TERMS AND CONDITIONS

Effective date:  June 2025

EZeels Inc., a Texas based corporation with its principal place of business at Texas, USA. (‘EZeels’), and the undersigned service provider (‘Provider’) enter into this Service Provider Agreement (‘Agreement’). EZeels operates an online marketplace that connects homeowners (‘Customers’) with local service providers for recurring or one-off home-service tasks and negotiates group discounts on their behalf.

EZeels, subject to the provisions of this paragraph, may amend the Agreement in its sole discretion and at any time. The most recent version of the Terms and Conditions (as may be amended by EZeels from time to time) will be available i) on the website EZeels and ii) may be faxed or emailed to the vendor. Vendor agrees that either or both of these notification methods constitute adequate notice to inform Vendor of any amendments to the Agreement and Vendor further agrees to be bound by any such amendments to the Agreement upon such notification.

 

1. DEFINITIONS

"Amount Paid" means the amount a purchaser pays for each service.

"Remittance Amount" means the amount EZeels shall remit to Vendor for each amount paid, subject to the payment terms.

“Platform” means the website, mobile applications and related technology owned or controlled by EZeels through which Customers may request, book, and pay for Services.

“Service Cycle” means the recurring billing period (weekly, monthly or as otherwise agreed) applicable to a particular Service Group.

“Group Discount” means the reduced price automatically applied to Customers who subscribe to a Service Cycle within a designated geographic zone when the minimum participation threshold is met.

“Service Group” means the cohort of Customers receiving the same Service within the same Service Cycle and zip-code radius.

"VENDOR OFFERING" means the service(s) listed by Vendor on the EZeels platform, including pricing, description, and Fine Print. 

"FINE PRINT" means the specific terms, restrictions, or conditions applicable to a Vendor Offering, as disclosed to purchasers.  

"CUSTOMER DATA" means purchaser information collected via the platform (names, contact details, transaction history, etc.). 

 

1. DISCOUNT PROGRAM

1. EZeels is authorized to promote and sell the Vendor’s services on the Vendor's behalf subject to the terms of this Agreement. The website will display the Vendor Offering, and services shall commence for customers once payment is received. In the event of any inconsistency between this Agreement and the information published on the website, the terms of this Agreement shall prevail.
2. If EZeels, in its sole discretion, determines Vendor response times or the quality of service provided to purchasers is unsatisfactory, EZeels may terminate the Agreement and return the Amount Paid to purchasers for pending services.
3. EZeels reserves the continuing right to reject, revise, or discontinue any Vendor Offering, at any time and for any reason in EZeels's sole discretion, and to terminate the Vendor Offering and to remove all references to the Vendor Offering and services from the Website; and redirect or delete any URL used in connection with the Vendor Offering.
4. Vendor agrees to honor group discounts when the minimum group size (as specified per Offering) is met. 

  VENDOR RESPONSIBILITIES

1. Pricing Integrity

The Vendor shall not (a) increase its standard prices, or (b) impose any surcharge, fee, condition, or restriction on Customers booking through the EZeels Platform, except as expressly disclosed in the applicable “Fine Print.” The Vendor shall offer Customers using the Platform pricing, terms, and cancellation rights that are no less favourable than those offered to the Vendor’s non-EZeels customers.

1. Service Delivery and Customer Support

The Vendor is solely responsible for

1. fulfilling all goods and services described in each Service Listing,
2. providing timely and competent customer support to Customers, and
3. administering any loyalty, rewards, or similar programmes the Vendor elects to extend in connection with the Service Listing.

1. Returns, Refunds, and Defects

The Vendor shall honour Customer returns in full compliance with applicable laws and the Fine Print. In any event, the Vendor shall:

1. accept the return of, and bear all costs associated with, any defective or non-conforming goods or services supplied under a Service Listing; and
2. apply a return and refund policy to Customers that is no more restrictive than the Vendor’s ordinary policy applicable to its non-EZeels clientele.

