END USER LICENSE (EULA) FOR ALL ASSETS

As of August 1, 2021

This END USER LICENSE AGREEMENT (the “Agreement”) between NXTech Inc., a Delaware corporation (the “NXTech Inc” or “company”) and the end user who accepts the terms in this Agreement or otherwise accesses or makes use of the content described herein (“You” or “Your”).

PLEASE READ THIS AGREEMENT CAREFULLY. THIS AGREEMENT IS A LEGALLY BINDING AGREEMENT BETWEEN YOU AND NXTECH INC AND IS IN ADDITION TO ANY OTHER AGREEMENTS EXISTING BETWEEN YOU AND NXTECH INC. THIS AGREEMENT SHALL GOVERN YOUR ACCESS AND USE OF NXTECH INC TECHNOLOGY, SYSTEMS, INCLUDING DEVICES, AND/OR RELATED SOFTWARE (THE “NXTECH INC TECHNOLOGY”) WHICH MAY BE ACCESSED ON YOUR PERSONAL DEVICES OR ON COMPANY DEVICES OR ANY OTHER DEVICE, AS WELL AS ANY MANUALS, INSTRUCTIONS, DESCRIPTIONS, SPECIFICATIONS OR OTHER MATERIALS, IN HARD COPY OR ELECTRONIC FORM, DESCRIBING OR RELATING TO THE USE OF THE NXTECH INC TECHNOLOGY (THE "DOCUMENTATION"). IN THIS AGREEMENT, NXTECH INC TECHNOLOGY AND DOCUMENTATION SHALL BE REFERRED TO AS “ASSETS” OR “COMPANY ASSETS”

TO THE EXTENT AN EXISTING AGREEMENT BETWEEN YOU AND NXTECH INC ALSO COVERS THE COMPANY ASSETS, THE MORE RESTRICTIVE OF: THESE TERMS; AND THOSE OF THE EXISTING AGREEMENT, SHALL APPLY TO THE COMPANY ASSETS.

TO THE EXTENT THIS AGREEMENT IS CONSIDERED TO BE AN OFFER BY NXTECH INC, YOUR ACCEPTANCE IS EXPRESSLY LIMITED TO THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. ANY TERMS IN ANY PURCHASE ORDER OR OTHER DOCUMENTATION ISSUED BY OR ON BEHALF OF YOU THAT CONTAINS ADDITIONAL OR CONFLICTING TERMS OR PURPORTS TO REPLACE, REJECT, MODIFY OR BE A COUNTER OFFER TO THIS AGREEMENT, ARE HEREBY EXPRESSLY REJECTED AND ARE VOID.

BY CLICKING ANY "ACCEPT" BUTTON, LOGGING IN, OR BY USING OR by ACCESSING THE COMPANY ASSETS, YOU AFFIRM THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS SET FORTH HEREIN AND ACCEPT ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT ACCEPT ALL TERMS AND CONDITIONS OF THIS AGREEMENT, CLICK THE “DECLINE" BUTTON (IF PRESENT) OR EMAIL INFO@NXTECH.CO WITH YOUR FULL NAME, LEGAL ADDRESS, TELEPHONE NUMBER, INTENDED USE OF ASSETS IN ORDER TO REQUEST A USER LICENSE AND COMPANY APPROVAL FOR USE (WITH NO USE OF ASSETS OR LICENSE GRANTED IN ABSENCE OF COMPANY APPROVAL).

BY CLICKING AN "ACCEPT" BUTTON, LOGGING IN, OR BY ACCESSING OR BY USING THE COMPANY ASSETS, YOU INDICATE THAT YOU INTEND SUCH ACT TO SERVE AS YOUR SIGNATURE TO THIS AGREEMENT AND TO HAVE THE SAME FORCE AND EFFECT AS THE USE OF A MANUAL SIGNATURE, AND IF YOU ARE ACCESSING OR USING THE COMPANY ASSETS IN YOUR CAPACITY AS AN EMPLOYEE OR AGENT OF A BUSINESS ENTITY, YOU WARRANT THAT YOU HAVE ACTUAL AUTHORITY TO LEGALLY BIND SUCH ENTITY TO THIS AGREEMENT.

1. General. The Company Assets comprise descriptive materials (in electronic or physical format), presentations, plans, software, and hardware systems which are owned and controlled by NXTech Inc.

