EX-10.3 4 a03312023annestephensons.htm EX-10.3 a03312023annestephensons
Page | 1 SEPARATION AGREEMENT This Separation Agreement and Release (“Agreement”) sets forth the agreement reached concerning the separation of Anne Stephenson (“Employee”), from Torrid Administration, Inc. and its parent companies, subsidiaries and affiliates (collectively, the “Company”). WHEREAS, Employee’s employment with the Company terminated effective as of March 23, 2023 (“Separation Date”). NOW THEREFORE, in consideration of the mutual promises contained in this Agreement, Employee and the Company (collectively referred to as “the Parties”) hereby agree as follows: 1. Final Payments. a. Wages and Vacation: Regardless of whether Employee signs this Agreement, on Employee’s Separation Date, Employee will receive a final paycheck which will include payment for any unpaid final wages for time worked through and including the Separation Date and other benefits to which Employee is entitled by virtue of Employee’s service with the Company up to and including the Separation Date, including payment for accrued but unused vacation pay. b. Reimbursement for Business Expenses. Employee will be reimbursed for any outstanding approved business expenses that are submitted to the Company for reimbursement no later than three (3) weeks after Employer Separation Date in accordance with Company policy. However, Employee acknowledges Employee’s responsibility for the payment of personal expenses that remain on Employee’s corporate card, if any. c. Benefits. Employee’s benefits will terminate as of Employee” Separation Date except as set forth below. The Company’s Human Resources Department will send Employee information concerning any conversion rights Employee may have for medical and life insurance coverage, as well as information about other benefit plans consistent with any obligations imposed by the plans and/or required by law. 2. Consideration. In exchange for the release of claims and the promises set forth below, the Company will provide Employee with the following separation benefits which Employee acknowledges Employee is not otherwise entitled to receive upon the termination of Employee’s employment: a. In consideration for the execution by Employee of this Agreement, Company agrees to provide Employee six (6) months of base pay in the gross amount of Three Hundred Thousand Dollars and Zero Cents ($300,000.00) (“Separation Pay”), less applicable withholding and deductions. The Separation Pay will be paid on the Company’s regular payroll schedule in equal installments. The first Separation Payment shall be paid to DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C7991A2E1 EA96-49F6-B4F5-CED2ACE760B6 Page | 2 Employee in the first regularly scheduled payroll period following execution of this Agreement and expiration of the seven (7) day revocation period, provided Employee has executed and not revoked this Agreement and is otherwise in compliance with this Agreement. b. The Company is not offering any tax advice to Employee regarding the Separation Pay or any amounts paid under this Agreement. Employee understands and agrees that upon Employee’s receipt of the payments described above Employee will have been fully compensated for any amounts owed under this Agreement. c. The Company also agrees to pay the premium to the third-party administrator for the maintenance of Employee’s health insurance under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) through September 2023, or until Employee becomes re- insured under a different plan, whichever occurs first. Employee must immediately notify the Company of re-insurance under a different plan. Except as set forth in this Agreement, Employee acknowledges, represents, and warrants that (a) the Company owes Employee no other wages, commissions, bonuses, vacation pay or other compensation or payments of any nature, and has made no other representations and/or commitments to Employee not set forth in this Agreement, and (b) the Company will have no other financial obligation to Employee with regard to Employee’s employment or termination. 3. General Release. a. Employee agrees to release any and all claims that Employee has or may have against the Company arising out of Employee’s employment with the Company (including Employee’s termination of employment). Employee agrees that this release includes not only the Company, but also the Company’s parents, subsidiaries, divisions, affiliates, predecessors, successors, and assigns, and its past and present officers, directors, agents, employees, counsel and insurers (the “Released Parties”). Employee understands and agrees that this release includes any and all claims of every kind and nature, whether known or unknown, actual or contingent, asserted or unasserted, arising under common law, statutory law, or otherwise that Employee has, had, now has, or may have against the Released Parties occurring up through the date Employee sign this Agreement, including, without limitation, claims arising pursuant to the Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Civil Rights Act of 1866, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the Fair Labor Standards Act, the Family and Medical Leave Act, the Employee Retirement Income Security Act of 1974, Worker Adjustment and Retraining Notification (WARN) Act, the Older Workers Benefit Protection Act, the Sarbanes-Oxley Act, or any other federal, state or local statute, ordinance, or regulation regarding employment, termination of employment, or discrimination in employment as such acts may have been amended. Employee understands and agrees that the only claims that are exempt from this release are claims the law does not allow Employee to waive by signing this Agreement. For the purpose of implementing a full and complete release, Employee expressly acknowledges that the releases given in this Agreement are intended to include, without limitation, claims that Employee did not know or suspect to exist in Employee’s DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C7991A2E1 EA96-49F6-B4F5-CED2ACE760B6


 
