Terms and Conditions

Last Updated 1 February 2026

MARKETING MADE EASY

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1. Acceptance of Terms

These Terms and Conditions (“Terms”) govern your access to and use of the HoneyGrid platform, including any websites, applications, software, tools, features, and services provided by HoneyGrid, Inc. (“HoneyGrid,” “we,” “us,” or “our”) (collectively, the “Platform”).

By accessing or using the Platform, you agree to be bound by these Terms and by any additional policies, guidelines, or agreements referenced herein, including HoneyGrid’s Privacy Policy (collectively, the “Agreements”). If you do not agree to these Terms, you may not access or use the Platform.

You represent and warrant that you are authorized to enter into these Terms on behalf of yourself or, if applicable, the business or organization you represent, and that you have the legal authority to bind such entity to these Terms.

HoneyGrid reserves the right to modify these Terms at any time in its discretion. Updated Terms will be posted on the Platform, and your continued access to or use of the Platform after such posting constitutes your acceptance of the modified Terms.

2. Definitions

For purposes of these Terms, the following capitalized terms have the meanings set forth below:

  • “Ad Spend” means amounts applied toward the purchase of advertising inventory on third-party platforms, excluding any fees charged by HoneyGrid, including payment processing fees or service fees.

  • “Agreements” means these Terms and any additional policies, guidelines, or agreements referenced herein, including the Privacy Policy.

  • “Communications Services” means services provided through the Platform that enable phone calls, text messages, emails, landing pages, domains, or other communications with leads or customers.

  • “Fees” means amounts charged by HoneyGrid for use of the Platform, including subscription fees, service fees, and payment processing fees, but excluding Ad Spend.

  • “Platform” has the meaning set forth in Section 1 and includes all HoneyGrid websites, applications, software, tools, features, and services.

  • “Privacy Policy” means HoneyGrid’s Privacy Policy, as updated from time to time.

  • “Third-Party Platforms” means third-party services, platforms, or providers that integrate with or are used in connection with the Platform, including advertising platforms, communications carriers, domain registrars, hosting providers, and analytics providers.

  • “User Content” means any content, materials, data, or information provided, submitted, uploaded, or made available by you in connection with your use of the Platform, including content from publicly accessible websites, social media profiles, business listings, or connected accounts.

  • “You” or “your” means the individual or entity accessing or using the Platform.

3. Eligibility and Account Responsibilities

The Platform is intended for use by businesses and individuals acting on behalf of a business. By accessing or using the Platform, you represent and warrant that you are at least eighteen (18) years old and have the legal capacity to enter into these Terms.

You may be required to create an account to access certain features of the Platform. You agree to provide accurate, current, and complete information during registration and to keep your account information up to date.

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify HoneyGrid immediately of any unauthorized access to or use of your account.

HoneyGrid reserves the right to suspend or terminate your account if any information provided is inaccurate, incomplete, or misleading, or if you otherwise violate these Terms.

4. Acceptable Use; Account Security

You may be required to create an account to access the Platform. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify HoneyGrid promptly of any unauthorized access to or use of your account.

You may not, directly or indirectly:

  • copy, modify, or create derivative works of the Platform or HoneyGrid materials;

  • reverse engineer, decompile, or attempt to discover the source code or underlying algorithms of the Platform;

  • use the Platform to transmit malware, harmful code, or unlawful, infringing, or abusive content;

  • interfere with or disrupt the integrity or performance of the Platform or its security features;

  • bypass or circumvent usage limits or access controls;

  • access the Platform for benchmarking, competitive analysis, or development of a competing product or service;

  • use the Platform in violation of any applicable law or regulation.

HoneyGrid may suspend or terminate your access to the Platform if it reasonably believes your use poses a security risk, violates these Terms, or may harm HoneyGrid, other users, or third parties.

If you become aware of any actual or suspected misuse of the Platform, you agree to take reasonable steps to mitigate such misuse and notify HoneyGrid promptly.

Feedback

If you provide feedback, suggestions, or ideas regarding the Platform, you grant HoneyGrid a non-exclusive, perpetual, irrevocable, royalty-free right to use such feedback for any purpose without compensation or obligation to you.

Open Source Software

The Platform may include open-source software components subject to applicable open-source licenses. Use of such components is governed by the applicable license terms.

