Updated October 27, 2025.

The following “User License Agreement” governs your use of the software and services provided by Collbox Inc. (“CollBox”). This is a legal agreement between you and CollBox and incorporates the Privacy Policy at https://collbox.co/privacy-policy/. By registering your use of the Service (as defined below), you are accepting to be bound to the terms of this User License Agreement.

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions, in which case the terms “you” or “your” or “Subscriber” shall refer to such entity and its affiliates. If you do not have such authority, or if you do not agree with these terms and conditions, you must not accept this Agreement and may not use the Service. For certainty, “Subscriber”, “you” or “your” shall refer to the purchaser of the Service and shall also include any agent, representative, independent contractor, employee, servant, attorney and any entity or person who has authority to act on the purchaser’s behalf, including the Administrator, Primary Subscriber and any Authorized Users.

1. Definitions

(a) “Administrator” shall mean a Subscriber (as defined in Section 1(i)) with authority to designate additional Authorized Users and/or Administrators, and commit the Subscriber to additional services from CollBox.

(b) “Agreement” shall mean this entire User License Agreement and incorporates by reference the Privacy Policy located at https://collbox.co/privacy-policy/.

(c) “Authorized User” shall mean an individual subscriber or the partners, members, employees, temporary employees, and independent contractors of an organization with a subscription to the Service who have been added to the account as users.

(d) “Confidential Information” shall mean the Content (as defined in Section 1(e)) and any information, technical data, or know-how considered proprietary or confidential by either party to this Agreement including, but not limited to, either party’s research, services, inventions, processes, specifications, designs, drawings, diagrams, concepts, marketing, techniques, documentation, source code, customer information, personally identifiable information, pricing information, procedures, menu concepts, business and marketing plans or strategies, financial information, and business opportunities disclosed by either party before or after the Effective Date of this Agreement, either directly or indirectly in any form whatsoever, including in writing, orally, machine-readable form or through access to either party’s premises.

(e) “Content” shall mean any information you upload or post to the Service and any information provided by you to CollBox in connection with the Service, including, without limitation, information about your Authorized Users or Registered Clients, as defined in Section 1(g).

(f) “Primary Subscriber” shall mean the Subscriber who initiated the Services offered by CollBox and is assumed by CollBox to have the sole authority to administer the subscription.

(g) “Registered Client” means an individual who has been invited to use the client-facing features of the Service in a limited capacity as a client of an Authorized User.

(h) “Service” shall mean any software or services provided by CollBox, including but not limited to CollBox Assist (subscription A/R services or clean-up projects), and CollBox Collect (referral to external, 3rd party collection agencies).

(i) “Subscriber” shall refer to the purchaser of the Services provided by CollBox and shall also include any present or former agent, representative, independent contractor, employee, servant, attorney and any entity or person who had authority to act on your behalf.

(j) “Security Emergency” shall mean a violation by Subscriber of this Agreement that (a) could disrupt (i) CollBox’s provision of the Service; (ii) the business of other subscribers to the Service; or (iii) the network or servers used to provide the Service; or (b) provides unauthorized third party access to the Service.

(k) “Order Document” means a pricing proposal, purchase order, online order form, statement of work or similar document (or collection of the foregoing) entered into by CollBox and Subscriber for the Service, or any other similar mechanism made available by CollBox through which a Subscriber purchases the Service.

2. Limited License & Use of the Service

2.1 Subscriber is granted a non-exclusive, non-transferable, limited license to access and use the Service.

2.2 CollBox does not review or pre-screen the Content and CollBox claims no intellectual property rights with respect to the Content.

2.3 Authorized Users agree not to reproduce, duplicate, copy, sell, resell or exploit access to the Service, use of the Service, or any portion of the Service, including, but not limited to the HTML, Cascading Style Sheet (“CSS”) or any visual design elements without the express written permission from CollBox.

2.4 Authorized Users agree not to modify, reverse engineer, adapt or otherwise tamper with the Service or modify another website so as to falsely imply that it is associated with the Service, CollBox, or any other software or service provided by CollBox.