 

1. PAYMENT TERMS

1. Amounts retained by EZeels from the proceeds of the Vendor Offering are compensation to EZeels for marketing, promoting, and advertising the Vendor Offering on behalf of Vendor.
2. EZeels is authorized to initiate ACH credit transaction entries to Vendor's depository account at the depository financial institution named in this Agreement or as otherwise provided to EZeels by Vendor in writing. Only in the event of an error, EZeels is authorized to initiate debit entry adjustments to the Vendor Bank Account to correct any error. Vendor hereby acknowledges that EZeels's origination of all ACH transactions to Vendor Bank Account must comply with provisions of U.S. law. EZeels will initiate ACH payments within 5 business days after service completion, with funds typically available in 1-3 banking days.
3. Tax Levy. In the event EZeels receives written notice of a validly issued state or federal tax levy relating to past-due taxes owed by Vendor, EZeels may, in accordance with applicable law, deduct any such amounts from payments due to Vendor.
4. Withholding Taxes. EZeels may be required by tax authorities to withhold taxes on behalf of Vendor. EZeels reserves the right to deduct any such taxes from amounts due to Vendor and to remit them to the appropriate tax authority. EZeels may also be required to report the withholding tax payments to the tax authorities. EZeels shall provide evidence of payment of withholding taxes to Vendor no later than 60 days after payment of the withholding taxes.
5. Notwithstanding anything to the contrary, EZeels will have no obligation to advance amounts that have been paid to EZeels by a purchaser until Vendor has complied with Vendor's obligations under this Agreement. If EZeels reasonably believes that Vendor has breached any provision of this Agreement, EZeels may offset, delay, withhold, or suspend future payments to Vendor, in EZeels's sole discretion. In addition, if Vendor is unwilling to, or in EZeels's reasonable discretion appears unable to, perform its obligations under this Agreement, EZeels is authorized to offset, delay, withhold, or suspend future payments to Vendor in addition to such other remedies as may be available under this Agreement or at law, to secure payment from Vendor for any refunds and/or other amounts payable by Vendor under this Agreement.

 

1. CUSTOMER DATA
   1. "Customer Data" means all identifiable information about purchasers generated or collected by EZeels or Vendor, including, but not limited to, purchasers' name, shipping addresses, email addresses, phone numbers and financial transaction data.
   2. Vendor shall use Customer Data only to fulfill its redemption obligations in connection with the Vendor Offering as authorized by this Agreement. Vendor expressly agrees that any Customer Data shall be used only for this purpose (including, but not limited to, services to purchasers), and not to enhance a file or list owned by Vendor, or any third party. Vendor represents, warrants and covenants that it will not resell, broker or otherwise disclose any Customer Data to any third party, in whole or in part, for any purpose, unless required by applicable law. If Vendor engages any third party to facilitate its redemption obligations hereunder, Vendor shall ensure that such third party implements and complies with reasonable security measures in handling any Customer Data. If any Customer Data is collected directly by Vendor or a third party engaged by Vendor to facilitate its redemption obligations hereunder, Vendor shall ensure that it or such third party adopts, posts and processes the Customer Data in conformity with its posted privacy policy (provided such policy meets applicable privacy standards) and all applicable laws. Vendor acknowledges that, in handling Customer Data, it acts as a “service provider” under the California Consumer Privacy Act (CCPA) and a “processor” under the General Data Protection Regulation (GDPR), and shall process such data solely on documented instructions from EZeels.
   3. As long as Vendor uses Customer Data in compliance with applicable law and Vendor's posted privacy policy, restrictions stated in this Agreement on Vendor's use of Customer Data do not apply to: (i) data from any purchaser who is already a customer of Vendor before the Effective Date, if such data was provided to Vendor by such purchaser independent of this Agreement or any transaction hereunder; or (ii) data supplied by a purchaser directly to Vendor who becomes a purchaser of Vendor in connection with such purchaser explicitly opting in to receive communications from Vendor.
   4. Vendor shall immediately notify EZeels if Vendor becomes aware of or suspects any unauthorized access to or use of Customer Data or any confidential information of EZeels, and shall cooperate with EZeels in the investigation of such breach and the mitigation of any damages. Vendor will bear all associated expenses incurred by EZeels to comply with applicable laws (including, but not limited to, any data breach laws) or arising from any unauthorized access or acquisition of Customer Data while such data is in Vendor's custody or control. Upon termination or expiration of this Agreement, Vendor shall, as directed by EZeels, destroy or return to EZeels all the Customer Data in Vendor's or any agent of Vendor's possession.
   5. "Vendor agrees to comply with all applicable data privacy laws (e.g., CCPA, GDPR) when handling Customer Data. Vendor must promptly report data breaches to EZeels and affected users within 72 hours."

