Bonzah Business Partner User Agreement

Last Updated August 4, 2026

USER AGREEMENT

PLEASE READ THIS USER AGREEMENT AND ALL OF THE TERMS AND CONDITIONS SET FORTH HEREIN (THE "AGREEMENT") CAREFULLY BEFORE USING THE PLATFORM.

BY SUBMITTING THIS FORM AND CLICKING "I ACCEPT" AS PART OF THE ONBOARDING PROCESS, YOU AGREE THAT THIS AGREEMENT SHALL GOVERN YOUR USE OF THE PLATFORM AND AGREE TO THE TERMS SET FORTH HEREIN. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF AN ENTITY, YOU REPRESENT THAT YOU HAVE THE POWER AND AUTHORITY TO ACCEPT THIS AGREEMENT ON BEHALF OF SUCH ENTITY, AND THE "PARTICIPANT" FOR PURPOSES OF THIS AGREEMENT SHALL BE THE ENTITY.

THIS AGREEMENT SHALL BE EFFECTIVE WHEN PARTICIPANT CLICKS "I ACCEPT" OR OTHERWISE BEGINS USING THE PLATFORM AND SHALL GOVERN THROUGHOUT THE ENTIRE TERM.

BACKGROUND

WHEREAS, Pablow, Inc. dba bonzah.com is the licensed insurance entity, and its affiliated company, Bonzah, Inc., is an affiliate and technology provider that does not offer insurance and provides the technology platform (Pablow, Inc. dba bonzah.com and Bonzah, Inc., collectively, "Bonzah") through its APIs, Internet website, co-branded microsites, business partner portal, and more, where rental car agencies and auto rental customers can obtain insurance coverage on rental vehicles and products and services complementary to the auto rental industry (the "Platform");

WHEREAS, Participant desires to use the Platform for providing rental car insurance options and complementary products to Participant's customers (the "Customers"), as more fully described herein (collectively, the "Insurance Program"), and Bonzah desires for Participant to participate in the Insurance Program.

NOW THEREFORE, in consideration of the foregoing premises and the mutual covenants and agreements hereinafter contained, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

SECTION 1 — DEFINITIONS

1.1 Definitions. Unless otherwise defined herein, the capitalized terms used in this Agreement shall have the below definitions:

(a) "Broker of Record" means the "broker of record" as required by carriers, but only in the capacity as surety partner of Participant, which shall be Pablow, Inc. dba bonzah.com.

(b) "Insurance Program" has the meaning set forth in the Background section hereof.

(c) "Products and Services" shall mean the rental car insurance products and related insurance services generally offered by Pablow, Inc. dba bonzah.com on the Platform. Bonzah shall have the right to add or remove any particular insurance carrier or service in its sole discretion.

SECTION 2 — LICENSE

2.1 Platform License. Subject to the terms and conditions of this Agreement, Bonzah grants to Participant a non-exclusive, non-transferable, non-sublicensable, revocable, royalty-free, limited license to access and use the Platform, and associated content, information, or material as provided by Bonzah to Participant in any medium now in existence or hereafter developed, including but not limited to any referral mediums, plug-ins, widgets, code, software, programming interfaces, access keys, algorithms, tools upgrades, updates, or error connections thereto (collectively, the "Content"), during the term of this Agreement.

2.2 Intellectual Property. Notwithstanding anything to the contrary contained herein, Bonzah has and will retain all ownership and intellectual property rights, title and interest (including, without limitation, all patent, copyright, trademark, trade secret and other intellectual property rights) in and to the Insurance Program, Products and Services, all marketing content developed by Bonzah in relation to the Insurance Program, the Content, and all copies, modifications and derivative works thereof. Bonzah retains all rights not expressly granted in this Agreement.

2.3 Limited Rights. Participant agrees and understands that Bonzah is the exclusive owner of the Products and Services and/or Content, and all graphic designs, icons, computer programming, and other elements incorporated therein or generated thereby, and all intellectual property rights in the foregoing. In addition, Participant acknowledges that Bonzah and its affiliates retains all ownership, right, title, interest in and to its trademarks, tradenames, service marks, inventions, copyrights, trade secrets, patents, technology, software, and know-how related to the design, function, or operation of its Services and/or Content. Participant's rights are strictly limited to the rights expressly granted in this Agreement.