2.5 Authorized Users agree that they will not knowingly use the Service in any manner which may infringe copyright or intellectual property rights or in any manner which is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or in violation of the terms of this Agreement.

2.6 Authorized Users agree that they will not knowingly use the Service to upload, post, host, or transmit unsolicited bulk email “Spam”, short message service “SMS” messages, viruses, self-replicating computer programs “Worms” or any code of a destructive or malicious nature.

2.7 Except for the non-exclusive license granted pursuant to this Agreement, Subscriber acknowledges and agrees that all ownership, license, intellectual property and other rights and interests in and to the Service shall remain solely with CollBox.

2.8 Authorized Users who configure the Service to share or make available certain Content to the public, are deemed to acknowledge and agree that everyone will have access to the Content (“Public Content”). It is the responsibility of the Authorized User to determine if the Service being shared is appropriate for each Registered User. CollBox reserves the right, at any time, in its sole discretion, to take any action deemed necessary with respect to Public Content that violates the terms of this Agreement, including, but not limited to, removal of such Public Content.

2.9 CollBox reserves the right at any time, and from time to time, to modify or discontinue, temporarily or permanently, any feature associated with the Service, with or without notice, except that CollBox shall provide Subscriber with 30-days notice of any modification that materially reduces the functionality of the Service. Continued use of the Service following any modification constitutes Subscriber’s acceptance of the modification.

2.10 CollBox reserves the right to temporarily suspend access to the Service for operational purposes, including, but not limited to, maintenance, repairs or installation of upgrades, and will endeavor to provide no less than two business days notice prior to any such suspension. Such notice shall be provided to you in advance by way of notification within the Service, email or other notification method deemed appropriate by CollBox. Further, CollBox shall endeavor to confine planned operational suspensions with a best effort to minimize disruption to the Subscriber, but reserves the ability to temporarily suspend operations without notice at any time to complete necessary repairs. In the event of a temporary suspension, CollBox will use the same notification methods listed in this section to provide updates as to the nature and duration of any temporary suspension.

2.11 Subscriber grants to CollBox a non-exclusive, royalty-free right during Subscriber’s use of the Service, to use the Confidential Information for the sole purpose of performing CollBox’ obligations under the Agreement in accordance with the terms of the Agreement. Such rights shall include permission for CollBox to generate and publish aggregate, anonymized reports on system usage and Content trends and type, provided they do not conflict with Section 4.1.

3. Access to the Service

3.1 Subscriber is only permitted to access and use the Service if he/she is an Authorized User or a Registered Client. Authorized Users are required to provide their full legal name, a valid email address, and any other information reasonably requested by the Service.

3.2 Each Authorized User will be provided with a unique identifier to access and use the Service (“Username”). The Username shall only be used by the Authorized User to whom it is assigned, and shall not be shared with, or used by any other person, including other Authorized Users.

3.3 The initial Administrator shall be the Primary Subscriber with authority to administer the subscription and designate additional Authorized Users and/or Administrators. Each subscription may designate multiple Authorized Users as Administrator. Any Administrator shall be deemed to have the authority to manage the subscription and any Authorized Users. The Administrator will deactivate an active Username if the Administrator wishes to terminate access to the Service for any Authorized User.

3.4 Administrators are responsible for all use of the Service by Authorized Users on the list of active Authorized Users associated with their subscription to the Service.

3.5 As between CollBox and the Subscriber, any Content uploaded or posted to the Service remains the property of the Subscriber. Upon Cancellation or Termination of Service as discussed in Section 7 below, CollBox shall only be responsible for the return of Content directly to the Administrator or a designated Authorized User in the event that the Administrator is unable to be reached.

3.6 All access to and use of the Service via mechanical, programmatic, robotic, scripted or any other automated means not provided as part of the Service is strictly prohibited.

4. Confidentiality

4.1 Each party agrees to treat all Confidential Information as confidential and not to use or disclose such Confidential Information except as necessary to perform its obligations under this Agreement.