Page | 3 favor at the time of the date of Employee’s execution of this Agreement, regardless of whether the knowledge of such claims, or the facts upon with which they might be based, would have materially affected Employee’s decision to sign this Agreement, and that the consideration provided under this Agreement was also for the release of those claims and contemplates the extinguishment of any such unknown claims. b. This release also includes all claims arising under, relating to, or in any way involving the California Fair Employment and Housing Act ("FEHA"), California Constitution, the California Labor Code, and any corresponding regulations, and any claims arising out of the California Business & Professions Code, and any other alleged violation of any federal, state or local law, ordinance, and/or public policy, contract or tort or common-law having any bearing whatsoever on the terms and conditions and/or cessation of Employee’s employment with the Company which Employee ever had, now has, or shall have from the beginning of world to the date of this Separation Agreement. 4. WAIVER OF CIVIL CODE SECTION 1542 Employee hereby expressly waives and relinquishes all rights and benefits under California Civil Code § 1542 to the fullest extent that Employee may lawfully waive such rights. Section 1542 of the Civil Code of California provides as follows: A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party. 5. Non-Disparagement. Employee agrees that Employee will not make any oral or written statement that disparages the Company or Released Parties, or is likely to be harmful to them or their business, business reputation or personal reputation; provided that Employee may respond accurately and fully to any question, inquiry or request for information when required by legal process. The Parties acknowledge that this provision is to the mutual benefit of both parties and is not intended to prohibit truthful statements or disclosures about alleged unlawful employment practices. Nothing in this agreement prevents Employee from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Employee has reason to believe is unlawful. 6. Rights and Claims Excluded from Release of Claims. This Agreement does not waive any rights or claims that cannot be waived by law, including rights or claims that arise after you execute this Agreement (including any sexual assault or sexual harassment dispute, as defined by the Speak Out Act), your right to file a charge with a governmental agency (such as the United States Equal Opportunity Commission (“EEOC”)), and your right to participate in any governmental agency investigation or proceeding, and your right to communicate and cooperate with any such agency. You are waiving, however, any right to recover money in connection with such charge or investigation, except that you do not waive any right to receive money properly awarded by the U.S. Securities and Exchange Commission (“SEC”) as a securities whistleblower incentive, if applicable. You are, however, waiving any right to recover money in connection with a charge filed by any other individual , by the EEOC, or by any other city, local, state, or federal agency (other than the SEC). DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C7991A2E1 EA96-49F6-B4F5-CED2ACE760B6 Page | 4 Further, Employee understands and agrees that nothing in this Agreement prevents Employee from exercising, in any way, their rights under Section 7 of the National Labor Relations Act, including their ability to speak with former coworkers regarding terms and conditions of employment, to file with the National Labor Relations Board (“NLRB”) an unfair labor practice charge, to assist a former coworker with the filling of a charge, to provide information to the NLRB, to assist with the NLRB’s investigation or litigation of a charge, or to speak with others regarding workplace issues. 7. Neutral Reference. Employment references are provided by a third party and shall only include dates of employment and last position held in response to any business inquiry Employee authorizes. Employee agrees and acknowledges that the Company is not responsible for any references or information provided in response to inquiries to any other individual. 8. Restrictive Covenants. Employee agrees and acknowledges that Employee continues to be bound by any confidentiality, non-solicitation, and assignment of invention provisions or agreements that Employee has signed with the Company either prior to or during Employee’s employment (collectively, “Restrictive Covenant Agreements”), and this Agreement incorporates all such agreements by reference. 9. Confidentiality. a. Confidential Information: Employee acknowledges that during Employee’ employment Employee has learned Confidential Information relating to the business conducted and to be conducted by the Company and Employee agrees not to disclose such information to a new employer or to any other person, and Employee agrees to abide by the terms of the Proprietary Information and Inventions Agreement Employee signed electronically with the new hire paperwork on August 18, 2019. Employee agrees that Employee will not at any time after Employee’s employment disclose or use or authorize any third party to disclose or use any such Confidential Information, without prior written approval of the Company. As used in this Agreement, “Confidential Information” means all information belonging to the Company or provided to the Company by a customer that is not known generally to the public or the Company’s competitors and includes all trade secrets, client lists and information related to client files, know-how, show-how, technical, operating, financial, and other business information and materials. Confidential Information shall not include any general know-how or skills that Employee possess whether obtained through Employee’s employment at the Company or elsewhere. Confidential Information also does not include information that (i) is publicly known or becomes publicly known through no fault of Employee’s, or (ii) is generally or readily obtainable by the public. Employee shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (a) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (b) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. By signing this Agreement, Employee represents and warrants that Employee has not disclosed any Confidential Information to a third party, or sent/downloaded any Confidential Information to Employee’s personal DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C7991A2E1 EA96-49F6-B4F5-CED2ACE760B6


 