 

1. TERM AND TERMINATION

This Agreement will continue in effect until terminated by either party in accordance with this Section ("Term"). EZeels is authorized to terminate this Agreement, at any time for any reason, upon written notice to Vendor. Vendor is authorized to terminate this Agreement upon seven (7) business days prior written notice to EZeels. Termination of this Agreement will not in any way affect Vendor's obligation to provide services to the purchaser according to the terms of this Agreement. Provisions in this Agreement that are intended to survive termination will continue in full force and effect after the Term.

 

1. MARKETING

EZeels and its business partners may communicate with Vendor with regard to products, promotions, and other services that may be of interest to Vendor. This may include email or other communications. EZeels may also solicit Vendor’s opinion for market research purposes.

 

1. INTELLECTUAL PROPERTY RIGHTS

1. Vendor grants to EZeels a non-exclusive, worldwide, royalty-free, fully paid-up, perpetual, irrevocable, transferable, and sub-licensable license to use, modify, reproduce, publicly display, distribute, broadcast, transmit, stream, publish, and publicly perform: (i) Vendor's name, logos, trademarks, service marks, domain names, and any audiovisual content, video recordings, audio recordings, photographs, graphics, artwork, text, and any other materials provided or approved by Vendor ("Vendor IP"); and (ii) any third-party intellectual property provided or authorized by Vendor for use under this Agreement ("Third Party IP"). This license is granted solely in connection with the promotion, listing, and resale of Vendor’s goods and services through the EZeels Platform and any associated marketing. Use of Vendor IP and Third Party IP under this Agreement remains at the sole discretion of EZeels.
2. Vendor acknowledges and agrees that, as between the parties, EZeels owns all rights, title, and interest in and to: the EZeels website and mobile applications; Customer Data; EZeels trade names, logos, trademarks, service marks, domain names, and social media identifiers; all data collected through or from the Platform; all audiovisual and written content created by or on behalf of EZeels; and all software, technology, materials, and tools used by EZeels to operate, market, and provide its services (collectively, "EZeels IP"). Vendor shall not use, sublicense, reproduce, distribute, display, modify, translate, reverse engineer, decompile, or disassemble any EZeels IP. Vendor shall not incorporate EZeels IP into any product or service for commercial use. EZeels grants Vendor a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to use one copy of the EZeels vendor software solely during the Term, for purposes expressly permitted by this Agreement, including backup. Vendor shall not use any EZeels trade name, mark, domain, or social media handle in metadata, marketing, advertising, domain registrations, or other public-facing materials without prior written consent. Any use that implies endorsement or affiliation by EZeels is strictly prohibited. All rights in and to the EZeels IP not expressly granted herein are reserved by EZeels.
3. If Vendor provides EZeels or any of its affiliates with any feedback, suggestions, reviews, modifications, data, images, text, or other content or information in connection with EZeels’s products, services, or platform (collectively, “Feedback”), Vendor hereby irrevocably assigns to EZeels all rights, title, and interest in and to such Feedback. If such assignment is held invalid or unenforceable, Vendor instead grants to EZeels a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, non-exclusive, transferable, and sublicensable license to use, reproduce, modify, perform, display, distribute, and create derivative works of the Feedback for any purpose. Vendor represents and warrants that: (i) the Feedback is either Vendor’s original creation or has been lawfully obtained with all necessary rights; and (ii) the use of the Feedback by EZeels and its sublicensees does not and will not infringe or misappropriate any intellectual property or proprietary rights of any third party. Vendor agrees to provide reasonable assistance, upon request, to help EZeels document and maintain its rights in the Feedback..

 

1. INSURANCE AND LICENSING

Provider shall, at its own cost and expense, maintain in full force and effect throughout the Term of this Agreement: (a) commercial general liability insurance and (b) workers’ compensation insurance as required by applicable law in all jurisdictions where Provider operates. Upon request by EZeels, Provider shall furnish current certificates of insurance evidencing such coverage and naming EZeels as an additional insured with respect to liability arising out of the Provider’s performance of services under this Agreement.

Provider further represents and warrants that it and all of its personnel, subcontractors, or agents engaged in performing services under this Agreement possess and shall maintain all necessary licenses, registrations, permits, and certifications required by applicable federal, state, and local laws, ordinances, and regulations. EZeels reserves the right to verify such credentials at any time and to suspend or terminate this Agreement in the event of noncompliance.