4.2 CollBox and any third party vendors and hosting partners it utilizes to provide the Service shall hold Content in strict confidence and shall not use or disclose Content except (a) as required to perform their obligations under this Agreement; (b) in compliance with Section 6 (“Legal Compliance”) of this Agreement, or (c) as otherwise authorized by you in writing.

5. Security and Access

5.1 CollBox is responsible for providing a secure method of authentication and accessing its Service. CollBox will provide mechanisms that:

(a) allow for user password management

(b) transmit passwords in a secure format

(c) protect passwords entered for purposes of gaining access to the Service by utilizing code that follows password management best practices

5.2 Subscriber will be responsible for protecting the security of usernames and passwords, or any other codes associated with the Service, and for the accuracy and adequacy of personal information provided to the Service.

5.3 Subscriber will implement policies and procedures to prevent unauthorized use of usernames and passwords, and will promptly notify CollBox upon suspicion that a username and password has been lost, stolen, compromised, or misused.

5.4 At all times, CollBox, and any third party vendors and hosting partners it utilizes to provide the Service, will:

(a) use information security best practices for transmitting and storing your Content, adhering to industry standards;

(b) employ information security best practices with respect to network security techniques, including, but not limited to, firewalls, intrusion detection, and authentication protocols, vulnerability and patch management;

(c) ensure its host facilities maintain industry standards for security and privacy; and

5.5 CollBox shall report to Subscriber, with all relevant details (except those which could prejudice the security of data uploaded by other customers), any event that CollBox reasonably believes represents unauthorized access to, disclosure of, use of, or damage to Content (a “Security Breach”). CollBox shall make such report within 72 hours after learning of the Security Breach.

5.6 In the event of a Security Breach, CollBox shall (a) cooperate with Subscriber to identify the cause of the breach and to identify any affected Content; (b) assist and cooperate with Subscriber in investigating and preventing the recurrence of the Security Breach; (c) assist and cooperate with Subscriber in any litigation or investigation against third parties that Subscriber undertake to protect the security and integrity of Content; and (d) use commercially reasonable endeavours to mitigate any harmful effect of the Security Breach.

6. Legal Compliance

6.1 CollBox maintains that its primary duty is to protect the Content to the extent the law allows. CollBox reserves the right to provide the Confidential Information to third parties as required and permitted by law (such as in response to a subpoena or court order), and to cooperate with law enforcement authorities in the investigation of any criminal or civil matter.

If CollBox is required by law to make any disclosure of the Confidential Information that is prohibited or otherwise constrained by this Agreement, then CollBox will provide Subscriber with prompt written notice (to the extent permitted by law) prior to such disclosure so that the Subscriber may seek a protective order or other appropriate relief. Subject to the foregoing sentence, CollBox may furnish that portion (and only that portion) of the Confidential Information that it is legally compelled or otherwise legally required to disclose.

7. Cancellation and Termination

7.1 The initial term of your subscription shall be as set forth in your Order Document. After the initial term, your subscription will automatically renew for successive terms equal in length to your initial term, until cancelled in accordance with this Agreement. Notwithstanding the foregoing, if your initial term is a multi-year term, your subscription will renew on an annual basis.

7.2 Subscriptions may be cancelled at any time, provided that the cancellation will become effective at the end of the subscription term then in effect.

7.3 If you cancel your subscription within a subscription term the entire unpaid balance of all amounts owing for the remainder of the applicable term will immediately be due and payable (as updated to include the cost of any applicable Subscription Upgrades). For certainty, there will be no payment adjustments for unused services or for the removal of any licenses during that period, or otherwise.

7.4 If a Subscriber wishes to cancel its subscription an Administrator may do so on its behalf any time by emailing customer support, provided that a cancellation that is initiated within a term, will not be effective until the expiration of that term.

7.5 CollBox in its sole discretion has the right to suspend or discontinue providing the Service to any Subscriber without notice for actions that are (a) in material violation of this Agreement and (b) create a Security Emergency.