2. Limited License Only. Company Assets are being made available for Your use under the terms herein, as a customer or partner of the company, or as an evaluator or user of the Assets for company-approved purposes. The Company Assets are non-exclusively licensed, not sold, to You. This license is conditioned on Your continued compliance with the terms and conditions of this Agreement. Your limited license is not sublicensable or transferable to any other person or entity. Without limiting the foregoing, You are not licensed to rent, lease, transfer, or distribute the Company Assets, in whole or in part. ALL RIGHTS NOT EXPRESSLY GRANTED TO YOU HEREIN ARE RESERVED BY NXTECH INC.

3. Restrictions. By accessing or using the Company Assets, You hereby acknowledge and agree to the following restrictions (“Restrictions”), whereby You shall:

(a) only provide access to or otherwise share the Company Assets with others authorized by NXTech Inc to access and/or use same;

(b) comply with all notices, instructions and documentation provided with or relating to the Company Assets;

(c) comply with all applicable international, federal, state and local laws and regulations applicable to Your use of the Company Assets, as permitted under this Agreement (or any other Agreement between You and NXTech Inc);

(d) not use Company Assets for any other purposes than internal, non-public testing and demonstrating on a non-commercial basis;

(e) not use the Company Assets other than for its intended uses

(f) not remove, obscure, or otherwise alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the Company Assets, and shall retain and reproduce in full the NXTech Inc copyright, disclaimers and other proprietary notices exactly as such appear on the Company Assets and on all copies of the content, documentation and sample code (whether or not modified) that You are permitted to make under this Agreement (or any other Agreement between You and NXTech Inc);

(g) not distribute, sell, deploy, publicly display or perform, sublicense, lease, rent, loan, give, assign, or otherwise transfer to any third party the Company Assets, in whole or in part, unless You are expressly permitted to do so via a separate written Agreement between You and NXTech Inc;

(h) use the Company Assets at Your sole risk;

(i) not engage in any activity with the Company Assets that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or other properties or services of NXTech Inc or any third party;

(j) not incorporate, combine, or distribute any portion of the Company Assets with software or code that requires as a condition of use, modification, and/or distribution of such software or code that the Company Assets be: (i) disclosed or distributed in source code form; (ii) licensed for the purposes of making derivative works; or (iii) redistributable free of charge.

(k) not modify or create derivative works of or from the Company Assets;

(l) not engage in any activity using or related to the Company Assets that infringes, violates, or misappropriates the rights of NXTech Inc, its affiliates or any third party;

(m) not directly or indirectly, or permit or assist any third party to, reverse engineer, reverse compile, decompile, disassemble or in any way attempt to or appropriate the proprietary content (including any trade secrets) of the Company Assets; and

(n) not directly or indirectly, or permit or assist any third party to, “break open” or otherwise attempt to gain access to the interior of a NXTech Inc Asset, or use data packet sniffing, data tapping or attempt any examination or analysis of real-time or historical raw data produced by, a NXTech Inc Asset.

4. Violations of Restrictions. You hereby acknowledge and agree that Your access to the Company Assets may be terminated without warning if You violate any of the Restrictions set forth above, or is NXTech Inc believes, in its sole discretion, that Your access to and/or use of the Company Assets violates any law or regulation.

5. Termination by You. You may terminate Your limited license to the Company Assets at any time by: (a) sending a written notice to NXTech Inc; and (b) making no further use of the Company Assets;

6. Termination by NXTech Inc. NXTech Inc has the right, but not the obligation, to terminate this Agreement WITHOUT NOTICE if You fail to comply with any term or condition of this Agreement, including, without limitation, the Restrictions set forth above.

7. Effects of Termination. Upon termination of this Agreement for any reason (by You or by NXTech Inc), You shall: (a) stop all access to and use of the Company Assets; and (b) return to NXTech Inc or destroy (at NXTech Inc's sole option) the Company Assets. If You are allowed by NXTech Inc to destroy the Company Assets, You will also provide NXTech Inc prompt written certification of such destruction.

8. Feedback. If You, Your affiliates, or Yours and their respective employees, agents or personnel, directly or indirectly provide suggestions, ideas, or other feedback (collectively, “Feedback”) to NXTech Inc about the Company Assets, You hereby acknowledge and agree that NXTECH INC will be free to exercise all rights in and to such Feedback, in whole or in part, without restriction, acknowledgement and/or compensation or other remuneration to You or any third party.

