Website Terms of Use

Last Updated 10 February 2025

Welcome to a website which is owned, operated or controlled by YardNexus Technologies, its subsidiaries, and affiliates (collectively “YardNexus”, “we”, “us”, “our”). YardNexus maintains its Websites (as herein defined) for general promotional, customer relations, and public information purposes. The following Terms of Use (“Terms”) apply to your use of each and all YardNexus websites linked to or operated by YardNexus that display or link to these Terms (each designated a “Website” and, collectively, the “Websites”).

Please read these Terms carefully - BY USING THE WEBSITES, YOU AGREE TO THESE TERMS OF USE; IF YOU DO NOT AGREE, DO NOT USE THE WEBSITES.

Unless the context indicates otherwise, as used in these Terms, all text, documents, photographs, images, graphics, photographs, logos, emblems, designs, layouts, trademarks, trade names, service marks, copyrighted materials, audio and video presentations and other information provided by us on or through the Websites (collectively, “Content”), including the user/visual interfaces and the selection, coordination, expression, aesthetic, and arrangement of such Content is owned, controlled, or licensed by or to YardNexus, and is protected by trade dress, copyright, patent, and trademark laws, and various other intellectual property rights and unfair competition laws, and you acknowledge that these rights are valid and enforceable.

Privacy

YardNexus’ Privacy Statement applies to use of the Websites, and the Privacy Statement terms are made a part of these Terms by this reference. For your reference, you can view YardNexus’ Privacy Statement here. Additionally, by using the Websites, you acknowledge and agree that Internet transmissions are never completely private or secure. As such, you understand that any message or information you send to any of the Websites may be read or intercepted by others, even if there is a special notice that a particular transmission (e.g., contact information, credit card information, etc.) is encrypted.

Intellectual Property

The Websites are owned and operated by YardNexus in conjunction with others pursuant to contractual arrangements, and the Content and any intellectual property and other rights relating thereto is and will remain the property of YardNexus and its licensors and suppliers. Except as expressly set forth in the “Use of the Websites” section below, or otherwise authorized in advance by YardNexus in writing, you agree not to reproduce, modify, rent, lease, loan, sell, distribute, or create derivative works based (whether in whole or in part) on, all or any part of the Websites or any materials made available through the Websites.

The trade names, trademarks, and service marks owned by YardNexus, whether registered or unregistered, may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion. Nothing contained on the Websites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of YardNexus or our third-party licensor’s trade names, trademarks, or service marks without our or their, respectively, express prior written consent.

Accounts and Security

Some areas of the Websites or certain features or services offered on or through the Websites may require you to register for an account. If and when you register with any of the Websites, you agree to: (i) provide accurate, current, and complete information about yourself as prompted by the applicable registration form (e.g., name, email address, etc.) and (ii) maintain and update your information to keep it accurate, current, and complete. You acknowledge that, if any information provided by you is untrue, inaccurate, not current, or incomplete, YardNexus reserves the right to terminate your use of any and all Websites.

As part of the registration process, you may be asked to select a username and password. We may refuse to grant you a username that impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive, or may cause confusion, as determined by us in our sole discretion. You are responsible for maintaining the confidentiality of your user name and password and agree not to transfer or resell your use of or access to any of the Websites to any third party. You are entirely responsible for maintaining the confidentiality of your username and password and for any and all activities that are conducted through your account (including forum posts, purchases, etc.) whether or not authorized by you. You agree to notify YardNexus immediately of any unauthorized use of your username or password, or any other breach of security.

Use of the Websites

Subject to your compliance with these Terms, agreement to comply with all applicable laws, rules, and regulations, and solely for so long as you are permitted by YardNexus, you may access and use the Websites and their respective Content. While doing so, you may not:

● Violate or attempt to violate the security of the Websites or its supporting infrastructure to gain unauthorized access to any portion or feature of the Websites, or any other systems or networks connected to the Websites or supporting infrastructure, or to any of the services offered on or through the Websites, by hacking or any other illegitimate means;

● Restrict or inhibit any other visitor or member from using the Websites, including,without limitation, by means of “hacking” or defacing any portion of the Websites;

● Use the Websites or any Content for any purpose that is fraudulent or unlawful orotherwise prohibited by these Terms, or to solicit the performance of any illegal activity or other activity which infringes the rights of YardNexus or others;

● Impersonate any individual or entity, including without limitation any representative of YardNexus; falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Websites; or express orimply that any statements you make are endorsed by YardNexus, without prior written consent from YardNexus;

