TERMS OF USE AGREEMENT

Effective February 7, 2023

This Terms of Use Agreement (“Agreement”) sets forth the terms and conditions that apply to your access and use of the Internet websites located at packagebee.com which are owned and operated by PackageBee, a Georgia Limited Liability Company. By using the information, links, tools, features, and functionality located on PackageBee (the “Service”), you acknowledge that you have read and agree to be bound by this Agreement, whether you are a “Visitor” (which means that you simply browse the PackageBee websites) or you are a “User” (which means that you have registered an account with PackageBee). If you accept this Agreement, you represent that you have the capacity to be bound by it, or if you are acting on behalf of a company or entity that you have the authority to bind such entity. You may not use the Service and you may not accept this Agreement if you are not of a legal age to form a binding contract with PackageBee. The term “you” refers to a Visitor or a User. The term “we” refers to PackageBee.

Your Use of the Service

Your right to access and use PackageBee and the Service is personal to you and is not transferable by you to any other person or entity. You are only entitled to access and use PackageBee for lawful purposes. PackageBee may, in its sole and absolute discretion, refuse to accept an account registration by any party. Any unauthorized use is strictly prohibited. You acknowledge that you will not use the PackageBee data or toolset for any purpose other than stated herein.

Accurate records enable PackageBee to provide the Service to you. You must provide true, accurate, current, and complete information about your Bank Account(s), as defined below. In order for the Service to function effectively, you must also keep your registration information up to date and accurate. If you do not do this, the accuracy and effectiveness of the Service to you will be affected.

Your access and use of PackageBee may be interrupted from time to time for any of several reasons, including, without limitation, equipment malfunction, periodic updating, maintenance or repair of PackageBee or other actions that PackageBee, in its sole discretion, may elect to take.

Privacy and your Personal Information

For information about PackageBee’s data protection practices, please read its Privacy Statement, which is hereby incorporated into this Agreement. This Privacy Statement explains how PackageBee treats your personal information when you access PackageBee and use the Service. The Privacy Statement may be updated from time to time at our discretion. Changes will be effective upon posting to the site.

Description of the Service

Third Parties

PackageBee will from time to time mention other services and/or provide links to other resources on the Internet. These are provided as citations and aids to help you identify and locate other Internet resources that may be of interest, and do not imply any endorsement of such links or the products and services offered at each such site. PackageBee also does not endorse, warrant or guarantee the products or services available through banks (or any other third-party products or services mentioned, advertised on, or linked from our site), whether or not sponsored, and PackageBee is not an agent or broker or otherwise responsible for the activities or policies of those web sites.

PackageBee does not guarantee that the investment, plan, or other service terms, rates, or rewards offered by any particular other third party on PackageBee are actually the terms that may be offered to you if you pursue the offer or that they are the best terms or rates available in the market.

Your Registration Information

You agree and understand that you are responsible for maintaining the confidentiality of your password, which, together with your Login ID e-mail address, allows you to access the Service. That Login ID and password, together with any other contact information you provide, form your “Registration Information.”

By providing us with your e-mail address, you agree to receive all required notices electronically to that e-mail address. It is your responsibility to update or change that address, as appropriate. If you become aware of any unauthorized use of your Registration Information, you agree to notify PackageBee immediately at the email address - info@packagebee.com.

Rights You Grant to Us

By submitting information, data, passwords, usernames, other log-in information, materials and other content to PackageBee through the Service, you are licensing that content to PackageBee solely for the purpose of providing the Service. PackageBee may use and store the content, but only to provide the Service to you. By submitting this content to PackageBee, you represent that you are entitled to submit it to PackageBee for use for this purpose, without any obligation by PackageBee to pay any fees or other limitations.

PackageBee’s Intellectual Property Rights

The contents of PackageBee, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under both United States and other applicable copyright, trademark and other laws. In addition, PackageBee and packagebee.com and the logos thereof are trademarks or service marks, or registered trademarks or registered service marks of PackageBee. The contents of PackageBee belong or are licensed to PackageBee or its software or content suppliers. PackageBee grants you the right to view and use PackageBee subject to these terms. You may download or print a copy of information provided on PackageBee for your personal, internal and non-commercial use only. Any distribution, reprint or electronic reproduction of any content from PackageBee in whole or in part for any other purpose is expressly prohibited without our prior written consent.