7.6 If (i) Authorized Users use the Service to materially violate this Agreement in a way that does not create a Security Emergency; (ii) CollBox provides Subscriber with commercially reasonable notice of this violation; (iii) CollBox uses commercially reasonable efforts to discuss and resolve the violation with Subscriber; and (iv) despite the foregoing, the violation is not resolved to CollBox’s reasonable satisfaction within thirty (30) days of such notice, then CollBox reserves the right to suspend access to the Service.

8. Limitation of Liability

8.1 Except in the case of a violation by CollBox of its obligations under Section 4 above (“Confidentiality”), and Section 5 above (“Security and Access”), CollBox shall not be liable for and Subscriber waives the right to claim any loss, injury, claim, liability or damage of any kind resulting in any way from the Services provided to Subscriber by CollBox.

8.2 SUBSCRIBER AGREES THAT THE LIABILITY OF COLLBOX ARISING OUT OF ANY CLAIM IN ANY WAY CONNECTED WITH THE SERVICE WILL NOT EXCEED THE TOTAL AMOUNT YOU HAVE PAID FOR THE SERVICE PURSUANT TO THE AGREEMENT WITHIN THE SIX MONTH PERIOD BEFORE THE DATE THE CLAIM AROSE. SUBSCRIBER FURTHER AGREES THAT COLLBOX IS NOT AND WILL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING WITHOUT LIMITATION, ATTORNEY FEES) RELATING TO THIS AGREEMENT. THESE DISCLAIMERS APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, WHETHER THOSE DAMAGES ARE FORESEEABLE AND WHETHER COLLBOX HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF DAMAGES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS OF THIS AGREEMENT BETWEEN THE PARTIES. THIS ALLOCATION IS REFLECTED IN THE PRICING OFFERED BY COLLBOX TO SUBSCRIBER AND IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE FROM AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT.

8.3 Subscriber will solely be responsible for any damage and/or loss of Content contained in Subscriber’s technology which occurs as a result of Subscriber’s electronic equipment and/or Subscriber’s computer system.

9. Disclaimer of Warranties

9.1 COLLBOX HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS WITH RESPECT TO ANY SERVICES PROVIDED BY COLLBOX.

9.2 CollBox makes no warranty that its services when provided to Subscriber in digital or electronic format will be compatible with Subscriber computer and/or other equipment, or that these Services will be secure or error free. Nor does CollBox make any warranty as to any results that may be obtained from the use of the Service. Nothing in this Section 9.2 shall modify CollBox’s obligations under Section 4 above (“Confidentiality”) or Section 5 above (“Security and Access”).

9.3 CollBox hereby disclaims all warranties of any kind related to Subscriber’s hardware or software beyond the warranties provided by the manufacturer of Subscriber’s hardware or software.

10. Indemnification

10.1 Subscriber hereby agrees to indemnify and hold harmless CollBox from and against any claim, action, proceeding, loss, liability, judgment, obligation, penalty, damage, cost or expense, including attorneys’ fees, which arise from or relate to the following:

1. Authorized Users’ breach of any obligation stated in this Agreement, and

2. Authorized Users’ negligent acts or omissions; and

3. disputes between you and any third party or between Authorized Users, including disputes relating to account ownership or Authorized User activity.

CollBox will provide prompt notice to Subscriber of any indemnifiable event or loss. Subscriber will undertake, at Subscriber’s own cost, the defense of any claim, suit or proceeding with counsel reasonably acceptable to CollBox. CollBox reserves the right to participate in the defense of the claim, suit, or proceeding, at CollBox’ expense, with counsel of CollBox’ choosing.

11. CollBox Assist

11.1 CollBox offers an optional service known as “CollBox Assist” (also known as “A/R Done For You”) that provides invoice reminder services on a first-party basis to assist Subscribers in managing accounts receivable. CollBox is not a collection agency and does not engage in debt collection activities as defined by applicable federal or state law, including but not limited to the Fair Debt Collection Practices Act. CollBox is not an appropriate solution for accounts that would typically be sent to such providers.

