Enrich'&'Co,'LLC'End-User'License'

Agreement'

Last Updated: June 6, 2022

This End-User License Agreement (Agreement) is between the business or individual

accepting this Agreement (this business or individual being you) and Enrich & Co, LLC

(Developer). This Agreement is solely between you and Developer, and governs your use

of Developer's software application and the corresponding services it provides (together,

along with the associated documentation, proprietary, or intellectual property: the App).

Review this Agreement completely. You agree to be bound by the terms of this

process a payment directly on Clover.

1.2 Developer grants you a limited, non-exclusive, non-transferable, non-sublicensable,

revocable license during the Term (defined below) of this Agreement to use the App solely

for your internal business purposes. You will not otherwise distribute, lease, rent, host,

sublicense, transfer, sell, export, modify, reverse engineer, decompile, copy, benchmark,

create derivative works from, or attempt to derive the source code for the App. This license

does not grant you any rights to Developer's (or any other third party's) trademarks, service

marks, logos, trade dress, proprietary, or other intellectual property unless provided with the

App. Developer reserves to itself (or applicable third parties) all right, title, interest, and

may not support older versions of the App. You are solely responsible for obtaining all

equipment and services (e.g., Internet connectivity) necessary to access and use the App.

2.#Fees#

You will pay Developer a monthly fee for your use of the App, which will be automatically

collected through the payment method you select during set-up for the App. You are

responsible for payment of all sales, use, excise, or similar taxes (excluding taxes based on

Developer's income) imposed by federal, state, or local tax authority. You must notify

Developer of any billing errors within 120 days from when an error appears on your invoice,

after which time period you release Developer from all liability for Losses (defined below)

resulting from these errors.

Agreement's terms; (2) Developer believes your use of the App may damage its reputation

or intellectual property rights; (3) Developer suspends or terminates its agreement(s) with

any third party involved in providing the App; (4) you exceed normal and reasonable usage

for the App; (5) you experience a bankruptcy or insolvency event; or (6) you are using the

App for any fraudulent, illegal, or unauthorized purpose, or engage in willful misconduct with

respect to use of the App.

4.2 You may terminate this Agreement at any time and for any reason (without cause) by

providing notice to Developer. Your termination will be effective at the end of the then

current month or billing period in which you give notice. You will not receive a refund for the

billing period in which you terminate this Agreement.

no fault of the recipient); (2) the recipient lawfully possesses before its disclosure; (3) is

Information.

5.2 Neither of us may disclose the other's Confidential Information except (1) to our

respective directors, officers, employees, or representatives that need to know it in order to

perform our obligations under this Agreement; (2) in response to a subpoena or court order;

or (3) as required by applicable law, rule, or regulation.

5.3 Developer may use data or information obtained through the App to provide its services,

App (including, without limitation, improvements to it) (together, Ideas). By submitting any

Ideas, you agree that (1) they are not Confidential Information; (2) they are not subject to

any use or disclosure restrictions (express or implied); (3) you claim no rights in them; and

disclosure or use. You release Developer from all liability or obligations that may arise from

the receipt, review, disclosure, or use of any Idea that you submit.

6.#Account#

You will be required to register for an account with Developer to use the App. You will

provide us with accurate information when setting-up your account, and will maintain your

account with current information. You will be responsible for establishing safeguards

designed to prevent unauthorized access to, disclosure, use, or alteration of your account

(safeguards may include, without limitation, user names, passwords, security questions and

answers, or other credentials). You must notify Developer if you discover a security breach

7.1 The App is provided to you "as-is" and "as-available." You are solely responsible for

determining if the App meets your needs. Developer disclaims all warranties (express or

implied) related to your account or the App; including, without limitation, warranties

of security, merchantability, fitness for a particular purpose, non-infringement,

accuracy, and uninterrupted or error-free operation. Developer is not responsible for

any disclosures, modifications, deletions, or other errors that arise in connection with your

use of the App due to its interaction with other applications or their content.

7.2 You will indemnify Developer, its directors, officers, employees, agents, subsidiaries,

and affiliates against any third party claims for losses, damages, costs, or expenses

(including reasonable attorneys' fees) (together, Losses) that result from your use or

special, indirect, incidental, or consequential damages; regardless of whether these

damages were foreseeable or either of us was advised they were possible.

7.4 Developer's total, aggregate liability to you for all Losses arising from any cause

(regardless of the form of action or legal theory) in connection with this Agreement

prior to a Loss.

8.#Communications#

You authorized Developer to communicate with you electronically or otherwise using the

contact information you provide to it (e.g., without limitation, via your account, the Internet,

email, text, or live agent or automated calls to your mobile or other phone, even if these

9.2 Developer may modify this Agreement from time-to-time and will provide you with notice

changes to the date shown at the top of this Agreement, or other electronic means). Your

continued use of the App indicates your acceptance of any modifications to this Agreement.

You must stop using and uninstall the App if you do not agree to any modifications that are

made to this Agreement.

9.3 Each of us will comply with the laws, rules, and regulations (together, Laws) that apply

to our respective performance under this Agreement; including, without limitation, laws

related to the collection and use of consumer information obtained via the App. You will

follow the requirements of all user documentation provided for the App. You will not use

your App to access, store, or transmit materials that are tortious, libelous, or offensive;

contain malicious code, viruses, time bombs, Trojan horses, bots, scrips or other programs;

or infringe third parties' intellectual property rights.

9.4 This Agreement is governed by New York law, without regard to its conflicts or choice of

proceedings in connection with this Agreement. Both of us waive our rights to a trial by

exercise them. We are independent contractors. This Agreement does not create an

agency, partnership, or joint venture of any kind.

9.6 You may not assign this Agreement without Developer's written consent, which

assignment is voidable by the Developer; however, Developer may assign this Agreement

without notice to you or your consent.

277;2.