, or inconsistent with, the FAA.

23.4 **Mandatory Informal Dispute Resolution Process.** If a dispute arises, the Company is committed to working with you to reach a reasonable resolution. For any issue or Dispute that arises between you and the Company, both parties acknowledge and agree that they will first make a good faith effort to resolve it informally before initiating any formal dispute resolution proceeding in arbitration or otherwise. This includes first sending a written notice of dispute (“Mandatory Dispute Notice”). A Mandatory Dispute Notice from you to the Company must (1) be sent by certified mail, with a copy to info@cogentcodings.com with the subject line “User Dispute”; (2) be addressed to Tub Klass Corporation d/b/a Cogent Coatings, 163 Sargent Avenue, Clifton, New Jersey 07013 (“Notice Address”); (3) contain your name, address, and email address; (4) describe the nature and basis of your claim; (5) include any relevant facts regarding your use of the Site, the App, the Offerings and/or Services (as may be applicable), including without limitation the specific order or conduct to which your Dispute pertains, the date(s) of any disputed charges, the date(s) of your interaction under which the Dispute arose; (6) specify the nature and basis of the specific relief sought, including the damages sought, if any, and a detailed calculation of them; and (7) include a personally signed statement from you (and not your counsel) verifying the accuracy of the contents of the Mandatory Dispute Notice. The Mandatory Dispute Notice must be individualized, meaning it can concern only your Dispute and no other person’s Dispute. If applicable, the Company agrees to send a Mandatory Dispute Notice to you, containing a similar level of detail as described above, by email to an email address you have previously provided to the Company or by certified mail, return receipt requested to an address you have previously provided to the Company.

You and the Company will then, upon receipt of any Mandatory Dispute Notice, attempt in good faith to resolve each Dispute described in the Mandatory Dispute Notice on an individual basis. You and the Company agree that, after receipt of the completed Mandatory Dispute Notice, the recipient may request an individualized telephone or video settlement conference (which can be held after the 60-day period) and both parties will personally attend (with counsel, if represented). You and the Company agree that the parties (and counsel, if represented) shall work cooperatively to schedule the conference at the earliest mutually convenient time and to seek to reach a resolution. If we and you do not reach an agreement to resolve the issues identified in the Mandatory Dispute Notice within 60 days after the completed Mandatory Dispute Notice is received (or a longer time if agreed to by the parties), you or we may commence an arbitration proceeding or a small claims court proceeding (if permitted by small claims court rules).

Compliance with this Mandatory Informal Dispute Resolution Process is a condition precedent to initiating arbitration. Any applicable limitations period (including statute of limitations) and any filing fee deadlines (other than the filing fees due by a claimant to commence an arbitration matter) shall be tolled while the parties engage in the Mandatory Informal Dispute Resolution Process set forth herein.

All of the requirements of the Mandatory Informal Dispute Resolution Process are essential so that you and the Company have a meaningful opportunity to resolve disputes informally. If any aspect of these requirements has not been met, a court of competent jurisdiction may enjoin the filing or prosecution of an arbitration. In addition, unless prohibited by law, the arbitration administrator may not accept, administer, assess, or demand fees in connection with an arbitration that has been initiated without completion of the Mandatory Informal Dispute Resolution Process, provided that this shall not excuse a claimant from timely paying filing fees necessary to commence arbitration. If the arbitration is already pending prior to the completion of the Mandatory Informal Dispute Resolution Process, the arbitration shall be administratively closed. A party may seek in arbitration, and an arbitrator or process arbitrator may award, damages for non-compliance with the Mandatory Informal Dispute Resolution Process.

23.5 **Disputes Not Settled Informally May Only Be Resolved in Small Claims Court or By Individual Arbitration.** At the conclusion of the Mandatory Informal Dispute Resolution Process, Disputes presented in a Mandatory Dispute Notice, but not resolved, may be asserted on an individual basis in either (1) small claims court in: (a) the county or parish where you live, if such a court is available and has jurisdiction to hear the Dispute; or (b) another location you and the Company agree on, but only if the Disputes (and the relief sought) qualify to be brought in that court; or (2) binding individual arbitration as provided for in this Arbitration Agreement, below.