11.2 The primary function of CollBox Assist is to send payment reminders and communications to Subscriber’s customers regarding outstanding invoices. CollBox makes no guarantee, representation, or warranty regarding the results, outcomes, or effectiveness of the CollBox Assist service, including but not limited to the collection of outstanding amounts, response rates, or payment performance.

11.3 CollBox Assist services may be provided through a combination of automated systems and human-assisted efforts, and may utilize various communication channels including, but not limited to, email, telephone calls, and short message service (SMS) text messages, as permitted by applicable law and in accordance with Subscriber’s configuration settings.

11.4 By using CollBox Assist, Subscriber hereby grants CollBox express permission and authorization to:

(a) use Subscriber’s company name, trade name, and business identity when communicating with Subscriber’s customers for the purpose of sending payment reminders and related communications, and to represent CollBox as acting on behalf of and in the name of Subscriber;

(b) send communications that may originate from CollBox’s email domains, telephone numbers, or other communication channels, which communications may include CollBox’s name, branding, or other identifiers, thereby potentially revealing Subscriber’s business relationship with CollBox to recipients of such communications.

11.5 Subscriber hereby grants CollBox permission and authorization to use and access contact information and customer data provided by Subscriber through integration with third-party platforms, direct upload to the CollBox platform, or any other means made available through the Service. Subscriber represents and warrants that:

(a) Subscriber has obtained all necessary permissions, authorizations, and consents required under applicable law to contact the individuals whose information is provided to CollBox;

(b) Subscriber has the lawful right to share such contact information with CollBox for the purposes described in this Section 11;

(c) Subscriber hereby extends to CollBox any and all permissions Subscriber possesses to contact such individuals for the purpose of providing CollBox Assist services; and

(d) the provision and use of such contact information complies with all applicable federal, state, and local laws and regulations, including but not limited to the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, and any applicable state telemarketing or privacy laws.

11.6 Subscriber is solely responsible for the accuracy, completeness, and appropriateness of all data, information, and Content provided to CollBox for use in connection with CollBox Assist services. Subscriber agrees to review and verify the accuracy of all information prior to submission and acknowledges that CollBox relies on Subscriber’s representations regarding the accuracy of such information. CollBox shall have no liability for any errors, inaccuracies, or omissions in data or information provided by Subscriber.

11.7 Subscriber acknowledges and agrees that CollBox Assist is not intended to be used, and shall not be used, to contact or communicate with customers regarding accounts that are: (a) disputed by the customer or subject to a bona fide dispute; (b) currently placed with or being serviced by a third-party collection agency; or (c) subject to any pending or active legal proceeding, litigation, or bankruptcy action. Subscriber agrees to:

(i) exclude any such accounts from CollBox Assist services prior to the commencement of servicing;

(ii) promptly notify CollBox in writing of any accounts that become subject to dispute, third-party collections, or legal proceedings during the term of service; and

(iii) immediately remove or request the removal of such accounts from active CollBox Assist servicing upon becoming aware of any such circumstances.

Subscriber shall indemnify and hold harmless CollBox from any claims, damages, or liabilities arising from Subscriber’s failure to comply with the restrictions set forth in this Section 11.7.

11.8 Subscriber grants CollBox permission to distribute and communicate information that has been explicitly provided by Subscriber for the purpose of invoice reminder communications. Such information may include, but is not limited to, financial information such as bank account numbers, payment portal links, payment instructions, credit card payment links, or other payment-related information, whether such information is provided explicitly by Subscriber or obtained through an integrated third-party platform or payment processor authorized by Subscriber.

11.9 Accounts may be submitted to CollBox Assist:

(a) automatically, according to pre-arranged conditions, triggers, or settings configured by Subscriber within the CollBox platform;

(b) manually by Subscriber or Authorized Users through the Service interface; or

(c) by CollBox on behalf of Subscriber, pursuant to Subscriber’s specific request or pre-authorized instructions.