Interference

You agree that you will not:

1. Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor PackageBee or any portion of PackageBee, without PackageBee’s express written consent, which may be withheld in PackageBee’s sole discretion;

2. Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search PackageBee, other than the search engines and search agents available through the Service and other than generally available third-party web browsers (such as Microsoft Explorer);

3. Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of PackageBee or the Service; or

4. Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of PackageBee or the Service.

Disclaimer of Representations and Warranties

THE CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH PACKAGEBEE OR PROVIDED THROUGH THE SERVICE (WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. PACKAGEBEE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF PACKAGEBEE OR OF THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

PACKAGEBEE MAKES NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON PACKAGEBEE OR OF THE SERVICE (WHETHER OR NOT SPONSORED), AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. PACKAGEBEE MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICE IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.

No Relationship and not a Financial Planner, Broker or Tax Advisor

The materials provided on PackageBee are for informational purposes only. NEITHER PACKAGEBEE NOR THE SERVICE PROVIDES OR IS INTENDED TO PROVIDE LEGAL, TAX, OR FINANCIAL ADVICE. PACKAGEBEE IS NOT A FINANCIAL PLANNER, BROKER, OR TAX ADVISOR. The Service is intended only to assist you in your financial organization and management. Your personal financial situation is unique, and any information and advice obtained through the Service may not be appropriate for your situation.

Accordingly, before making any final decisions or implementing any financial strategy, you should consider obtaining additional information and advice from your accountant or other financial advisers who are fully aware of your individual circumstances.

You also acknowledge and agree that use of the Services makes neither you nor PackageBee an agent, representative, broker, employee, partner, or joint venture of the other party. This Agreement shall not be interpreted or construed to create an association, joint venture, agency, franchise or partnership between the parties or to impose any partnership obligation or liability upon either Party.

Alert Disclaimer

You understand and agree that any alerts provided to you through the Service may be delayed or prevented by a variety of factors. In the event PackageBee provides alerts, it will endeavor to do so in a timely manner and with accurate information. However, we neither guarantee the delivery nor the accuracy of the content of any alert. You also agree that PackageBee shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by you or any third party in reliance on an alert.

Limitations on Liability

PACKAGEBEE SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO SERVICE FEES, CHARGES, PENALTIES, AND/OR LOSS OF PROFIT, INTEREST, EARNINGS, REVENUE, GOODWILL, OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO PACKAGEBEE, YOUR USE OF, OR INABILITY TO USE, THE SERVICE OR THIS AGREEMENT, EVEN IF FALCONER DEVELOPMENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, PACKAGEBEE’S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO AN AGGREGATE MAXIMUM OF $100.00 (ONE HUNDRED UNITED STATES DOLLARS).

Personnel Reliability in Regard to Customer Personal Data

PackageBee shall take reasonable steps to ensure the reliability of any of its employees, agents or contractors who may have access to the Customer Personal Data, ensuring in each case that access is strictly limited to those individuals who need to know or access the relevant Customer Personal Data as strictly necessary for the purposes of this Agreement, and to comply with applicable Data Protection Laws in the context of that individual’s duties, ensuring that all such individuals are subject to confidentiality undertakings or professional statutory obligations of confidentiality.

Security of Customer Personal Data

Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of data processing, as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, PackageBee shall in relation to the Customer Personal Data implement appropriate technical and organizational measures to ensure a level of security appropriate to that risk.

In assessing the appropriate level of security, PackageBee shall take into account the risks that are presented by processing, in particular from a Personal Data Breach.

Data Subject Rights

PackageBee shall implement appropriate technical and organizational measures, insofar as this is possible, for the fulfillment of the obligations as reasonably understood, to respond to requests to exercise Data Subject rights under any applicable Data Protection Laws.