23.6 **Arbitration Rules and Requirements.** You and the Company agree that the party initiating arbitration must submit a certification that they have complied with and completed the Mandatory Dispute Notice and Informal Dispute Resolution Procedure requirements referenced in Section 23.4 above, and that they are a party to the Arbitration Agreement enclosed with or attached to the demand for arbitration. The demand for arbitration and certification must be personally signed by the party initiating arbitration (and their counsel, if represented).

Any arbitration conducted pursuant to this Arbitration Agreement shall be administered by the American Arbitration Association pursuant to its Consumer Arbitration Rules, and, if applicable, its Mass Arbitration Supplementary Rules, that are in effect at the time the arbitration is initiated (the “AAA Rules”), as modified by the terms set forth in this Agreement. Copies of the AAA rules can be obtained at the AAA’s website (www.adr.org). Notwithstanding the foregoing, if requested by you or the Company, and if proper based on the facts and circumstances of the claims presented, the arbitrator shall have the discretion to select a different set of AAA Rules, but in no event, unless you and the Company agree otherwise, shall the arbitrator consolidate more than one person’s claims, or otherwise preside over any form of representative, collective, or class proceeding. The parties may select a different arbitration administrator, forum, and/or third-party neutral upon mutual written agreement. If the AAA is unable or unwilling to administer the arbitration under this Arbitration Agreement, you and the Company will select another arbitration provider, forum, and/or third-party neutral upon mutual written agreement. If there is no agreement, a court shall appoint an appropriate arbitration provider.

To begin an arbitration proceeding, you or the Company must file a demand for arbitration (“Demand”) with the AAA and serve a copy on the other party. You and we agree that notwithstanding any rules of the arbitration provider to the contrary, the Demand must (1) describe the factual and legal nature and basis of the claim or Dispute; (2) set forth the specific relief sought; and (3) include the name, mailing and email addresses, and phone number of the party bringing the claim. Unless the AAA Rules provide otherwise, a Demand shall be sent to the American Arbitration Association Case Filing Services, 1101 Laurel Oak Road, Suite 100, Voorhees, NJ 08043, or by filing online through the AAA’s website: https://www.adr.org/Support. For Demands initiated against the Company, a copy of the Demand shall also be sent to the Company by email to info@cogentcodings.com or by certified mail, return receipt requested to Tub Klass Corporation d/b/a Cogent Coatings, 163 Sargent Avenue, Clifton, New Jersey 07013.

The arbitrator, however, may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING. Further, unless both you and the Company agree otherwise or as permitted by the Additional Procedures for Mass Arbitrations set forth in Section 23.7 below, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative, class, or private attorney general proceeding. If, after exhaustion of all appeals, any of these prohibitions on non-individualized declaratory or injunctive relief; class, representative, and private attorney general claims; and consolidation are found to be unenforceable with respect to a particular claim or with respect to a particular request for relief (such as a request for injunctive relief sought with respect to a particular claim), then the parties agree such a claim or request for relief shall be decided by a court of competent jurisdiction, after all other arbitrable claims and requests for relief are arbitrated, as set forth below.

The arbitrator must interpret and apply this Arbitration Agreement as a court would. Court review of an arbitration decision is limited. To the extent that any cause of action or claim for relief cannot for any reason be addressed in arbitration, you and the Company agree that any court proceedings shall be stayed pending the final resolution in arbitration of all arbitrable causes of action and claims for relief. In the event you and the Company disagree on whether a Dispute must be arbitrated or disagree concerning the scope of the arbitrator’s powers, the arbitrator shall have, but only to the extent permitted by law, the sole authority to address all such disagreements, including, but not limited to, arguments concerning or related to the formation, legality, interpretation, and enforceability of this Arbitration Agreement, the scope of the Arbitration Agreement, the applicability of this Arbitration Agreement to you and the Company, and the arbitrability of any Dispute arising between you and the Company. Any court of competent jurisdiction will have the authority to enforce these arbitration requirements (including those related to Mass Arbitration set forth below) and, if necessary, enjoin the filing or prosecution of any arbitrations and the assessment of fees by the American Arbitration Association (“AAA”) or any other organization, arbitrator, or mediator in a manner inconsistent with this Arbitration Agreement.