9. Confidential Information. For purposes of this Agreement, "Confidential Information" means any and all of NXTech Inc’s confidential or proprietary technical or business information, in any tangible or non-tangible form. You acknowledge and agree that the: (a) Company Assets constitute and comprise Confidential Information of NXTech Inc; (b) Company Assets may contain or otherwise make use of or reveal valuable intellectual property and other proprietary rights, including trade secrets, of NXTech Inc; and (c) the Company Assets are included in the Confidential Information of NXTech Inc.

10. Confidentiality Obligations. You agree that You shall: (a) not use any of the Confidential Information except to as expressly authorized under this Agreement (or any other Agreement between You and NXTech Inc); (b) not provide access to or disclose any Confidential Information to any third party; and (c) take actions to protect the confidentiality of all Confidential Information which are at least as stringent as the precautions You take to protect Your own confidential information and which in all cases are at least reasonable precautions. Confidential Information received by NXTech Inc from a third party will be deemed Confidential Information of NXTech Inc. You hereby acknowledge and agree that any misuse or disclosure of Confidential Information would cause irreparable harm and, without limiting any of NXTech Inc’s other remedies at law or equity, in the event of any actual or threatened breach or violation by You of the provisions of this Agreement concerning Confidential Information, NXTech Inc is entitled, without limiting any of NXTech Inc’s other remedies at law or equity, to obtain injunctive relief (temporary and permanent) from any court of competent jurisdiction immediately upon request and without the need to post a bond or security, with respect to any such breach or potential breach in addition to any other remedies. Your confidentiality obligations pertaining to the Company Assets and the Confidential Information will survive any termination of this Agreement, including for so long as any trade secrets continue to qualify as trade secrets under applicable law.

11. Damaged Company Assets. In the event You return any Company Asset to NXTech Inc in a damaged condition (one which requires repairs to return the Company Asset to operational condition), You shall be responsible for the actual costs of such repairs, plus an administrative fee, and will promptly reimburse NXTech Inc for same, in addition to other penalties or remedies at law.

12. Lost or Missing Company Assets. In the event You lose or otherwise fail to return any Company Asset to NXTech Inc as required under this Agreement, You shall be responsible for a replacement fee of for each such Company Asset, in addition to other penalties or remedies at law.

13. NO REPRESENTATIONS OR WARRANTIES. THIS COMPANY ASSETS ARE PROVIDED AS IS, WHERE IS AND AS-AVAILABLE, BUT WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND OR NATURE WHATSOEVER; INCLUDING WITHOUT THE EXPRESS, IMPLIED, STATUTORY OR OTHER WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AGAINST INTELLECTUAL PROPERTY INFRINGEMENT OR MISAPPROPRIATION. Without limiting the foregoing, You shall have sole responsibility under this Agreement for Your selection, access and use of the Company Assets, and any results, content, data or other materials arising from, produced by, or related to the Company Assets.

14. Limitation of Liabilities. To the maximum extent allowed by applicable law, in no event will NXTech Inc or any NXTech Inc affiliate, or their respective officers, directors, employees or agents, be liable to You or any third party for any damages of any kind or nature whatsoever, including, without limitation, loss of data, loss of use, or indirect, special, incidental or consequential damages in any way related to or arising out of the access to and/or use of the Company Assets, whether based upon warranty, contract, or otherwise, whether or not injury was sustained by persons or property or otherwise, and whether or not loss was sustained from, or arose out of, use of Company Assets.

15. WAVIER/INDEMNIFICATION OBLIGATIONS. WITH RESPECT TO ANY AND ALL CLAIMS ARISING FROM YOUR ACCESS TO, USE (OR MISUSE) OF, OR RESULTS, CONTENT, DATA OR OTHER MATERIALS OBTAINED FROM OR UTILIZING, THE COMPANY ASSETS (COLLECTIVELY, “CLAIMS”), YOU HEREBY AGREE TO AND SHALL:

(A) WAIVE SUCH CLAIMS AGAINST NXTECH INC, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS; AND

(B) INDEMNIFY AND HOLD HARMLESS NXTECH INC, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, FOR ANY DAMAGE THAT YOU OR ANY THIRD PARTY MAY INCUR FROM SAME.