PackageBee shall promptly notify you if it receives a request from a Data Subject under any applicable Data Protection Law in respect of customer personal data; and ensure that it does not respond to that request except at your documented instruction, or as required by applicable laws to which PackageBee is subject; in which case PackageBee shall to the extent permitted by applicable laws inform you of that legal requirement before responding to the request.

Breach of Customer Personal Data

PackageBee shall notify you without undue delay upon becoming aware of a Personal Data Breach affecting Customer Personal Data, providing you with sufficient information to allow you to meet any obligations to report or inform Data Subjects of the Personal Data Breach under the applicable Data Protection Laws.

PackageBee shall cooperate with you and take reasonable steps to assist in the investigation, mitigation and remediation of each such Personal Data Breach.

Deletion or Return of Customer Personal Data

PackageBee shall promptly and in any event within 10 business days of the date of cessation of any services involving the processing of Customer Personal Data (the “Cessation Date”), delete and procure the deletion of all copies of those Customer Personal Data.

Transfer of Customer Personal Data

PackageBee may not transfer or authorize the transfer of Customer Personal Data, except to satisfy the purposes of processing in accordance with this Agreement.

Processing of Customer Personal Data

The categories of Customer Personal Data to be processed by PackageBee, and the purposes of that processing, are those listed in the PackageBee Privacy Statement in the sections headed Processing of Customer Personal Data and Details of Processing.

Retention of Customer Personal Data

Customer Personal Data associated with any received sales orders, invoices, purchase orders, or returns, as applicable, is accessible in the PackgeBee application to you, and any staff accounts expressly authorized by you, for a period of thirty (30) days.

Sales orders, invoices, purchase orders, and returns, as applicable, may be selectively deleted from the PackageBee application at any time at your discretion, or deleted en masse at the time of account closure.

When Customer Data is deleted in the PackageBee application, it is permanently and irrevocably purged therefrom.

Transaction logs, which may necessarily include Customer Data, are available in the PackageBee application to you and staff accounts expressly authorized by you for a period of thirty (30) days, after which those logs are irrevocably purged.

Your Indemnification of PackageBee

You shall defend, indemnify, and hold harmless PackageBee and its officers, directors, shareholders, and employees, from and against all claims and expenses, including but not limited to attorneys fees, in whole or in part arising out of or attributable to any violation of this Agreement by you, your violation of any rights of another, or your violation of any federal, state, or other law, rule, regulation in the United States or any other country in the world or any breach of any of your representations, warranties, and/or covenants related thereto.

Ending the Agreement

This Agreement will continue to apply until terminated by either you or Falconer Development. If you want to terminate your legal agreement with PackageBee, you may do so by closing your account for the Service.

PackageBee may at any time, terminate its legal agreement with you:

1. if you have breached any provision of this Agreement (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of this Agreement);

2. if PackageBee in its sole discretion believes it is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or

3. immediately upon notice, to the e-mail address provided by you as part of your Registration Information.

Modifications

PackageBee may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on the PackageBee site. In addition, the Agreement will always indicate the date it was last revised. You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Service after those changes are posted.

Governing Law and Forum for Disputes

This Agreement, and your relationship with PackageBee under this Agreement, shall be governed by the laws of the State of Georgia without regard to its conflict or choice of laws provisions. Any dispute with PackageBee, or its officers, directors, employees, agents or affiliates, arising under or in relation to this Agreement shall be resolved exclusively in Fulton County, Georgia Superior Court, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case PackageBee may seek such relief in any court with jurisdiction over the parties.

You also acknowledge and understand that, with respect to any dispute with PackageBee, its officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement:

1. YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and

2. YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.

Miscellaneous

If any portion of this Agreement is deemed unlawful, void, or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.

You agree that if PackageBee does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which PackageBee has the benefit of under any applicable law), this will not be taken to be a formal waiver of PackageBee’s rights and that those rights or remedies will still be available to PackageBee.

All covenants, agreements, representations and warranties made in this Agreement shall survive your acceptance of this Agreement and the termination of this Agreement. This Agreement represents the entire understanding and agreement between you and PackageBee regarding the subject matter of the same, and supersedes all other previous agreements.

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