2.4 Compliance with Law. Participant will comply with all applicable laws, rules and regulations in connection with its use of the Services and/or Content. Participant will not, and will not permit any third party to: (i) copy, modify, translate, or create derivative works of the Services and/or Content; (ii) reverse engineer, decompile, disassemble, or otherwise attempt to reconstruct, identify or discovery any source code, underlying ideas, underlying user interface techniques, or algorithms of the Services and/or Content; (iii) publicize any access keys, which must, at all times, be protected by the Participant against modification and/or unauthorized disclosure; (iv) circumvent or attempt to circumvent any technological protective measures put in place to prevent or restrict access to the Services and/or Content, including without limitation, other accounts, computer systems or networks connected to the Services and/or Content; or (v) use or view the Services and/or Content for the purposes of developing, directly or indirectly, a product or service competitive to the Services and/or Content.

2.5 Participant Logo License. Subject to the terms and conditions of this Agreement, Participant grants to Bonzah a non-exclusive, non-transferable, non-sublicensable, revocable, royalty-free, limited license to access and use the Participant's legal and trade name and logo as website content.

SECTION 3 — OBLIGATIONS OF BONZAH

3.1 Broker of Record. Under the terms and conditions of this Agreement, Bonzah shall be the sole and exclusive Broker of Record for the Insurance Program, and Bonzah shall be authorized to submit to Insurers applications under the Insurance Program as shall be desired by the Customers. As Broker of Record, Bonzah shall:

(a) Serve in its capacity as surety partner of the Participant.

(b) Survey the marketplace for products and services of comparable quality and cost to include in the Insurance Program.

(c) Develop an annual plan for marketing Products and Services hereunder and provide such content as Bonzah deems helpful to Participant and to Customers.

(d) Maintain a system or method of tracking Customers that were referred by Participant under the Insurance Program.

3.2 Bonzah Keeps Relationships and Licenses. Bonzah and its affiliates shall use its commercially reasonable efforts to maintain, either directly or indirectly, agency relationships with such insurance companies or other financial services organizations as are necessary or appropriate to meet the requirements of Participant and the Customers. In addition, Bonzah and/or its licensed affiliates shall maintain all insurance and other regulatory licenses, permits or registrations required by applicable law necessary to permit them to service the Customers under the Insurance Program.

3.3 Insurance and Underwriting Duties. Pablow, Inc. dba bonzah.com shall, in accordance with the policies and administration procedures of Insurers, perform any and all duties and responsibilities required under normal business practices in the insurance and underwriting industry.

3.4 Right to Decline Coverage. Bonzah shall, in its sole discretion, have the absolute right to accept, decline, reject or submit to the Insurer(s) for acceptance any applications under the Insurance Program, and Bonzah shall incur no liability for refusal or failure to place any such risk. No provision of this Agreement shall be construed as permitting the Participant to bind any risk.

3.5 Monthly Reports. Monthly reports shall be made available or submitted to Participant, within 10 business days after the end of each month. The monthly reports shall include:

(a) the persons purchasing insurance products;

(b) the channel the insurance product was purchased through;

(c) the products purchased;

(d) the amount paid by the Customer;

(e) the adjustments to amounts previously paid by the Participant and Customer;

(f) the amount due to Bonzah or its affiliates.

SECTION 4 — OBLIGATIONS OF PARTICIPANT

4.1 Customer Information. Participant shall make available to Bonzah or Bonzah's designated insurance partner(s), and subject to the provisions of SECTION 9 below, and subject to the consent of the Customer (expressed or negative response to an opt-out opportunity) such information from a Customer's files held by Participant as may be necessary or appropriate in order to aid Bonzah or Bonzah' designated wholesale broker in providing Products and Services to such Customer or to complete necessary applications on behalf of such Customer. No such information shall be required to be made available in contravention of any law, rule, or regulation pertaining to Participant or any Participant policy. Participant shall be responsible for ensuring that all appropriate consents, as required by applicable privacy laws, have been obtained with respect to the Customers.

4.2 Regulation Inquiries. Each party hereto shall promptly forward to the other party any insurance department or other regulation inquiries pertaining to the Insurance Program and provide, in addition, all information from its records which will assist Bonzah or Participant to respond.