As in court, you and the Company agree that any counsel representing a party in arbitration certifies when initiating and proceeding in arbitration that they are complying with the requirements of Federal Rule of Civil Procedure 11(b), including certification that the claim or relief sought is neither frivolous nor brought for an improper purpose. The arbitrator is authorized to impose any sanctions under the AAA Rules, Federal Rule of Civil Procedure 11, or applicable federal or state law, against all parties and counsel.

Except as expressly provided in this Arbitration Agreement, the arbitrator may grant any remedy, relief, or outcome that the parties could have received in court, including awards of attorneys’ fees and costs, in accordance with applicable law. Unless otherwise provided by applicable law, the parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator awards sanctions or finds that either the substance of the claim, the defense, or the relief sought is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

23.7 **Additional Procedures for Mass Arbitrations.** If twenty-five (25) or more claimants or their lawyers file, threaten to file, or indicate an intention to file Demands for arbitration raising substantially identical Disputes, and counsel for the claimants are the same or coordinated across such Disputes (a “Mass Arbitration”), the AAA’s Mass Arbitration Supplementary Rules, as modified by this Arbitration Agreement, shall apply. The AAA’s Mass Arbitration Supplementary Rules, as modified by this Arbitration Agreement, shall also apply if the Company initiates Disputes raising similar claims against 25 or more consumers represented by the same or coordinated counsel.

Each Mass Arbitration claimant must complete the Mandatory Dispute Notice and Informal Dispute Resolution Procedure requirements referenced in Section 23.4 above before that Mass Arbitration claimant can proceed to arbitration.

You acknowledge and agree that, by choosing to participate in a Mass Arbitration, the resolution of your Dispute might be delayed. The parties agree that throughout this process, their counsel shall meet and confer in an effort to informally resolve the Dispute, streamline procedures, address the informal exchange of information, modify the number of Disputes to be adjudicated and to promote efficiency, conservation of resources, and the resolution of Disputes, including to engage with the arbitration administrator and/or process arbitrator to address threshold administrative issues.

A first set of arbitrations (“Stage One”) will be resolved using bellwether proceedings if the claims are not resolved during pre-arbitration negotiations. In Stage One, each side shall select up to 20 cases (40 cases total) to be filed in arbitration. The cases shall be resolved individually by different arbitrators to the extent that the AAA has enough arbitrators available. If the AAA does not have enough available arbitrators to decide all the cases filed, the AAA may assign multiple cases to the same arbitrator, but the arbitrator must still resolve each arbitration individually, and no arbitration shall be binding on the others or on subsequent arbitrations. In the meantime, no other cases may be filed in arbitration, and the AAA shall not accept, administer, or demand payment of fees for arbitrations commenced in violation of this Arbitration Agreement.

After Stage One is completed, the parties must engage in a single mediation of all remaining cases. The parties shall attempt to reach agreement on a mutually agreeable mediator. If the parties cannot reach an agreement, the AAA may administratively appoint a mediator.

If the parties cannot agree how to resolve the remaining cases after the conclusion of Stage One and the mediation, to increase the efficiency of administration and resolution of the remaining cases, the parties shall attempt to agree on a batching process that allows all arbitrations to proceed in an orderly, efficient, and cost-effective manner. If the parties cannot agree on an orderly process, each side shall submit a proposal to a process arbitrator, who will then decide upon an appropriate batching process (“Stage Two”). During Stage Two, the parties or a process arbitrator may appoint a single arbitrator to preside over batches of arbitrations, and the batches may be decided (as appropriate) on a consolidated basis with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award. AAA shall administer all batches in Stage Two concurrently, to the extent possible.

You and the Company agree to cooperate in good faith with AAA to implement this batch arbitration process. This batch arbitration process shall in no way be interpreted as authorizing or creating a class or collective action of any kind, and nothing about the batch arbitration process will preclude any party from participating in any arbitration administered according to that process, or any arbitrator from awarding individual relief as between each respondent and claimant in accordance with this Arbitration Agreement, even if they are part of the same batch. Nothing about the prohibition on class, collective, or representative actions shall be construed as prohibiting the batch arbitration described herein.