● Engage in any action that imposes an unreasonable or disproportionately largeload on the infrastructure of the Websites or YardNexus’ systems or networks, orany systems or networks connected to the Websites or to YardNexus, including without limitation spamming or flooding;

● Systematically download and/or store any Website Content without express prior written consent from YardNexus;

● Use any deep-link, page-scrape, robot, spider, or other automatic sitesearch/retrieval application, or any similar or equivalent manual process, toaccess, acquire, copy, monitor, retrieve, index, or “data mine” any portion of the Websites or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Websites or and Content, to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Websites. Notwithstanding the foregoing, YardNexus grants the operators of public search engines permission to use spiders to copy materials from the Websites for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of thematerials, but not caches or archives of such materials. YardNexus reserves theright to revoke these exceptions and bar any such activity either generally or in specific cases;

● Probe, scan, or test the vulnerability of the Websites or any network connected to the Websites, nor breach the security or authentication measures on the Websites or any network connected to the Websites without express prior written consent from YardNexus;

●Perform a reverse look-up, trace, or seek to trace any information on any other user of or visitor to the Websites, or any other customer of YardNexus, including any YardNexus account not owned by you, to its source, or exploit the Websites or any service or information made available or offered by or through the Websites, in any way where the purpose is to reveal any information, includingbut not limited to personal identification or information, other than your owninformation, as provided for by the Websites;

●Use the Websites to defame abuse, harass, stalk, threaten, or otherwise violatethe legal rights of others, including without limitation others’ privacy rights orrights of publicity, or harvest or collect information about Website visitors ormembers without their express consent; or

● Otherwise disrupt or interfere with the operation of the Website or the servers ornetworks used to make the Websites available; or violate any requirements, procedures, policies or regulations of such networks.

Disclaimers

YARDNEXUS MAKES NO GUARANTEES OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE CONTENT OR OPERATION OF THE WEBSITES. YARDNEXUS DOES NOT PROMISE THAT THE WEBSITES OR ANYCONTENT, SERVICE, OR FEATURE OF THE WESITES WILL BE ERROR-FREE ORUNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THATYOUR USE OF THE WEBSITES WILL PROVIDE SPECIFIC RESULTS. THE WEBSITES AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND"AS-AVAILABLE" BASIS, AND YARDNEXUS IS NOT RESPONSIBLE FOR ITS USEOR MISUSE.

YARDNEXUS CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE WEBSITES WILL BE FREE OF VIRUSES ORCONTAMINATION OR DESTRUCTIVE FEATURES. YOU ACCESS AND USE THE WEBSITES AT YOUR OWN RISK. YOU ARE ALSO RESPONSIBLE FOR TAKINGALL NECESSARY PRECAUTIONS TO ASSURE THAT ANY MATERIAL YOU OBTAINFROM THE WEBSITES IS FREE FROM COMPUTER VIRUSES, WORMS, TROJANHORSES OR OTHER DESTRUCTIVE DEVICES.

The above disclaimer applies to any damages, liability, or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence, or any other cause of action.

YardNexus reserves the right to do any of the following, at any time, without notice: (i) tomodify, suspend or terminate operation of or access to the Websites, or any portion of the Websites, for any reason; (ii) to modify or change the Websites, or any portion of the Websites, and any applicable policies or terms; and (iii) to interrupt the operation of the Websites, or any portion of the Websites, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Limitation of Liability

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YARDNEXUSDISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO YOURUSE OF THE WEBSITES AND CONTENT, INCLUDING, WITHOUT LIMITATION: (I) WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULARPURPOSE (INCLUDING SUITABILITY OF THE WEBSITES FOR YOUR NEEDS ORREQUIREMENTS OR THOSE OF ANY OTHER PERSON); (II) WARRANTIESAGAINST INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY ORPROPRIETARY RIGHTS, (III) WARRANTIES RELATING TO THE ACCURACY, RELIABILITY, CORRECTNESS, OR COMPLETENESS OF THE CONTENT ORSOFTWARE, (IV) WARRANTIES RELATING TO THE OPERATION OF THE WEBSITES (INCLUDING DELAYS, INTERRUPTIONS, ERRORS, VIRUSES, DEFECTS, OR OMISSIONS); (V) WARRANTIES OTHERWISE RELATING TOPERFORMANCE, NONPERFORMANCE, OR OTHER ACTS OR OMISSIONS BY USOR ANY THIRD PARTY; AND (VI) WARRANTIES THAT MAY ARISE FROM COURSEOF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. YOUR SOLEREMEDY AGAINST YARDNEXUS FOR DISSATISFACTION WITH THE WEBSITESOR ANY CONTENT IS TO STOP USING THE WEBSITES OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THEPARTIES.