4.3 No Interference. During the term of this Agreement, Participant and any subsidiary or affiliate of Participant agrees to not directly or indirectly induce any Customer or its/their affiliates to discontinue its/their relationship with Bonzah.

4.4 Orientation & Compliance with Program Rules. Participant's role in the Insurance Program is limited to referring renters to bonzah.com and the Services. Participant is not selling, negotiating, or soliciting insurance, and may not explain, interpret, or advise on the insurance; Participant should direct coverage questions to Bonzah and to Bonzah's orientation and training materials. Before offering, referring, or facilitating any Bonzah product, Participant and its relevant personnel must complete Bonzah's required orientation and training. Orientation is important so that Participant understands how its own business may be covered through a renter's policy, and how to remain compliant. Bonzah may develop, implement, and amend rules and guidelines governing Participant's participation (the "Program Rules"), including required orientation and training, required disclosures and notices, and point-of-sale content, and may amend them by electronic notice; continued participation constitutes acceptance. Participant shall ensure all Customers are provided with, and acknowledge and agree to, Bonzah's Terms of Service and Privacy Policy.

4.5 Privacy. Participant shall comply with the rules and policies of Bonzah and the Insurer(s) with regard to maintaining the privacy of all non-public, personal information of applicants, customers, policyowners, and beneficiaries and any other confidential information as specified in such rules and policies. In addition, Participant shall comply with all applicable laws and regulations with regard to maintaining the privacy of all non-public, personal information of applicants, customers, policyowners and beneficiaries under the Insurance Program.

4.6 Customer Information and Insurance Claims.

(a) Participant shall cooperate with Bonzah in its submission and settlement of any insurance claims submitted on behalf of a Customer.

(b) Participant must submit through the Platform, at the reasonable request of Bonzah, specific Customer information, including but not limited to the Customer's name, address, email, complete driver's license information, and date of birth.

(c) Additionally, Participant, at the reasonable request of Bonzah, shall provide, to the extent available, additional information regarding the Customers including but not limited to other Customer insurance, signed rental contract, Fleet and Commercial Insurance information, Police Reports of any accidents involving a Customer, and details and descriptions of any accident. If so requested, Participant shall gather such information and complete a claim form.

(d) Participant shall cooperate and provide any available information of any additional drivers listed on the rental contract, repair estimates, credit card information, automobile VIN, year, make, model, starting and ending mileage, miles driven, ownership, license plate, registration information, Rental Management System ("RMS") automobile or unit ID, booking or reservation ID, reservation time, scheduled rental start date and time, scheduled rental return date and time, actual rental start date and time, actual rental return date and time, history of any changes to the rental reservations including date and time and durations of extensions and modifications, pickup or start location, return or ending location, and any available telematic data.

4.7 Prompt Payment. Payments for any amounts due to Bonzah under the Insurance Program shall be paid by the Participant within 20 days after the end of each calendar month. Payments must be made via bank wire or electronic transfer unless otherwise expressly permitted in writing by Bonzah. Bonzah reserves the right to suspend or discontinue offering Insurance Products to the Participant and Participant's Customers due to any partial or incomplete payments under the Insurance Program.

4.8 Source of Truth; Policy Issuance & Verification. The Bonzah Business Portal is the authoritative source of truth for all coverage, policy status, transactions, and records under the Insurance Program. Upon issuance, a policy is issued with a Bonzah Order Number (BORD) and a confirmation email; a BORD must be issued in order for a policy to be issued, and no coverage exists without a BORD. A policy may be cancelled by the Customer at any time after issuance — for which neither Bonzah nor Participant is responsible — and a policy may be cancelled for non-compliance with the applicable terms, including misrepresentation, an excluded vehicle, an excluded rental company, or other violation. Accordingly, Participant is responsible for verifying, through the Business Portal, that a Customer's coverage has been purchased and is currently active — including policy number, effective dates, and coverage status — before relying on it or releasing a vehicle. Participant may not rely on coverage information from any other source. Coverage must be purchased prior to vehicle pickup, must remain continuous for the entire duration of the rental, and all extensions must be purchased prior to the lapse of an existing policy; coverage cannot be reinstated, and a gap in coverage cannot be filled, after a lapse has occurred. Participant's verification obligation applies at pickup and continues throughout the rental, including any extension.