If your Dispute is part of a Mass Arbitration, any applicable limitations periods (including statutes of limitations) shall be tolled for your Dispute from the time that your Dispute is first submitted to AAA until your Dispute proceeds in arbitration or is settled, withdrawn, otherwise resolved, or opted out of arbitration on mutual agreement of the parties.

A court of competent jurisdiction shall have the authority to enforce the Additional Procedures for Mass Arbitration section of the Arbitration Agreement, including by enjoining the filing, prosecution, or administration of arbitrations, and the assessment or collection of arbitration fees.

The Additional Procedures for Mass Arbitrations section of the Arbitration Agreement and each of its requirements are essential parts of this Arbitration Agreement. If, after exhaustion of all appeals, a court of competent jurisdiction decides that this Additional Procedures for Mass Arbitrations section applies to your Dispute and is not enforceable, then your Dispute shall not proceed in arbitration and shall only proceed in a court of competent jurisdiction consistent with the remainder of the Agreement.

23.8 **No Class Actions.** Except as expressly provided for in the Mass Arbitration Rules, you and the Company agree that all Disputes must be resolved on an individual basis only. This means that in such circumstances: (a) neither you nor the Company can bring a claim as a plaintiff or class member in a class action, consolidated action, or representative action; (b) an arbitrator cannot combine multiple claimant’s claims into a single case (or preside over any consolidated, class, or representative action); and (c) an arbitrator’s decision or award in one person’s case can only decide the Disputes of that claimant, not other claimants. Nothing in this Arbitration Agreement, including this section, is intended to limit the relief available to either you as an individual or the Company in arbitration or small claims court, including equitable relief that an arbitrator may be required to make available by applicable law. Nor does anything in this section limit your or the Company’s rights to resolve a Dispute by mutual agreement through a class-wide settlement of claims whether through mediation or otherwise.

23.9 **Fees and Costs.** You and the Company will each bear their own costs and attorneys’ fees in the event of a Dispute, provided, however, that either party may recover attorneys’ and arbitral fees and costs to the extent permitted by applicable law or under applicable arbitration rules. If an arbitrator determines that an arbitration has been brought in bad faith, for an improper purpose, or to exert unfair pressure greatly disproportionate to the harm alleged, or that the demand was entirely frivolous, the arbitrator may award costs, arbitration fees, and attorneys’ fees to the party defending itself in connection with any such Disputes.

23.10 **Offer of Settlement.** In any arbitration between you and the Company, the defending party may, but is not obligated to, make a written settlement offer at any time before the evidentiary hearing or, if a dispositive motion is permitted, prior to the dispositive motion being granted. The amount or terms of any settlement offer may not be disclosed to the arbitrator until after the arbitrator issues an award on the claim. If the award is issued in the other party’s favor and is less than the defending party’s settlement offer or if the award is in the defending party’s favor, the other party must pay the defending party’s fees and costs incurred after the offer was made, including any attorney’s fees. If any applicable statute or case law prohibits the shifting of costs incurred in the arbitration, then the offer in this provision shall serve to cease the accumulation of any costs to which the party bringing the claim may be entitled for the cause of action under which it is suing.

23.11 **Rules of Construction.** This Arbitration Agreement shall be interpreted, to the maximum extent permitted by law, to facilitate the resolution of all Disputes in arbitration in a way that is cost-effective to all parties.

23.12 **Severability.** If for any reason any provision of this Arbitration Agreement shall be held to be unenforceable, the remaining provisions of the Arbitration Agreement shall remain in effect to the maximum extent permitted by law in a manner that facilitates resolution of Disputes in arbitration in a way that is cost effective to all parties.

23.13 **Survival.** All provisions of this Arbitration Agreement shall survive the termination, cancellation, or expiration of the Terms or of your customer relationship with the Company.