 

1. REPRESENTATIONS AND WARRANTIES

Vendor represents, warrants, and covenants that:

1. Vendor has the full right, power, and authority to enter into and perform its obligations under this Agreement.
2. Vendor is, where required by applicable law, duly registered for the collection and remittance of sales and use taxes in all jurisdictions where its goods or services are offered.
3. The terms and conditions of any Service Listing, including all applicable discounts, pricing, and descriptions of goods or services, do not and will not violate any applicable local, state, provincial, territorial, or federal law, statute, regulation, rule, or order.
4. Vendor’s fulfillment of any Service Listing will result in the bona fide delivery of goods and/or services to the Customer in accordance with the terms of this Agreement.
5. Vendor owns or holds all necessary rights in and to the Vendor IP, and has valid sublicensable rights to use and authorize EZeels to use any Third Party IP provided or authorized by Vendor for use under this Agreement, including the rights granted under the License.
6. The Vendor IP, Third Party IP, and the Vendor’s services, as well as EZeels’s use and promotion thereof, will not infringe, misappropriate, dilute, or otherwise violate any intellectual property right, privacy right, publicity right, trade secret, or any other proprietary right of any third party under any applicable law.
7. The Vendor IP and Third Party IP do not contain any content that is unlawful, defamatory, obscene, threatening, harassing, or otherwise offensive, or that promotes conduct which could give rise to civil or criminal liability under any applicable law.
8. The marketing, promotion, and sale of Vendor’s goods and services under this Agreement will not constitute false, deceptive, or unfair advertising or result in the disparagement of any third party.
9. Vendor and all of its employees, contractors, agents, and subcontractors possess and will maintain all education, qualifications, training, authorizations, licenses, and certifications required under applicable law to perform the services described herein.
10. All business information, tax identification, and payment details provided by Vendor to EZeels are accurate and up-to-date, and Vendor is duly authorized to receive all payments disbursed by EZeels under this Agreement.
11. Vendor is not authorized to, and will not, sell, resell, broker, transfer, or disclose any Customer Data (as defined in this Agreement) to any third party, nor will Vendor copy or reproduce such Customer Data, except as strictly necessary to fulfill its obligations under this Agreement.
12. The Vendor Offering: (i) is free from defects in materials, workmanship, and design, (ii) is suitable and marketable for its intended purpose, and (iii) is genuine and lawfully provided, and does not infringe any third-party rights.

 

1. INDEMNIFICATION

To the fullest extent permitted by applicable law, Vendor agrees to defend, indemnify, and hold harmless EZeels, its affiliates, related entities, and their respective officers, directors, agents, and employees (collectively, the “EZeels Indemnitees”) from and against any and all claims, demands, actions, suits, investigations, liabilities, damages, losses, fines, penalties, judgments, settlements, and expenses (including, without limitation, reasonable attorneys’ fees, expert witness fees, and costs of litigation) arising out of or relating to:

1. any breach or alleged breach by Vendor of this Agreement, including any representations, warranties, or covenants made herein;
2. any claim for sales, use, excise, or similar taxes owed by Vendor arising from transactions processed through the EZeels Platform;
3. any claim by a governmental authority for unclaimed, forfeited, or abandoned property, or for non-delivered services, including penalties and interest under applicable escheat or unclaimed property laws;
4. any actual or alleged violation by Vendor of applicable laws, regulations, or ordinances in connection with the provision of goods or services;
5. any claim by a Customer or third party arising from the provision (or failure to provide) Vendor’s goods or services, including claims of personal injury, death, property damage, product defects, or false or deceptive advertising;
6. any claim by a Customer seeking a refund of the Amount Paid;
7. any claim resulting from Vendor’s unauthorized use, disclosure, or mishandling of Customer Data or breach of any applicable data privacy or cybersecurity law; or
8. any claim arising out of Vendor’s negligence, fraud, gross negligence, or willful misconduct.

EZeels reserves the right, at its sole discretion, to assume the exclusive defense and control of any matter subject to indemnification under this Agreement, without relieving Vendor of its indemnification obligations. EZeels shall also have the right to select its own legal counsel, regardless of whether a conflict of interest exists. Vendor’s duty to indemnify includes the duty to pay all reasonable legal fees and litigation costs incurred by EZeels in connection with any claim.