4.9 Required Point-of-Sale Content; Excluded Vehicles. Where Participant refers Customers to, or facilitates Customer use of, the Services, Participant shall make available and present, in the form and manner required by Bonzah and without alteration, the current: (a) product descriptions and Descriptions of Coverage; (b) product flyers; (c) the Insurance Disclosure; (d) the renter's opt-out of UM, UIM, PIP, and Med-Pay where allowed by law; (e) Bonzah's Terms of Service and Privacy Policy; and (f) the acknowledgment that Bonzah may act as broker of record. Participant is responsible for monitoring the current Excluded Vehicles list and for not facilitating or relying on coverage for any excluded vehicle.

4.10 No Credit; Due on Receipt. No credit is extended to any Customer. Any purchase of a Bonzah product by a Customer is due and payable on receipt at the time of purchase. This Section is in addition to, and does not modify, Participant's payment obligations to Bonzah under Section 4.7.

4.11 No Price Changes Without Underwriter Approval. Participant shall not change, discount, mark up, or otherwise alter the price of any Bonzah product, or offer any product at a price other than the price set through the Services, without the prior approval of the applicable insurer or underwriter. Only the price and coverage set through the Services and issued with a Bonzah Order Number is valid.

4.12 Permitted Conduct; No Unlicensed Solicitation, Negotiation, or Sale. Participant and its personnel shall not solicit, negotiate, sell, or advise on insurance, or hold themselves out as authorized to do so, without a license, and shall not receive compensation tied to insurance commissions. Participant is permitted only to refer Customers to the Services and, in some states, to perform permitted administrative and clerical tasks in facilitating a Customer's use of the Services — for example, logging in and providing a device (such as a laptop) for the Customer to enter their own information, and, where permitted in Participant's state, assisting with the entry of information in a question-and-answer format without interpreting or advising on the insurance. If Participant assists with entering information at the direction of the renter, Participant must use the Customer's own email address in the purchase confirmation. What is permitted varies by state; Participant should confirm with its own attorney and state insurance division what is allowed in its jurisdiction. Participant is not permitted to purchase a policy for a Customer without the Customer's knowledge. Participant shall comply with all applicable insurance laws and regulations, and it is Participant's duty to verify and maintain such compliance.

4.13 Restricted States / Where Products Are Offered. Bonzah products are not offered in all states or jurisdictions, and availability is determined by Bonzah and may change at any time. Participant shall offer or facilitate Bonzah products only in jurisdictions where they are offered, as identified by Bonzah, and shall not take any action to obtain or facilitate a policy in a jurisdiction where the product is not offered.

4.14 No Forced Placement. Participant shall not force-place, auto-enroll, bundle, or otherwise require a Customer to purchase a Bonzah product, or condition a rental on the purchase of a Bonzah product, unless (a) permitted in the applicable jurisdiction and (b) expressly approved in writing by the applicable insurer or underwriter. Forced placement is not expressly approved by the underwriter and may not comply with applicable insurance law; absent both such jurisdiction allowance and express written underwriter approval, it is prohibited. Participant may require a Customer to carry a required level of coverage, but may not require that the Customer obtain that coverage from Bonzah.

4.15 Nature and Limits of Coverage. You acknowledge, and shall not represent otherwise to any renter, that the insurance products offered through bonzah.com are low-limit coverages and that any one policy is not "full coverage." In connection with any policy purchased or extended through bonzah.com, and to the extent permitted by law in the applicable state, the renter (and any additional or authorized drivers) opts out of Uninsured Motorist (UM), Underinsured Motorist (UIM), Personal Injury Protection (PIP), and Medical Payments (Med-Pay) coverage. All bonzah.com coverages are subject to the limits stated in the policy and the Certificate of Insurance, may carry low limits, and may not be sufficient to cover the entirety of any claim. Personal Accident / Personal Effects Insurance (PAI) is not rental car coverage; it is a travel insurance product. The renter is solely responsible for determining whether the coverage purchased is appropriate for their needs and for carrying any additional coverage that makes sense for them. You shall not describe any bonzah.com product as "full coverage," as sufficient for all claims, or as a substitute for the renter's own automobile liability or physical-damage insurance.