16. Collection of Information. NXTech Inc may collect and use information about Your usage of the Company Assets, including sensitive personal information. NXTech Inc may use this information, as long as it is in a form that does not personally identify You, to measure the use and performance of, and otherwise improve and modify, the Company Assets. NXTech may collect personally-identifiable health information from Your usage, in order to engage in human subjects studies or other trials if under approved by an authorizing Institutional Review Board.

17. Miscellaneous.

a. Independent Contractors. If you are compensated for you use of Company Assets, You and NXTech Inc are and shall remain independent contractors under this Agreement. Nothing contained in this Agreement shall be deemed or construed to create a partnership or joint venture, to create the relationships of an employer-employee or principal-agent, or to otherwise create any liability for or obligation of either You or NXTech Inc whatsoever with respect to the indebtedness, liabilities, and obligations of each other or any third party.

b. Entire Agreement. This Agreement contains the entire understanding between You and NXTech Inc concerning the subject matter outlined in this Agreement.

c. Amendment. This Agreement may be amended only by a writing executed by both You and NXTech Inc.

d. Governing Law. This Agreement shall be governed by, and will be construed under, the laws of the United States of America and the laws of the State of Delaware, without regard to choice of law principles.

e. Disputes. All disputes arising out of or related to this Agreement and/or Your access to or use of the Company Assets shall be subject to binding arbitration at the company’s choice, and at the company’s choice of venue. In event of actions requiring the intervention of a court of law, matters shall be settled under the exclusive jurisdiction of the state and federal courts located within Delaware, and You further agree to submit to the personal jurisdiction and venue of such courts.

f. Export Compliance. You will comply fully with all relevant export laws and regulations of the United States, including, without limitation, the U.S. Export Administration Regulations (collectively “Export Controls”). Without limiting the generality of the foregoing, You will not, and You will not permit or assist others to, export, direct or transfer the Company Assets, in whole or in part, to any destination, person or entity restricted or prohibited by the Export Controls.

g. Notices. Notices be delivered to the Company, under this Agreement, shall be posted to NXTech offices by US mail, to NXTECH Inc. ATTN:EULA, 198 E Lakewood St, Patchogue NY 11772. You agree to, at Company request, provide current contact information for the receipt of US Mail notices and e-mail notice, by contacting Company offices or via e-mail correspondence to contact@nxtech.co

WEBSITE TERMS OF USE AND PRIVACY POLICY

The following terms and conditions (the “Agreement”) govern all use of the www.nxtech.co and all associated domains and online properties and online services (together, the “Site”) which are owned or operated by NXTech, Inc. The Site is offered subject to acceptance by you and the organization you represent (together, the “User” or “You”) without modification of all of the terms and conditions contained herein, including all other rules, policies, procedures, and amendments which may be published from time to time by NXTech Inc.

BY USING OR ACCESSING ANY PART OF THE SITE, YOU AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED HEREIN; IF YOU NOT AGREE, DO NOT USE OR ACCESS THE SITE.

NXTech Inc. reserves the right, at its sole discretion, to modify or replace any of the terms or conditions of this Agreement at any time. It is User’s responsibility to check this Agreement periodically for changes. User’s continued use of the Site following the posting of any changes to this Agreement constitutes acceptance of those changes.

ACCESS

Subject to the terms and conditions of this Agreement, the Service is solely for User’s personal use. NXTech Inc. may change, suspend or discontinue the Site at any time, including the availability of any feature, database, or content. NXTech Inc. may also impose limits on certain features and services or restrict User’s access to parts or all of the Site without notice or liability. User certifies to NXTech Inc. that if User is an individual (i.e., not a corporation) User is at least 18 years of age. User also certifies that it is legally permitted to use the Service, and takes full responsibility for the selection and use of the Site. This Agreement is void where prohibited by law, and the right to access the Site is revoked in such jurisdictions. If User desires to access any of the products or services that NXTech Inc. offers through the Site (the “Services”), User must enter into a separate agreement with respect to such access and nothing in this Agreement shall be deemed to provide any right or license to use or access such Services. Additional information regarding the Services and any applicable fees can be found at www.nxtech.co.

