Additional Terms and Conditions for Pickit for Business Service Subscriptions

The following additional terms and conditions apply to Your order of Pickit’s (“Vendor”) Pickit for Business(“Services”) subscriptions and to the use of such Services by You and Your customers.

1. Term and Termination

   Services start once provisioned and will continue for the selected term commitment. You may not cancel subscriptions before the end of the applicable term commitment. If You or Your customer terminates its use of a Service prior to the expiration of the term commitment for the selected Service, You will remain responsible to Ingram Micro for all remaining and accrued charges for such Service pursuant to the selected term commitment.

   Services are available for minimum commitments of one (1) year. Services will auto renew for an additional one year period, unless You cancel the Services prior to the expiration of the term commitment for the selected Service.

2. Fess

   The fees payable to Ingram Micro for the Services (“Fees”) are outlined in the ordering process, set forth in Your control panel in the Site and/or as provided to You in writing by an Ingram Micro sales representative. If applicable, discount schedules will be provided in writing by an Ingram Micro sales representative.

   You agree to pay the Fees for the Services. If You or Your customer exceeds the usage limits applicable to the Service subscriptions, You agree to pay for all fees and charges applicable for such over usage which will be considered part of the Fees.

   Ingram Micro, may, from time to time in its sole discretion, change the Fees. Any increase in the Fees will take effect for new Service subscriptions and at the beginning of the next subscription term (e.g., for subscriptionrenewals or extensions). Ingram Micro will notify You of any Fee changes by updating the Site, by sending notice by e-mail or regular mail, or by otherwise notifying You as agreed in writing.

3. Territory Restriction

   You may only resell and/or market the Services in the United States.

   You and Your customers warrant that they: (a) will comply with import, export, and economic sanction laws and regulations, including those of the United States that prohibit or restrict the export, re-export, or transfer of products, technology, services, or data, directly or indirectly to or for certain countries, end uses, and end users; and (b) will secure all necessary clearance requirements, export and import licenses and exemptions and make all proper filings.

4. Support

   Ingram Micro, its affiliates and/or their subcontractors will provide You with technical support for the Services. Your requests for support should be submitted directly to Ingram Micro and not to Vendor.

   You must provide Your customers with technical support for the Services. Any description of technical support in the Terms of Use (as defined below) will not apply regarding Vendor’s delivery of the Services. Your customer’s requests for support should be submitted directly to You and not to Ingram Micro or Vendor.

   Vendor is not responsible for and disclaims all liabilities for any claims related to the technical support provided by You, Ingram Micro, its affiliates, and/or their subcontractors.

5. Terms of Sale & Terms of Use

   All purchases are subject to the sales terms set forth at https://us.cloud.im/legal and service setup information,including but not limited to pricing, (where applicable) set forth in the marketplace. For the avoidance of doubt, notwithstanding the presence or acceptance by Ingram Micro of Your order, such shall be for administrative purposes only and the parties agree that the governing terms and conditions shall be those set forth at https://us.cloud.im/legal unless otherwise agreed to in writing by Ingram Micro and You.

   The Services are provided by the Vendor. All terms of use and/or service as established by the Vendor and as setforth at https://www.pickit.com/tos and https://www.pickit.com/privacy-policy shall apply, as applicable, to Yourresale activity and to You and Your customers’ use of the Services (“Terms of Use”). You covenant, represent and warrant that You will present the Terms of Use to each of Your customers and obtain their enforceable agreement to the Terms of Use before permitting them to access or use the Service. You covenant, represent and warrant that no subscription for the Services shall be activated for or used by Your customers before the customer agrees to the Terms of Use. You will track and record acceptance by Your customers of the Terms of Use and will provide such information to Ingram Micro upon request.

   Ingram Micro may at any time modify these terms and conditions. You and Your customers must regularly monitor the Site for any such modifications. The modified terms and conditions will be effective immediately after it is posted on the Site. Your purchase and resale of the Services and You and Your customers’ use of the Services after any such modification will be deemed acceptance of such modification.