SECTION 5 — REPRESENTATIONS AND WARRANTIES

5.1 Mutual Representations and Warranties. Bonzah and Participant hereby represent and warrant to the other that:

(a) Each is an entity duly organized and validly existing under the laws of the state of its jurisdiction, has all requisite corporate right, power, and authority to carry on its business, to enter into, execute, and deliver this Agreement, and to perform its obligations hereunder and has completed all corporate proceedings necessary to authorize the execution and delivery of this Agreement and the performance of its obligations hereunder.

(b) This Agreement constitutes the valid and binding obligation of each, enforceable in accordance with its terms, except as such enforceability may be limited by: (i) applicable bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting creditors' rights generally; (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law); or (iii) considerations of public policy by a court of competent jurisdiction.

(c) The execution, delivery, and performance by each party to this Agreement will not: (i) violate, conflict with, result in a breach of, or constitute (with or without notice or lapse of time or both) a default or result in the creation of a lien under any material agreement, indenture, mortgage, or lease to which each is a party or by which it or its properties are bound; (ii) constitute a violation of any laws or regulations applicable to it; (iii) violate any provision of its organizational or governing documents; or (iv) violate any order, judgment, injunction, or decree of any court, arbitrator, or governmental body against or binding upon it.

(d) Each does not require any consent, approval, authorization, or permit of, or filing with or notification to any governmental or regulatory authority in connection with this Agreement and the transactions and activities contemplated hereby, except that each warrants that each complies with the insurance licensing requirements necessary to fulfill each obligation under this Agreement.

(e) Each has complied with, and is not in default in any material respect under, any applicable laws, ordinances, requirements, regulations, orders, or decrees of any court, commission, board, or other administrative, legislative, or judicial body or governmental agency having jurisdiction over it, or any of its assets, which could materially and adversely affect its ability to enter into this Agreement and to perform its obligations hereunder.

5.2 Additional Participant Representations. Participant further represents and warrants, on a continuing basis, that: (a) it is duly licensed, registered, and in compliance to operate as a rental car company or platform in each jurisdiction in which it operates; (b) it maintains underlying fleet and commercial insurance as required by applicable law and its operations; (c) it and its personnel will act within applicable insurance laws at all times; and (d) it will offer or facilitate Bonzah products only where Bonzah offers them.

SECTION 6 — INSURANCE NUANCES

6. Insurance Nuances. You acknowledge the following general principles, which govern how you may and may not condition a rental on insurance. These are general statements, are not legal advice, and may vary by state; you are responsible for confirming the rules in your own jurisdiction with your attorney and state insurance division.

6.1 Coverage requirements are generally permitted. You may generally require a renter to carry, or to purchase, a level of insurance coverage as a condition of renting a vehicle.

6.2 Requiring a specific carrier or broker is generally not permitted. You generally may not require that a renter obtain that coverage from a specific insurance carrier or broker, including bonzah.com, Pablow, Inc., or Bonzah, Inc. The renter must remain free to satisfy a coverage requirement through the provider of their choice.

6.3 The right to refuse business is generally retained. You generally retain the right to refuse to do business with anyone, including the right to decline a particular renter or to decline to accept coverage from a particular insurance carrier or broker, subject to applicable anti-discrimination and other laws.

SECTION 7 — COMMISSIONS

7.1 Reserved.

7.2 Commissions. Pablow, Inc. dba bonzah.com shall be entitled to all the commissions or other payments from Insurers with respect to the sale of any Products and Services hereunder.

7.3 Reserved.

SECTION 8 — TERM AND TERMINATION

8.1 Term. This Agreement shall continue in full force and effect indefinitely until terminated pursuant to the provisions of Section 8.2 below.

8.2 Termination. This Agreement may be terminated under the following circumstances:

(a) By either party for any reason by giving the other party written notice at least 30 days prior to the effective date of such termination.

(b) Bonzah may immediately terminate this Agreement without notice as of the date any of the following circumstances occur:

(c) Participant breaches this Agreement;

(ii) Participant commits any act of fraud, misfeasance or malfeasance as determined solely by Bonzah in its sole discretion;

(iii) Participant does one of the following: (A) violates any applicable laws or regulations; (B) has its licenses suspended or revoked, or incurs other disciplinary action by the appropriate regulatory authorities; or (C) files a petition in bankruptcy, is the subject of an involuntary procedure in bankruptcy, admits insolvency or seeks to avoid or restructure its financial obligations;

(iv) There is a final determination by an applicable regulatory agency or a change of law that prohibits the relationship between Bonzah and Participant hereunder;

(v) Bonzah's relationships with insurers ceases;

(vi) Excessive losses or claims.

