Agreement is effective on the date (the “Effective Date”) on which you join the Confinus platform which will require you to agree to these terms and conditions.

Certain Definitions

“Confidential Information” means

(i) for you, information provided to us with your Order as well as any content uploaded to the Solution; (ii) for us, pricing and other Solution terms, any user IDs, software license keys or passwords that we may provide you, marketing and sales information, know-how, audit and security reports, product development plans, data center designs, or other proprietary information or technology provided to you (including Software); and (iii) for both you and us, trade secrets or any information designated as Confidential. Information developed without reference to another party’s Confidential Information, or that is a part of or enters the public domain

or otherwise is made available to a party other than through a violation of confidentiality, will not be Confidential Information. For the avoidance of doubt, information transmitted to us or stored as part of the Solution will not be considered Confidential Information.

“Services” means any and all services performed by us as described in the applicable Order, including but not limited to any services performed in connection with a Solution.

Thank you for visiting confinus.com. This web site, any related subdomains, and the mobile site is operated by Confinus LLC.

These terms and conditions of use govern your use of any online-service location (website or mobile app) that posts a link to these terms (the “Sites”). These Sites are owned by Confinus LLC (“Confinus”), which provides you, as a visitor to or customer of these Sites, with access to and use of these Sites subject to your compliance with the terms and conditions set forth below, including all documents, policies, and guidelines incorporated herein (collectively, the “Agreement”). You should read this Agreement carefully before browsing, using, or ordering products or services on our Sites.

These Terms of Use govern your use of these Sites. Your use of these Sites constitutes your acceptance of these Terms of Use.

IF YOU DO NOT AGREE WITH ANY OF THESE TERMS OF USE, DO NOT ACCESS OR OTHERWISE USE THESE SITES OR ANY INFORMATION OR MATERIALS CONTAINED ON THESE SITES. YOUR USE OF THESE SITES SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY THE TERMS SET FORTH BELOW. BY ACCEPTING YOU ARE AGREEING TO EVERY PROVISION OF THIS AGREEMENT WHETHER OR NOT YOU HAVE READ IT.

THESE TERMS OF USE APPLY TO ALL ORDERS, PURCHASES, AND SALES, WHETHER MADE VIA THE CONFINUS WEBSITE, BY EMAIL, BY FAX, BY TELEPHONE, IN PERSON, OR BY ANY MEANS OF TRANSMISSION.

Confinus.com may update or modify these Terms of Use at any time, without prior notice. By using these Sites following any such change, you agree to be bound by the Terms of Use as changed. Confinus.com recommends you review these Terms of Use each time you visit these Sites.

Use of these Sites

All materials on these Sites, including all images, text, logos, designs, icons, photographs, programs, and video or audio clips (collectively, the “Content”), are intended solely for personal, non-exclusive and non-commercial use. You may access, view, download, print or copy the Content for your personal, non-commercial use only; provided, however, that you (1) retain all copyright, trademark or other proprietary designations contained on all Content; (2) do not modify or alter the Content in any way; and (3) do not provide or make available the Content to any third party. No right, title or interest in any viewed, copied or downloaded Content is transferred to you as a result of your use of this Site. Except as noted above, you may not copy, download, reproduce, publish, transmit, distribute, display, modify, create derivative works from, or otherwise exploit in any way the Content or this Site without first obtaining written permission from Confinus LLC or Confinus.com.

Confinus.com may terminate, change, suspend or discontinue any aspect of these Sites, including the availability of any features of these Sites, at any time and without notice. Confinus LLC and Confinus.com also reserve the right to block or deny access to these Sites to anyone at any time for any reason.

Comments and Feedback

All comments, feedback, suggestions, ideas, and other submissions disclosed, submitted or offered to Confinus.com on or by these Sites or otherwise disclosed, submitted or offered to Confinus.com (collectively, “Comments”) shall be and remain Confinus LLC & Confinus.com’s property, which we may use for any purpose including commercial purposes. Such disclosure, submission or offer of any Comments shall constitute an assignment to Confinus.com of all worldwide rights, title and interest in all copyrights and other intellectual property in the Comments. Confinus.com is and shall be under no obligation to maintain any Comments in confidence or to pay to user any compensation for any Comments. You agree that no Comments submitted by you to Confinus.com will violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary right(s). You are and shall remain solely responsible for the content of any Comments you make.

Prohibited Uses

Tampering with these Sites, misrepresenting the identity of a user, using buying agents or conducting fraudulent activities on these Sites are prohibited. Violations of system or network security may result in civil or criminal liability. Confinus.com will investigate occurrences and may involve, and cooperate with, law enforcement authorities in prosecuting the user or users who are involved in such violations. You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, the following: (a) accessing data not intended for such user or logging into a server or account which user is not authorized to access; (b) attempting to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to these Sites, overloading, “flooding,” “mailbombing,” or “crashing,” or sending unsolicited e-mail, including promotions and/or advertising of products or services, or (d) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.

Any other redistribution, retransmission, copying, or publication of any content from these Sites is strictly prohibited without the express written consent of Confinus LLC and Confinus.com. Our grant of this limited license does not include, without limitation: (1) any resale or commercial use of these Sites or any of the content; (2) the collection and use of any product or service listings or descriptions; (3) making derivative uses of these Sites or any contents; or (4) use of any data mining, “spiders,” “robots,” “wanderers,” or similar data gathering and extraction methods. Except as noted above, Confinus LLC and Confinus.com does not grant to you any right or license by implication, estoppel, or otherwise in or under any copyright, trademark, service mark, registered trademark, or proprietary right of Confinus LLC, Confinus.com, or any third party.