23.14 **Right to Opt Out.** You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: info@cogentcodings.com within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your Cogent Coatings username (if any), the email address you used to set up your Cogent Coatings account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. If you have previously agreed to such an arbitration provision, you may opt out of any revisions to your prior arbitration agreement made by this provision in the manner specified above, but opting out of this Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may have with the Company. Opting out of this Arbitration Agreement has no effect on any arbitration agreements that you may enter in the future with us.

24. **GOVERNING LAW AND VENUE; CLASS ACTION AND JURY WAIVER.** THESE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF NEW JERSEY, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THESE TERMS.

Claims excepted from arbitration under the Arbitration Agreement set forth in these Terms, or otherwise determined by a court of competent jurisdiction not to be subject to arbitration, shall be brought exclusively in the state or federal courts of New Jersey, notwithstanding that other courts may have subject matter jurisdiction over the claims or personal jurisdiction over the parties. Notwithstanding this forum selection agreement, any small claims court proceedings may be brought in: (a) the county or parish where you live, if such a court is available and has jurisdiction to hear the claim; or (b) another location you and the Company agree on, but only if the claims (and the relief sought) qualify to be brought in that court.

You and the Company agree that to the extent claims proceed in court, to the fullest extent permitted by law, each party may bring claims against the other only in an individual capacity, and not participate as a plaintiff, claimant, or class member in any class, collective, consolidated, private attorney general, or representative proceeding. This means that you and the Company may not bring a claim on behalf of a class or group and may not bring a claim on behalf of any other person unless doing so as a parent, guardian, or ward of a minor or in another similar capacity for an individual who cannot otherwise bring their own individual claim. This also means that you and the Company may not participate in any class, collective, consolidated, private attorney general, or representative proceeding brought by any third party. Notwithstanding the foregoing, you or the Company may participate in a class-wide settlement. To the fullest extent permitted by law, you and the Company waive any right to a jury trial. If there is a final judicial determination that any part of this paragraph is unenforceable or unlawful for any reason, the unenforceable or unlawful portion shall be severed and severance shall have no effect whatsoever on the enforceability, applicability, or validity of any other part of these Terms, including without limitation the choice-of-forum provision in the preceding paragraph.

While there is no judge or jury in an arbitration, subject to the terms of this Arbitration Agreement, the arbitrator has the power to hear and resolve all claims and to award all the relief that a court can award to an individual.

25. **TERM, TERMINATION AND SURVIVAL.** These Terms remain in effect while you use the Offerings. We may terminate or suspend your access at any time for any reason. Subscription cancellation is governed by Section 10.3. Provisions that by nature should survive (including liability limitations, indemnification, and arbitration) will survive termination.

26. **SEVERABILITY AND WAIVER.** If any of these Terms are determined by any competent jurisdiction to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions, and provisions which will continue to be valid to the fullest extent permitted by law. No waiver by the Company of any provision in these Terms shall be deemed a further or continuing waiver of such provision or a waiver of any other provision, and any failure to assert a right or provision under these Terms does not constitute a waiver of such right or provision.

27. **MISCELLANEOUS.** These Terms and any document expressly referred to herein constitute the whole agreement between you and the Company, and supersede all previous discussions, correspondence, negotiations, arrangements, understandings, or agreements between us relating to the subject matter of any contract. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of the Company. Except as otherwise provided herein, these Terms is intended solely for the benefit of the parties and is not intended to confer third party beneficiary rights upon any other person or entity.

28. **ELECTRONIC COMMUNICATIONS.** The communications between you and us are electronic. For contractual purposes, you (1) consent to receive communications from the Company in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications related to these Terms that the Company provides to you electronically satisfy any legal requirement that such communications would satisfy if they were made in writing in a physical document. The foregoing does not affect your statutory rights.

29. **NO RESALE.** Products are for professional use only and may not be resold to consumers without our prior written authorization.

**Contact Information**
Tub Klass Corporation d/b/a Cogent Coatings
163 Sargent Avenue
Clifton, New Jersey 07013
Phone: 862-238-7224
Email: info@cogentcodings.com

Products are shipped under the Limited Quantity exception for hazardous materials. There are no warranties, express or implied.