RESTRICTIONS

You shall not, nor permit anyone else to, directly or indirectly: (i) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or underlying algorithms of all or any part of the Site (except that this restriction shall not apply to the limited extent restrictions on reverse engineering are prohibited by applicable local law); (ii) modify or create derivatives of any part of the Site; (iii) rent, lease, or use the Site for timesharing or service bureau purposes; or (iv) remove or obscure any proprietary notices on the Site. As between the parties, NXTech Inc. shall own all title, ownership rights, and intellectual property rights in and to the Site, and any copies or portions thereof. You shall not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site. NXTech Inc. reserves the right to bar any such activity. You shall not attempt to gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any NXTech Inc. server, or to any of the services offered on or through the Site, by hacking, password “mining”, or any other illegitimate means. You shall not probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site. You shall not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or NXTech Inc.’s systems or networks, or any systems or networks connected to the Site or to NXTech Inc. You shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person’s use of the Site. You shall not use the Site or any Content for any purpose that is unlawful or prohibited by this Agreement.

CONTENT

User agrees that all content and materials (collectively, “Content”) delivered via the Site are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Except as expressly authorized by NXTech Inc. in writing, User agrees not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such materials or content. Reproducing, copying or distributing any content, materials or design elements on the Site for any other purpose is strictly prohibited without the express prior written permission of NXTech Inc.

WARRANTIES

User Warranties to NXTech Inc. User represents and warrants that: (i) with respect to all information it provides to NXTech Inc., User has the full right and authority to make such provision and to allow NXTech Inc. to use such information to provide the Site (including, without limitation, for NXTech Inc. to provide such information to its data providers), (ii) none of the content (e.g. emails) transmitted, uploaded or otherwise distributed by it (or its partners or any third party) through use of the Site will infringe or otherwise conflict with the rights of any third party, and (iii) it will use the Site only in compliance with all applicable and regulations laws.

WARRANTY DISCLAIMER

THE SITE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. NXTECH INC. MAKES NO WARRANTY THAT (I) THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (II) THE RESULTS OF USING THE SITE WILL MEET USER’S REQUIREMENTS.

LIMITATION OF LIABILITY

IN NO EVENT SHALL NXTECH INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, VENDORS OR SUPPLIERS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL THEORY WITH RESPECT TO THE SITE: (I) FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, EVEN IF FORESEEABLE, (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $100.00 (U.S.). IN ADDITION, NXTECH INC. SHALL NOT BE LIABLE FOR ANY LOSS OR LIABILITY RESULTING, DIRECTLY OR INDIRECTLY, FROM USER’S INABILITY TO ACCESS OR OTHERWISE USE THE SITE (INCLUDING, WITHOUT LIMITATION, ANY DELAYS OR INTERRUPTIONS DUE TO ELECTRONIC OR MECHANICAL EQUIPMENT FAILURES, DENIAL OF SERVICE ATTACKS, DATE DATA PROCESSING FAILURES, TELECOMMUNICATIONS OR INTERNET PROBLEMS OR UTILITY FAILURES. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

PRIVACY

NXTech Inc.’s current privacy policy is available at the Site (the “Privacy Policy”), which is incorporated by this reference, and included herein as Appendix A. NXTech Inc. strongly recommends that you review the Privacy Policy closely. The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please email the company at contact@NXTech.co with documentation in order that we may investigate matter, if appropriate.

COPYRIGHT

All content included on the Site, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of NXTech Inc. or its content suppliers and protected by United States and international copyright laws. The compilation of all content on the Site is the exclusive property of NXTech Inc. and protected by U.S. and international copyright laws. All software used on (or provided through) the Site is the property of NXTech Inc. or its software suppliers and protected by United States and international copyright laws.

CHOICE OF LAW; ARBITRATION

This Agreement is governed by and will be construed under the laws of the State of Delaware, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Agreement shall be finally settled in binding arbitration in said venue, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the state of Delaware or in a venue of NXTech Inc’s choosing.

MISCELLANEOUS

User will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the NXTech Inc. may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that this Agreement shall otherwise remain in full force and effect and enforceable. User and NXTech Inc. agree that this Agreement are the complete and exclusive statement of the mutual understanding between User and NXTech Inc., and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications to these Agreement must be in a writing signed by both parties (except as otherwise provided herein). No agency, partnership, joint venture, or employment is created as a result of this Agreement and User do not have any authority of any kind to bind NXTech Inc. in any respect whatsoever. User and NXTech Inc. agree there are no third party beneficiaries intended under these Agreement.