Privacy and Your Information

We collect personal information about you. We gather some information through our relationship with you, such as your phone number, address, and information about your preferences. You can find out how we use, share and protect the information we collect about you in our Privacy Policy, which is incorporated into these Terms of Use. By entering into this agreement, you agree to the use of your information in accordance with our Privacy Policy, including, among other things, Collected Information and How We Use Your Information; Cookies Technology; Security. We provide you with choices to limit, in certain circumstances, our use of the data we have about you.

Disclaimer of Warranty

THIS SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NEITHER Confinus.com OR CONFINUS LLC NOR ITS AFFILIATES, SUBSIDIARIES OR DESIGNEES NOR EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THIRD-PARTY CONTENT PROVIDERS, DESIGNERS, CONTRACTORS, DISTRIBUTORS, MERCHANTS, SPONSORS, LICENSORS, PREDECESSORS IN INTEREST, SUCCESSORS, ASSIGNS, OR THE LIKE (COLLECTIVELY, “ASSOCIATES”) WARRANT THAT USE OF THE Confinus.com SITE WILL BE UNINTERRUPTED OR ERROR-FREE. NEITHER Confinus.com, NOR ITS ASSOCIATES, WARRANTS THE ACCURACY, INTEGRITY OR COMPLETENESS OF THE CONTENT PROVIDED ON THE Confinus.com SITE OR THE PRODUCTS OR SERVICES OFFERED FOR SALE ON THE Confinus.com SITE. FURTHER, Confinus.com MAKES NO REPRESENTATION THAT CONTENT PROVIDED ON THE Confinus.com SITE IS APPLICABLE TO, OR APPROPRIATE FOR, USE IN LOCATIONS OUTSIDE OF THE UNITED STATES. Confinus.com, CONFINUS LLC AND ITS ASSOCIATES SPECIFICALLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY Confinus.com, CONFINUS LLC, OR ITS ASSOCIATES SHALL CREATE A WARRANTY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL Confinus.com, CONFINUS LLC OR ITS ASSOCIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR USE OF OR INABILITY TO USE THE SITE, INCLUDING BUT NOT LIMITED TO RELIANCE BY YOU ON ANY INFORMATION OBTAINED FROM THE SITE THAT RESULTS IN MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OR CORRUPTION OF FILES, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY IN ANY ACTION, WHETHER IN CONTRACT, TORT OR ANY OTHER CLAIM, EVEN IF AN AUTHORIZED REPRESENTATIVE OF Confinus.com OR CONFINUS LLC HAS BEEN ADVISED OF OR SHOULD HAVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES. USER HEREBY ACKNOWLEDGES THAT THIS LIMITATION OF LIABILITY SHALL APPLY TO ALL CONTENT, MERCHANDISE AND SERVICES AVAILABLE THROUGH THE Confinus.com SITE. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Product Custody, Possession, and Ownership

(i) The physical products referenced or represented by product listings for purchase on Confinus.com are not the property of Confinus LLC or Confinus.com, nor will Confinus LLC or Confinus.com ever maintain possession of products sold on Confinus.com. Additionally, neither Confinus LLC or Confinus.com are responsible for the packaging, handling, or transportation and subsequent product condition of any products sold on Confinus.com. Confinus.com serves solely as a product listing and payment collection agent for the supplier or suppliers who maintain ownership, possession, and custodial responsibilities for each unique product listing.

(ii) Each unique product listing page displays the name of the selling party entity (supplier) and the unique supplier SKU related to the unique product listing. Neither Confinus LLC or Confinus.com hold any legal rights to, or responsibility for the product information presented in any unique supplier product listing. Additionally, neither Confinus LLC or Confinus.com are responsible for the storage facilities, transportation methods, or physical condition and packaging of any products listed for sale on Confinus.com at any time, including at the time of delivery.

Termination of Use

Confinus.com may, in its sole discretion, terminate your account or your use of these Sites at any time. You are personally liable for any orders that you place or charges that you incur prior to termination.

Accessibility

Contact Confinus with Your Accessibility Questions: Please be aware that our efforts are ongoing. If, at any time, you have specific questions or concerns about the accessibility of any particular web page on this Website, please contact us at support@confinus.com. If you do encounter an accessibility issue, please be sure to specify the web page in your email, and we will make all reasonable efforts to make that page accessible for you.

DMCA Notice

If you are a copyright owner or an agent thereof and believe that any content, information, or communication on the Site infringes upon your copyrights, you may submit a written notice of infringement pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512 (the “DMCA”). All notices of infringement should be sent to the designated agent of Confinus.com identified below and should include the following information: (a) an electronic or physical signature of the copyright owner or of the person authorized to act on behalf of the owner of the copyright interest, (b) a description of the copyrighted work that you claim has been infringed, (c) a description of where the material that you claim is infringing is located on these Sites, (d) your address, telephone number, and e-mail address, (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law, and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Notices of infringement should be directed to the following designated agent of Confinus.com:

Confinus LLC

2689 Arbor Ave SE, Atlanta, GA 30317

Attn. Legal

Or e-mail: support@confinus.com

If you submit a notice of infringement that knowingly materially misrepresents that any content, information, or communication on the Site is infringing upon a copyright, you may be held liable for damages and attorneys’ fees. If you believe that your content, information, or communication has been removed from the Site due to an erroneous claim of infringement, you may have remedies available to you under the DMCA.

Indemnification

You agree to defend, indemnify, and hold Confinus LLC, Confinus.com and its Associates, and their respective directors, employees, agents, successors, and assigns harmless from and against any and all claims, damages, costs and expenses, including attorneys’ fees, arising from or related to your use of the Site, your violation of these Terms of Use or your posting or transmission of any materials on or through the Site.

No Waiver

If we don’t enforce our rights under this agreement in one instance, that doesn’t mean we won’t or can’t enforce those rights in any other instance.

Last Updated: April 4, 2023