Page | 5 email account(s), personal computer(s), personal mobile device(s), and/or external and removable hard or thumb drives. b. Confidentiality of Agreement. Employee further understands and agrees that this Agreement and the matters discussed in negotiating the terms of this Agreement, are entirely confidential. It is therefore expressly understood and agreed by Employee that Employee will not reveal, discuss, publish, or in any way communicate any of the terms of this Agreement, and the matters discussed in negotiating the terms of this Agreement to any person, organization or other entity, except to Employee’s immediate family members and professional representatives, if any, as needed, who shall also be informed of and bound by this confidentiality clause; but in no event should Employee discuss this Agreement or its terms with any current or prospective employee of the Company. Should any of the aforementioned disclose the subject matter of this provision, then Employee will be responsible for their disclosure. Employee represents and warrants that, prior to signing this Agreement, Employee has not made any disclosures that would have been prohibited by this Agreement had they been made after the full execution of this Agreement. However, Employee understands that nothing in this Agreement precludes Employee from disclosing factual information (other than the amount of any settlement) related to any claim against Released Parties of harassment or discrimination or any other conduct Employee has reason to believe to be unlawful, or from disclosing factual information related to an administrative claim or civil action concerning sexual assault, sexual harassment, workplace harassment or discrimination, failure to prevent an act of workplace harassment or discrimination, or an act of retaliation against a person for reporting or opposing harassment or discrimination that was filed in a civil or administrative action. c. In the event that Employee believes that Employee is legally obligated by statutory or regulatory requirements (including compulsory legal process), to make such disclosures, Employee will contact the Company’s Chief Human Resources Officer and Chief Legal Officer, Bridgett Zeterberg, within 24 hours of receiving notice that Employee is so obligated. 10. Non-Solicitation. On behalf of herself or on behalf of any entity or person, Employee agrees not to, directly or in directly, solicit or encourage any Company employee to leave the Company. This section will expire two (2) years after Employee executes this agreement. 11. Return of Company Materials. No later than the Separation Date or as soon as possible thereafter, Employee represents that Employee has returned or will return to the Company, and has not retained in any form or format, all Company documents and other Company property containing Confidential Information that Employee had in Employee’s possession at any time. 12. Consideration of Medicare’s Interests. Employee affirms, covenants, and warrants Employee has made no claim for illness or injury against, nor is Employee aware of any facts supporting any claim against, the released parties under which the released parties could be liable for medical expenses incurred by the Employee before or after the execution of this agreement. Furthermore, Employee is aware of no medical expenses which Medicare has paid and for which the released parties are or could DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C7991A2E1 EA96-49F6-B4F5-CED2ACE760B6 Page | 6 be liable now or in the future. Employee agrees and affirms that, to the best of his knowledge, no liens of any governmental entities, including those for Medicare conditional payments, exist. Employee will indemnify, defend, and hold the released parties harmless from Medicare claims, liens, damages, conditional payments, and rights to payment, if any, including attorneys' fees, and Employee further agrees to waive any and all future private causes of action for damages pursuant to 42 U.S.C. § 1395y(b)(3)(A) et seq. 13. Notification of Rights. a. This Agreement is intended to comply with the Older Workers Benefit Protection Act (“OWBPA”) with regard to Employee’s waiver of rights under the Age Discrimination in Employment Act of 1967 (“ADEA”). b. Employee acknowledges and agrees that: i. Employee has read and understand this Agreement in its entirety, including the release of ADEA claims. ii. Employee was informed that Employee may consult with an attorney, at Employee’s expense. iii. Employee will have 21 days to review (including consulting an attorney) and sign this Agreement and return it via email it to bzeterberg@torrid.com. Employee may use as much or as little of this 21-day period prior to signing; however, Employee may not sign until after Employee’s Separation Date. Pursuant to 29 C.F.R. §16.22(e)(4), the Parties agree that any modifications to this Agreement, whether material or immaterial, will not restart the 21-day consideration period. iv. If Employee signs this Agreement, Employee has done so knowingly, willingly and voluntarily and under no compulsion or duress, in exchange for the separation benefits provided herein. v. The Agreement provides consideration in addition to anything of value to which Employee may be entitled independent of the Agreement. vi. This Agreement is not intended to be a waiver of claims, including claims under the ADEA, arising after the date Employee execute this Agreement. c. Employee has seven (7) days to revoke this Agreement in writing by emailing bzeterberg@torrid.com no later than the close of business on the 7th day after Employee signs. If Employee revokes this Agreement as provided in this Section, it shall be null and void and Employee will not be entitled to any of the consideration from the Company described above. If Employee does not revoke this Agreement within seven (7) days of DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C7991A2E1 EA96-49F6-B4F5-CED2ACE760B6


 