APPENDIX A: PRIVACY POLICY

Effective date: August 1, 2021 We at NXTech Inc. (“Company”) know you care about how your personal information is used and shared, and we take your privacy seriously. Please read the following to learn more about our Privacy Policy. By using or accessing the Services in any manner, you acknowledge that you accept the practices and policies outlined in this Privacy Policy, and you hereby consent that we will collect, use, and share your information in the following ways.

Remember that your use of Company’s Services is at all times subject to the Terms of Use, which incorporates this Privacy Policy. Any terms we use in this Policy without defining them have the definitions given to them in the Terms of Use. What does this Privacy Policy cover?

This Privacy Policy covers our treatment of personally identifiable information ("Personal Information") that we gather when you are accessing or using our Services, but not to the practices of companies we don’t own or control, or people that we don’t manage. We gather various types of Personal Information from our users, as explained in more detail below, and we use this Personal Information internally in connection with our Services, including to personalize, provide, and improve our services, to allow you to set up a user account and profile, to contact you and allow other users to contact you, to fulfill your requests for certain products and services, and to analyze how you use the Services. In certain cases, we may also share some Personal Information with third parties, but only as described below. User certifies to NXTech that if User is an individual (i.e., not a corporation) User is at least 18 years of age. User also certifies that it is legally permitted to use the Service, and takes full responsibility for the selection and use of the Site. This Agreement is void where prohibited by law, and the right to access the Site is revoked in such jurisdictions. We do not knowingly collect or solicit personal information from anyone under the age of 13. If you are under 13, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn that we have collected personal information from a child under age 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at contact@Nxtech.co.

Will Company ever change this Privacy Policy?

We’re constantly trying to improve our Services, so we may need to change this Privacy Policy from time to time as well, but we will alert you to changes by placing a notice on the www.nxtech.co, by sending you an email, and/or by some other means. Please note that if you have opted not to receive legal notice emails from us (or you have not provided us with your email address), those legal notices will still govern your use of the Services, and you are still responsible for reading and understanding them. If you use the Services after any changes to the Privacy Policy have been posted, that means you agree to all of the changes. Use of information we collect now is subject to the Privacy Policy in effect at the time such information is used.

What Information does Company Collect?