Indemnity

You agree to indemnify and hold YardNexus, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees), made against YardNexus by any third party due to or arising out of or in connection with your use of the Site.

Governing Law and Dispute Resolution

These Terms will be governed by and construed in accordance with the laws of the State of Delaware and the United States of America, without reference to any choice of law rules under Georgia law. You agree that any action at law or in equity arising out of or relating to these Terms or relating your use of this Websites will be filed only in thestate or federal courts located in Delaware and you agree to submit to the personaljurisdiction of such courts for the purposes of litigating any such action, and to waive any jurisdictional, venue, or inconvenient forum objections to such courts.

Void Where Prohibited

YardNexus administers and operates the Websites from within the United States and throughout other various locations outside the United States where YardNexus conducts business. Although the Websites are accessible worldwide, not all features, products,or services discussed, referenced, provided, or offered through or on each Website areavailable to all persons or in all geographic locations, or appropriate or available for usein all regions. YardNexus reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product, or service to any person or geographic area. Any offer for any feature, product, or service made on any of the Websites is void where prohibited. If you choose to access any of the Websites, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

Violation of These Terms

YardNexus may disclose any information YardNexus has about you (including your identity) if it is determined that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Websites, or to identify, contact, or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) YardNexus’ rights or property, or the rights or property of visitors to or users of the Websites.

YardNexus reserves the right to seek all remedies available at law and in equity for violations of these Terms, including suspension or blocking of your access to any or all Websites. YardNexus’ failure to enforce any provision of these Terms will not constitute a waiver of such provision or of YardNexus’ legal or equitable rights. You agree to defend and indemnify YardNexus and its directors and employees from and against any and all damages, claims, liabilities, and costs arising directly or indirectly from (i) your violation of these Terms or your use of the Websites; (ii) any allegation that anymaterials you submit to YardNexus or transmit to the Websites infringe or otherwiseviolate the copyright, trademark, trade secret, or other intellectual property or otherrights of any third party; and/or (iii) your activities in connection with the Websites.

You agree that YardNexus may, in its sole discretion and without prior notice, terminate your access to any of the Websites and/or block your future access to any of the Websites if it is determined that you have violated these Terms or other agreements or guidelines which may be associated with your use of the Websites. You also agree that any violation by you of these Terms will constitute an unlawful and unfair businesspractice, and will cause irreparable harm to YardNexus, for which monetary damages would be inadequate, and you consent to YardNexus obtaining any injunctive orequitable relief that YardNexus deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies YardNexus may have at law or in equity.

Claims of Copyright Infringement (DMCA)

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse forcopyright owners who believe that material appearing on the Internet infringes theirrights under U.S. copyright law. If you believe in good faith that materials hosted by YardNexus infringe your copyright (for example, Content used for marketing purposes), you (or your agent) may send YardNexus a notice requesting that the material be removed, or access to it blocked. The notice must include the following information: (i)a physical or electronic signature of a person authorized to act on behalf of the owner ofan exclusive right that is allegedly infringed; (ii) identification of the copyrighted workclaimed to have been infringed (or if multiple copyrighted works located on the Websites are covered by a single notification, a representative list of such works); (iii) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow YardNexus to locate the material on the Websites; (iv) the name, address, telephone number, and email address (if available) of the complaining party; (v) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information inthe notification is accurate and, under penalty of perjury, that the complaining party isauthorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Such written notice should be sent to:

YardNexus Technologies
Attn: Chief Legal Officer
6525 Shiloh Road, Suite 900
Alpharetta, GA 30005

Miscellaneous

If any of the provisions of these Terms are held by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms, so that these Terms shall remain in full force and effect. These Terms constitute the entire agreement between you and YardNexus with regard to your use of the Websites, and any and all other written or oral agreements orunderstandings previously existing between you and YardNexus with respect to such use are hereby superseded and cancelled.

These Terms do not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and YardNexus.

These Terms of Use are not to be interpreted or construed to confer any rights or remedies on any third parties. Changes to These Terms of Use We may amend or update these terms from time to time without notice. We may, at any time and without liability, modify or discontinue all or part of a Website (including access to the Website via any third-party links), or offer opportunities to some or all Website users.

Contact Us

For any questions you might have about these Terms of Use, please contact us at legal@yardnexus.com.