 

1. CONFIDENTIALITY

1. Vendor acknowledges that the terms of this Agreement and all information relating to the Vendor Offering, including pricing, business practices, customer data, or other proprietary information shared or accessed through the EZeels Platform (collectively, “Confidential Information”), are confidential and shall not be disclosed to any third party without the prior written consent of EZeels.
2. Vendor may disclose Confidential Information only to its employees, parent entities, affiliates, shareholders, attorneys, and accountants on a strict need-to-know basis, provided that such recipients are bound by confidentiality obligations at least as protective as those set forth herein. Disclosure shall also be permitted where required by applicable law or regulation, provided that Vendor gives prior notice to EZeels (to the extent legally permissible) and takes all reasonable steps to preserve confidentiality.
3. In the event of a breach or threatened breach of this Section, EZeels shall be entitled to seek injunctive relief, specific performance, and any other remedy available at law or in equity, including monetary damages where appropriate, without the need to post bond or prove actual damages

 

1. LIMITATION OF LIABILITY

1. Except for vendor’s indemnification obligations, or claims arising from gross negligence, fraud, or willful misconduct, neither party shall be liable to the other or to any third party for any indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to lost profits or loss of business, whether based in contract, tort, negligence, strict liability, or otherwise, even if advised of the possibility of such damages.
2. Ezeels’s total cumulative liability to vendor for any claim arising out of or relating to this agreement shall not exceed the total amount of fees retained by EZeels from the vendor offerings during the six (6) months immediately prior to the event giving rise to the claim, after final calculation and reconciliation of all refunds.
3. This limitation shall apply to the maximum extent permitted by applicable law, and shall remain in effect notwithstanding the failure of any remedy to achieve its essential purpose.
4. Any claim by or on behalf of vendor in connection with any payment disbursed by EZeels, including allegations of underpayment, must be submitted in writing to EZeels within ninety (90) days of the payment date. Any claim not timely submitted in accordance with this provision shall be deemed irrevocably waived and released by vendor.

 

1. DISPUTE RESOLUTION

1. Arbitration Agreement

Any dispute, claim, or controversy arising out of or relating to this Agreement, including its breach, termination, enforcement, interpretation, or validity (“Dispute”), shall be resolved exclusively through final and binding arbitration under the Federal Arbitration Act. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules, before a single arbitrator. The arbitration shall be conducted in Plano, Texas, unless the parties agree otherwise. The arbitrator shall have at least five (5) years of experience in commercial matters and shall apply the substantive law of the State of Texas, without regard to its conflict-of-law principles. The arbitrator shall have exclusive authority to resolve all issues related to arbitrability, enforceability, and interpretation of this clause. No punitive or exemplary damages may be awarded. Each party shall bear its own attorneys’ fees and costs unless otherwise required by applicable law or awarded by the arbitrator in a reasoned decision. The arbitrator’s decision shall be final and binding, with no right of appeal except as permitted under the Federal Arbitration Act.

1. Class Action Waiver

The parties agree that any Dispute shall be brought solely in their individual capacities, and not as a plaintiff or class member in any purported class, representative, or collective proceeding. The arbitrator shall not consolidate claims or preside over any class arbitration.

1. Equitable Relief and Venue

Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened misuse of confidential information or intellectual property. If a Dispute proceeds in court for any reason, the parties agree to the exclusive jurisdiction of the state and federal courts located in Collin County, Texas, and waive any right to a jury trial.

1. Confidentiality and Severability

Except as required by law, the arbitration proceedings and any related disclosures shall remain confidential. If any portion of this Section is found to be unenforceable, the remaining provisions shall remain in full force and effect.

 

1. SMS/MMS MOBILE MESSAGE MARKETING PROGRAM TERMS AND CONDITIONS

EZeels (“we,” “us,” “our”) offers a mobile messaging program (the “Program”). These SMS/MMS terms (“Agreement”) are incorporated by reference into the EZeels Terms of Service. By opting in or participating, you accept this Agreement—including the binding, individual-only arbitration provisions in Dispute Resolution below.

User Opt-In. You may enroll by completing an online or in-app form or by texting an opt-in keyword to our designated short code. By participating, you agree to receive autodialed or prerecorded marketing messages at the number you provided. Consent is not a condition of purchase. Message and data rates may apply.