Information You Provide to Us: We receive and store any information you knowingly provide to us. For example, through the registration or application process and/or through your account settings, we may collect Personal Information such as your name, email address and phone number. We may communicate with you if you have provided us the means to do so. For example, if you have given us your email address, we may send you promotional email offers on behalf of other businesses, or email you about your use of the Services. Also, we may receive a confirmation when you open an email from us. This confirmation helps us make our communications with you more interesting and improve our services. If you do not want to receive communications from us, please indicate your preference by emailing contact@Nxtech.co. Information Collected Automatically: Whenever you interact with our Services, we automatically receive and record information on our server logs from your browser or device, which may include your IP address, device identification, “cookie” information, the type of browser and/or device you are using to access our Services, and the page or feature you requested. “Cookies” are identifiers we transfer to your browser or device that allow us to recognize your browser or device and tell us how and when pages and features in our Services are visited and by how many people. You may be able to change the preferences on your browser or device to prevent or limit your device’s acceptance of cookies, but this may prevent you from taking advantage of some of our features. Our advertising partners may also transmit cookies to your browser or device, when you click on ads that appear on the Services. Also, if you click on a link to a third party website or service, such third party may also transmit cookies to you. Again, this Privacy Policy does not cover the use of cookies by any third parties, and we aren’t responsible for their privacy policies and practices. We may use this data to customize content for you that we think you might like, based on your usage patterns. We may also use it to improve the Services – for example, this data can tell us how often users use a particular feature of the Services, and we can use that knowledge to make the Services interesting to as many users as possible. Information Collected From Other Websites and Do Not Track Policy: Through cookies we place on your browser or device, we may collect information about your online activity after you leave our Services. Just like any other usage information we collect, this information allows us to improve the Services and customize your online experience, and otherwise as described in this Privacy Policy. Your browser may offer you a “Do Not Track” option, which allows you to signal to operators of websites and web applications and services (including behavioral advertising services) that you do not wish such operators to track certain of your online activities over time and/or across different websites. Our Services do not support Do Not Track requests at this time, which means that we collect information about your online activity both while you are using the Services and after you leave our Services. Will Company Share Any of the Personal Information it Receives? We neither rent nor sell your Personal Information in personally identifiable form to anyone. However, we may share your Personal Information with third parties as described in this section: Information that’s no longer personally identifiable. We may anonymize your Personal Information so that you are not individually identified, and provide that information to our partners. We may also provide aggregate usage information to our partners, who may use such information to understand how often and in what ways people use our Services, so that they, too, can provide you with an optimal online experience. However, we never disclose aggregate usage information to a partner in a manner that would identify you personally, as an individual. Advertisers: We allow advertisers and/or merchant partners (“Advertisers”) to choose the demographic information of users who will see their advertisements and/or promotional offers and you agree that we may provide any of the information we have collected from you in non-personally identifiable form to an Advertiser, in order for that Advertiser to select the appropriate audience for those advertisements and/or offers. For example, we might use the fact you are located in Boston to show you ads or offers for Boston businesses, but we will not tell such businesses who you are. Or, we might allow Advertisers to display their ads to users with similar usage patterns to yours, but we will not disclose usage information to Advertisers except in aggregate form, and not in a manner that would identify you personally. Note that if an advertiser asks us to show an advertisement to a certain audience or audience segment and you respond to that ad, the advertiser may conclude that you fit the description of the audience they were trying to reach. We may deliver a file to you through the Services (known as a “web beacon”) from an ad network. Web beacons allow ad networks to provide anonymized, aggregated auditing, research and reporting for us and for advertisers. Web beacons also enable ad networks to serve targeted advertisements to you when you visit other websites. Because your web browser must request these advertisements and web beacons from the ad network’s servers, these companies can view, edit, or set their own cookies, just as if you had requested a web page from their site. You may be able to opt-out of web beacon tracking conducted by third parties through our Services by adjusting the Do Not Track settings on your browser; please note that we don’t control whether or how these third parties comply with Do Not Track requests. Affiliated Businesses: In certain situations, businesses or third party websites we’re affiliated with may sell or provide products or services to you through or in connection with the Services (either alone or jointly with us). You can recognize when an affiliated business is associated with such a transaction or service, and we will share your Personal Information with that affiliated business only to the extent that it is related to such transaction or service. One such service may include the ability for you to automatically transmit Third Party Account Information to your Services profile or to automatically transmit information in your Services profile to your third party account; for example, accessing you friend list from Facebook. We have no control over the policies and practices of third party websites or businesses as to privacy or anything else, so if you choose to take part in any transaction or service relating to an affiliated website or business, please review all such business’ or websites’ policies. Agents: We employ other companies and people to perform tasks on our behalf and need to share your information with them to provide products or services to you; for example, we may use a payment processing Company to receive and process your credit card transactions for us. Unless we tell you differently, our agents do not have any right to use the Personal Information we share with them beyond what is necessary to assist us. Business Transfers: We may choose to buy or sell assets. In these types of transactions, customer information is typically one of the business assets that would be transferred. Also, if we (or our assets) are acquired, or if we go out of business, enter bankruptcy, or go through some other change of control, Personal Information could be one of the assets transferred to or acquired by a third party. Protection of Company and Others: We reserve the right to access, read, preserve, and disclose any information that we reasonably believe is necessary to comply with law or court order; enforce or apply our Terms of Use and other agreements; or protect the rights, property, or safety of Company, our employees, our users, or others. Is Personal Information about me secure? We endeavor to protect the privacy of your account and other Personal Information we hold in our records, but unfortunately, we cannot guarantee complete security. Unauthorized entry or use, hardware or software failure, and other factors, may compromise the security of user information at any time. What Personal Information can I access? Under California Civil Code Sections 1798.83-1798.84, California residents are entitled to ask us for a notice identifying the categories of Personal Information which we share with our affiliates and/or third parties for marketing purposes, and providing contact information for such affiliates and/or third parties. If you are a California resident and would like a copy of this notice, please submit a written request to contact@nxtech.co. What choices do I have? You can always opt not to disclose information to us, but keep in mind some information may be needed to register with us or to take advantage of some of our features. You may be able to add, update, or delete information as explained above. When you update information, however, we may maintain a copy of the unrevised information in our records. Some information may remain in our records after your deletion of such information from your account. We may use any aggregated data derived from or incorporating your Personal Information after you update or delete it, but not in a manner that would identify you personally. What if I have questions about this policy? If you have any questions or concerns regarding our privacy policies, please send us a detailed message to contact@nxtech.co, and we will try to resolve your concerns.