Page | 7 executing it, this Agreement shall become enforceable on the 8th day after execution of this Agreement (the “Effective Date”). 14. Consultation with Counsel. Employee acknowledges that Employee has been given at least five (5) business days to consult with legal counsel of Employee’s choice regarding this Agreement. If Employee signs this Agreement prior to the end of the five business day time period, Employee acknowledges that Employee’s decision to accept such shortening of time is knowing and voluntary and was not induced by the Company through fraud, misrepresentation, or a threat to withdraw or alter the offer prior to the expiration of the reasonable time period, or by providing different terms to Employee. 15. Waiver. Neither party shall, by mere lapse of time, without giving notice or taking other action hereunder, be deemed to have waived any breach by the other party of any of the provisions of this Agreement. Further, the waiver by either party of a particular breach of this Agreement by the other shall neither be construed as, nor constitute, a continuing waiver of such breach or of other breaches of the same or any other provision of this Agreement. 16. Severability. If any of the provisions, terms or clauses of this Agreement are declared illegal, unenforceable, or ineffective, those provisions, terms and clauses shall be deemed severable, and all other provisions, terms and clauses of this Agreement shall remain valid and binding upon both parties. 17. Governing Law and Venue. This Agreement will be governed and enforced in accordance with the laws of the State of California, without regard to its conflict of laws principles. 18. Entire Agreement. This Agreement, including the Restrictive Covenants Agreements incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations and agreements, whether written or oral. However, nothing in this Agreement is intended to nullify any benefits already vested pursuant to the Company’s Deferred Compensation Plan. This Agreement may not be altered or amended except by a written document signed by Employee and an authorized representative of the Company. 19. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together constitute but one and the same agreement. Employee has the right to consult with an attorney and has been advised by the Company to do so before signing this Agreement, and this paragraph constitutes such advice in writing. DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C7991A2E1 EA96-49F6-B4F5-CED2ACE760B6 Page | 8 IN WITNESS WHEREOF, the undersigned have executed this Agreement freely and voluntarily with the intention of being legally bound by it. ANNE STEPHENSON Signature: _________________________________ Print Name: _________________________________ Date: ______________ TORRID ADMINISTRATION, INC. Signature: ____________________________________ Title: _______________________________ Date: _______________ DocuSign Envelope ID: 000A3754-9164-4151-9AFE-3C318C42361C 3/31/2023 Anne G Stephenson 7991A2E1 EA96-49F6-B4F5-CED2ACE760B6 CEO 3/31/2023


 
Certificate Of Completion Envelope Id: 7991A2E1EA9649F6B4F5CED2ACE760B6 Status: Completed Subject: Complete with DocuSign: Stephenson Anne Separation Agreement FINAL 3-22-2023 .pdf Source Envelope: Document Pages: 8 Signatures: 1 Envelope Originator: Certificate Pages: 5 Initials: 0 Cristian Montero AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) CristianM@torrid.com IP Address: 142.197.136.242 Record Tracking Status: Original 3/31/2023 8:02:12 AM Holder: Cristian Montero CristianM@torrid.com Location: DocuSign Signer Events Signature Timestamp Lisa Harper LHarper@torrid.com CEO Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 24.224.89.229 Signed using mobile Sent: 3/31/2023 8:04:58 AM Viewed: 3/31/2023 8:08:39 AM Signed: 3/31/2023 8:08:51 AM Electronic Record and Signature Disclosure: Accepted: 3/31/2023 8:08:39 AM ID: 6efa9dcf-dabf-4de2-b548-8f1e320276b2 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Bridgett Zeterberg BZeterberg@torrid.com Chief Human Resources officer / Chief Legal Officer Torrid Security Level: Email, Account Authentication (None) Sent: 3/31/2023 8:08:53 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/31/2023 8:04:58 AM Certified Delivered Security Checked 3/31/2023 8:08:39 AM Signing Complete Security Checked 3/31/2023 8:08:51 AM Completed Security Checked 3/31/2023 8:08:53 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure


 
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Torrid (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 3/15/2022 8:31:15 AM Parties agreed to: Lisa Harper Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact Torrid: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: tdcontracts@torrid.com To advise Torrid of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at tdcontracts@torrid.com and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address. If you created a DocuSign account, you may update it with your new email address through your account preferences. To request paper copies from Torrid To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to tdcontracts@torrid.com and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with Torrid To inform us that you no longer wish to receive future notices and disclosures in electronic format you may:


 
i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to tdcontracts@torrid.com and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide- signing-system-requirements. Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:  You can access and read this Electronic Record and Signature Disclosure; and  You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and  Until or unless you notify Torrid as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by Torrid during the course of your relationship with Torrid.