User Opt-Out. To stop receiving messages, reply STOP, STOP ALL, END, CANCEL, UNSUBSCRIBE, or QUIT. You may receive one final confirmation text. No other opt-out method is considered reasonable.

Duty to Notify & Indemnify. If you discontinue or transfer the number you used to enroll, you must first complete the opt-out process. Failure to do so makes you liable for all costs, including attorneys’ fees, arising from claims brought by new users of that number. You agree to indemnify, defend, and hold us harmless from any liability under the Telephone Consumer Protection Act, 47 U.S.C. § 227, et seq., and any state analogues, resulting from messages sent to the number you provided.

Program Description. Enrolled users may receive marketing messages about digital or physical products, services, and events.

Cost & Frequency. Standard message and data rates apply. We send up to four (4) marketing messages per month; frequency may vary based on your engagement.

Support. Text HELP to the sending number or email support@ezeels.com for assistance. Opt-out requests must follow the procedure above.

MMS Disclosure. If your device does not support MMS, we will send SMS terminating messages.

Disclaimer of Warranty. The Program is provided “as is” and may not be available in all areas. Delivery depends on effective transmission by your wireless carrier, which is not liable for delayed or undelivered messages.

Participant Requirements. You must have a two-way messaging-capable wireless device, an active text-messaging plan, and service with a participating carrier.

Age Restriction. You may not use or engage with the Program if you are under thirteen (13). Users aged thirteen (13)–eighteen (18) must have parental consent and otherwise comply with applicable law.

 

1. OTHER TERMS

1. Independent Contractors

The parties acknowledge and agree that they are independent contractors. Nothing in this Agreement shall be construed to create a partnership, joint venture, franchise, agency, or employment relationship between them. Neither party shall have authority to bind, represent, or obligate the other without prior written consent. Vendor retains full control over the method and manner of performing its services and is solely responsible for its personnel, including compensation, tax obligations, insurance, and compliance with applicable laws.

1. Entire Agreement

This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior and contemporaneous agreements or understandings, whether written or oral. No modification or waiver shall be effective unless made in writing and signed by both parties.

1. Assignment

Vendor shall not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of EZeels. Any attempted assignment without such consent shall be void. EZeels may assign this Agreement without notice or consent, including to an affiliate or as part of a merger, reorganization, or sale of substantially all assets or business.

1. Severability

If any provision of this Agreement is found to be invalid or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary, and the remainder of the Agreement shall remain in full force and effect.

1. Disclaimer of Warranties

Except as expressly stated herein, neither party makes any warranties, express or implied, including, without limitation, warranties of merchantability, fitness for a particular purpose, or non-infringement. EZeels does not warrant that the platform or services will be uninterrupted or error-free or that participation will result in any specific outcome, revenue, or profit.

1. Automatic Payment and Group Participation

Vendors and users agree that service charges may be subject to automatic debit at the end of each service cycle. Non-payment will result in removal from the applicable service group. Re-enrollment will require invitation by an existing group member.

1. Fees and Costs

There is no fee to list services on EZeels.com. Applicable fees for platform access, onboarding, or continued use will be outlined in the Onboarding Instructions. For current pricing, contact info@ezeels.com.

 

 

1. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to events beyond its reasonable control, including but not limited to acts of God, acts of government, natural disasters, war, terrorism, labor disruptions, internet or utility outages, or pandemics. The affected party shall notify the other as soon as reasonably practicable and shall use reasonable efforts to resume performance.

1. Data Retention and Access

EZeels may retain Vendor-related data, including transaction records, communications, and Customer Data, for the duration required by law or internal policy, even after termination of this Agreement. Vendor shall not retain or use Customer Data beyond the purpose of fulfilling obligations under this Agreement. All access to such data must comply with applicable data protection laws and EZeels’s privacy policies.

1. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law rules. Subject to the arbitration provisions herein, any legal action or proceeding arising under this Agreement shall be brought exclusively in the state or federal courts located in Collin County, Texas, and each party hereby irrevocably consents to the personal jurisdiction and venue of such courts.

1. Waiver

The failure of either party to enforce any provision of this Agreement shall not constitute a waiver of future enforcement of that or any other provision.

 

 

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