8.3 Effect of Termination. Upon any termination of this Agreement: (a) each Party will return or destroy the Confidential Information of the other Party; (b) each Party will immediately cease all use of the other party's intellectual property; and (c) each Party will delete all references to the other Party on their website(s) and mobile applications.

SECTION 9 — CONFIDENTIAL INFORMATION

9.1 Confidential Information. The parties acknowledge and agree that each party will have access to certain proprietary, confidential and/or trade secret information and materials, including the terms of this Agreement, with respect to the other party's business, plans, technology, customers, and products and services that are confidential and of substantial value, which value would be impaired if such information were disclosed to third parties ("Confidential Information"). Each party agrees that it will not use or disclose Confidential Information to any third party, except as expressly set forth in this Agreement. Each party will take every reasonable precaution to protect the Confidential Information and will ensure that its employees, officers, directors, agents, independent contractors, affiliates and any third-party insurer or agency are advised of its confidential nature.

9.2 Exceptions. Notwithstanding anything herein to the contrary, Confidential Information does not include information that: (i) is already known by the party; (ii) comes to be known to the party from a source not bound by any agreement of confidentiality; (iii) the same is or becomes public knowledge; (iv) or the same is required to be disclosed pursuant to legal process.

SECTION 10 — INDEMNIFICATION AND LIMITATION OF LIABILITY

10.1 Indemnification. Each Party (the "Indemnifying Party") hereby agrees to promptly defend, indemnify and hold the other Party (the "Indemnified Party") harmless from and against any and all claims, suits, actions, liabilities, losses, expenses or damages, including, without limitation, reasonable attorney's fees and costs of litigation, which the Indemnified Party may incur as a result of any violation or alleged violation by the Indemnifying Party of any applicable laws or regulations governing the conduct of business which is the subject of this Agreement or any loss or expense to the Indemnified Party caused by any misrepresentation, negligent act or omission, or any material breach of this Agreement by the Indemnifying Party. This indemnification provision shall survive the termination of this Agreement.

10.2 Notice. The Indemnified Party shall promptly notify the Indemnifying Party of any and all incidents, claims or otherwise which may be subject to indemnification pursuant to the terms of this Agreement upon becoming aware of any such incident or claim. The Indemnified Party shall provide the Indemnifying Party with complete control over the defense and settlement of the claim (provided that the Indemnifying Party will not settle any claim without the Indemnified Party's prior written permission, which shall not be unreasonably withheld or delayed or conditioned). The Indemnified Party shall also provide the Indemnifying Party with assistance in connection with the defense and settlement of the claim, at the Indemnifying Party's expense, as the Indemnifying Party may reasonably request.

10.3 LIMITATION OF LIABILITY. THE PARTIES AGREE THAT IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR LOST PROFITS ARISING OUT OF THIS AGREEMENT.

10.4 Disclaimer. EXCEPT AS EXPRESSLY SET FORTH HEREIN, BONZAH AND ITS AFFILIATES MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY WITH RESPECT TO THIS AGREEMENT, INCLUDING AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE ANY CONTENT OR THE PLATFORM, AND PARTICIPANT ACKNOWLEDGES AND AGREES THAT THE PLATFORM AND ALL CONTENT IS PROVIDED TO PARTICIPANT STRICTLY ON AN "AS IS, AS-AVAILABLE" BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY BONZAH AND ITS AFFILIATES.

SECTION 11 — MISCELLANEOUS

11.1 Notices. All notices required or permitted under this Agreement must be delivered in writing (a) by courier, facsimile, or certified or registered mail (postage prepaid and return receipt requested) to the other party at its address set forth in this Agreement or (b) by email as provided in this Section. Notice hereunder will be effective upon receipt or 3 days after being deposited in the mail as required above with the postal authority of the receiving party's county, whichever occurs sooner. Any notice to Bonzah will be delivered to Bonzah, Inc., 204 12th Street, Suite 400, Des Moines, IA 50309 or https://bonzah.com/company/contact. Notice to Participant shall be delivered to the address provided at the time of purchase and to the email address of Participant's primary administrative user account.