11.10 CollBox does not receive, hold, process, or otherwise handle any payments or funds collected as a result of CollBox Assist services. CollBox’s role is limited to relaying payment instructions and information provided by Subscriber. All payments are made directly to Subscriber or to Subscriber’s designated payment processor, and Subscriber is solely responsible for the receipt, processing, and reconciliation of all payments.

11.11 Subscriber acknowledges and agrees that CollBox Assist services are provided on an “as-is” basis, and that the efficacy and results of such services may vary based on numerous factors outside of CollBox’s control, including but not limited to the accuracy of provided information, the responsiveness of contacted parties, and economic conditions affecting payment behavior.

12. CollBox Collect

12.1 CollBox offers an optional feature known as “CollBox Collect” or “Collect” which allows you to refer accounts to third party collection agencies (“Partner Collection Agencies”). This feature is subject to the Collections Member Agreement at https://app.collbox.co/member-agreement.

12.2 CollBox is not a collection agency and does not provide servicing of accounts submitted via the Collect product. By using this optional feature, you authorize CollBox to share Content needed for evaluation and / or collections servicing with Partner Collection Agencies. Partner Collection Agencies may share information with CollBox regarding the recovery status of accounts submitted.

12.3 Partner Collection Agencies may require additional information or the acceptance of additional agreements before committing to provide requested services.

13. Miscellaneous

13.1 Subscriber acknowledges and agrees that CollBox may use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.

13.2 The Services may allow you to access or use or integrate with third party providers of products and services (“Third Party Services”). Such Third Party Services are not “Services” under this Agreement and are not subject to any terms related to Services, including related warranties, indemnities, service commitments or other obligations . The availability of any Third Party Services through the Services does not imply CollBox’s endorsement of or affiliation with the provider. Access to and use of any Third Party Services are subject to the separate terms and conditions required by the providers of the Third Party Services. CollBox does not control the Third Party Services and will have no liability to Subscriber in connection with any Third Party Service. CollBox has no obligation to monitor or maintain any Third Party Service and may replace, disable or restrict access to any Third Party Service or cancel related integrations at any time, without notice. BY USING OR ENABLING ANY THIRD PARTY SERVICE, SUBSCRIBER EXPRESSLY ACKNOWLEDGES THAT ANY LIABILITY AND REMEDIES RELATED TO A THIRD PARTY SERVICE IS WHOLLY GOVERNED BY THE APPLICABLE THIRD PARTY AGREEMENT AND COLLBOX DISCLAIMS ALL LIABILITY RELATED TO SUCH THIRD PARTY SERVICE.

13.3 Subscriber acknowledges the risk that information and the Content stored and transmitted electronically through the Service may be intercepted by third parties. Subscriber agrees to accept that risk and will not hold CollBox liable for any loss, damage, or injury resulting from the interception of information. The Content is stored securely and encrypted. Only CollBox, with strict business reasons, may access and transfer the Content and only to provide Subscriber with the Service. CollBox will make reasonable efforts to provide notice to Subscriber prior to such access and transfer. CollBox’ actions will comply with its obligations under Sections 4 and 5 of this Agreement.

13.4 The failure of either party to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.

13.5 This Agreement constitutes the entire agreement between Authorized Users and CollBox and governs Authorized Users use of the Service, superseding any prior agreements between Authorized Users and CollBox (including, but not limited to, any prior versions of this agreement).

13.6 CollBox reserves the right to modify this Agreement without notice. Continued use of the Service by the Subscriber after reasonable notice will be considered acceptance of any new terms.

13.7 Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (which consent shall not be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety without consent of the other party in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets provided the assignee has agreed to be bound by all of the terms of this Agreement. Any attempt by a party to assign its rights or obligations under this Agreement in breach of this Section shall be void and of no effect.

13.8 The Agreement, and any dispute arising out of or relating to the Agreement or the Platform, will be governed by and construed in accordance with the laws of the State of Texas, without regard to any conflict of law principles that would require the application of the laws of another jurisdiction, and applicable U.S. federal laws (including the Federal Arbitration Act).