11.2 Assignment. This Agreement and the obligations hereunder may not be assigned by Participant without the prior written consent of Bonzah. Bonzah may assign this Agreement, in whole or in part, at its sole discretion.

11.3 Amendments; Terms Subject to Change. These terms are subject to change. Bonzah reserves the right, at its discretion, to modify this Agreement at any time by posting revised terms online. Continued access or use of the Services following such modification shall constitute Participant's acceptance of any modifications thereto.

11.4 No Waiver, Remedies. No failure by any party to exercise, and no delay in exercising, any rights under this Agreement shall operate as a waiver thereof nor shall any single or partial exercise of any right under this Agreement preclude any other or further exercise thereof or the exercise of any other right. The remedies provided in this Agreement are cumulative and not exclusive of any remedies provided by law.

11.5 Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective permitted assigns. Neither this Agreement, nor any rights, privileges, duties or obligations of the Parties hereto, may be assigned or delegated by any Party unless such assignment or delegation is consented to by the other Parties in writing and the transferor assumes all obligations hereunder of the transferring Party.

11.6 Governing Law; Forum Selection. This Agreement shall be governed by Iowa law without giving effect to any conflicts of laws principles that require the application of the law of a different jurisdiction, and any disputes, actions, claims, or causes of action arising out of or in connection with this Agreement or the Platform shall be subject to the exclusive jurisdiction of the state and federal courts located in Des Moines, Iowa USA. No text or information set forth on any other purchase order, preprinted form, or document shall modify the terms and conditions of this Agreement. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect.

11.7 Captions. All captions and titles included herein are inserted only for convenience and in no way define, limit, extend or describe the scope or intent of this Agreement.

11.8 Independent Contractor. Nothing contained herein is intended to create, or shall be deemed or construed to create, a relationship of employer and employee, or principal and Bonzah, or partnership between or among any of the parties hereto or thereto. The actions of Bonzah and its affiliates are and will be those of an independent contractor and shall not be those of an agent, employee or partner of Participant or any of its affiliates, and Bonzah shall not hold itself to be an agent, employee, or partner of Participant, or any of its affiliates.

11.9 Severability. Whenever possible, each provision of this Agreement will be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be prohibited by, or invalid under, applicable law, such provision will be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Agreement.

11.10 Entire Agreement. This Agreement constitutes the entire agreement among the parties with respect to the subject matter hereof and supersedes any and all prior written or oral agreements as to the subject matter of this Agreement.

11.11 Books and Records. The parties agree that, during the term of this Agreement and thereafter, all documents, books, and records of Bonzah, and all documents, books, and records created, developed, or originated by Bonzah as Broker of Record for the insurance plans under this Agreement, including records of premium receipts and claim payments and all information and data relating to any insurance plan, shall at all times be and remain the sole and exclusive property of Bonzah, subject to the rights of the various underwriting insurance companies, and shall not at any time during the Term of this Agreement or thereafter be used by Participant without Bonzah' prior written consent.

PARTICIPANT PAYMENT AUTHORIZATION

Participant hereby authorizes BILL or QuickBooks (as applicable, the "Payment Processor"), on behalf of Pablow Inc. dba bonzah.com or Bonzah Inc., to initiate entries to/from the bank accounts that Participant enters, or enables Pablow Inc. dba bonzah.com or Bonzah Inc. to enter, on the Payment Processor's web site in order to pay/receive amounts that Participant owes to Vendor in accordance with instructions entered by Vendor on the Payment Processor's web site and, if necessary, to initiate adjustments for any transactions credited or debited in error. I represent that I have authority to bind the organization that owns the bank accounts, and to authorize all transactions to the bank accounts that are initiated through the Payment Processor. I acknowledge that transactions initiated to the bank accounts must comply with the provisions of US law. The amount of debit(s) or method of determining the amount of debit(s) is determined by applicable insurance transactions through bonzah.com and its sales channels.

This authorization will remain in effect until the organization notifies the Payment Processor in writing to cancel it in such time as to afford the Payment Processor and the bank reasonable opportunity to act on it. I understand that the Payment Processor may request proof of authorization.