5. Scope of Services

HoneyGrid provides a software platform designed to assist businesses with advertising, marketing, and lead management activities through automation, integrations, and related services. The specific features and functionality available to you may vary based on your subscription, settings, and configuration.

You acknowledge and agree that HoneyGrid does not guarantee any specific results, outcomes, or performance, including but not limited to the generation of leads, sales, revenue, or return on investment.

HoneyGrid may modify, update, suspend, or discontinue any aspect of the Platform at any time, including the availability of features or functionality, without liability to you to the extent permitted by law.

Platform Ownership

As between you and HoneyGrid, HoneyGrid owns and retains all right, title, and interest in and to the Platform, including all software, workflows, user interfaces, models, algorithms, documentation, and other materials provided by HoneyGrid, excluding User Content. No rights are granted to you except as expressly set forth in these Terms.

Subject to your compliance with these Terms, HoneyGrid grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for your internal business purposes.

6. AI, Automation, and Autonomous Execution

You acknowledge and agree that the Platform uses automated systems, including artificial intelligence and machine learning technologies, to perform certain functions on your behalf. These functions may include, without limitation, creating, modifying, optimizing, and executing advertising and marketing activities based on the objectives, settings, and information you provide through the Platform.

You authorize HoneyGrid to take actions through the Platform without obtaining separate approval for each individual action, including the automated creation, adjustment, or management of advertisements, the allocation and pacing of Ad Spend across channels, targeting parameters, creative content, landing pages, and related campaign components, consistent with your selected configurations and preferences.

You understand and agree that automated decisions and actions may affect campaign performance, spend allocation, delivery timing, and messaging, and that HoneyGrid does not guarantee any specific outcomes resulting from such automated activity.

HoneyGrid may modify, improve, or replace automated features from time to time as part of the ongoing development of the Platform.

7. User Content and Advertising License

You retain ownership of all content, materials, and information you provide, submit, upload, or make available in connection with your use of the Platform (“User Content”). Except for the rights expressly granted in these Terms, HoneyGrid does not claim ownership of your User Content.

You grant HoneyGrid a non-exclusive, worldwide, royalty-free, sublicensable license to access, use, reproduce, modify, adapt, publish, display, and distribute User Content solely for the purpose of operating, providing, and improving the Platform, including creating, managing, optimizing, and displaying advertising and marketing campaigns on your behalf.

User Content may include content from publicly accessible websites, social media profiles, business listings, and publicly available reviews related to your business, as well as other sources that you authorize HoneyGrid to access or connect through the Platform.

HoneyGrid may analyze User Content, including publicly available reviews, to generate original advertising, marketing, and campaign materials. HoneyGrid does not reproduce or attribute individual reviews, reviewer identities, or platform-branded ratings in advertisements unless expressly authorized by you.

HoneyGrid may display publicly available reviews related to your business on landing pages using embedded or otherwise permitted display methods in accordance with applicable platform terms and display requirements, provided such content is displayed without modification and in accordance with applicable platform terms.

You represent and warrant that you own or have sufficient rights to grant the foregoing license and that HoneyGrid’s use of your User Content as permitted by these Terms does not violate any third-party rights, applicable laws, or platform policies.

You agree to indemnify and hold harmless HoneyGrid from and against any claims, damages, losses, and expenses arising out of or related to User Content you authorize HoneyGrid to use.

8. Copyright Policy (DMCA)

HoneyGrid respects the intellectual property rights of others and expects users of the Platform to do the same. It is HoneyGrid’s policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act (“DMCA”).

You acknowledge that HoneyGrid acts as a service provider with respect to user-provided content and is not responsible for determining the legality or ownership of such content.

DMCA Notice of Alleged Infringement

If you believe that content available on or through the Platform infringes a copyright you own or control, you may submit a written notification to HoneyGrid’s designated copyright agent that includes the following information:

  1. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright allegedly infringed;

  2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;

  3. Identification of the material that is claimed to be infringing and information reasonably sufficient to permit HoneyGrid to locate the material;

  4. Your contact information, including address, telephone number, and email address;

  5. A statement that you have 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

  6. A statement, made under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the copyright owner.

DMCA notices should be sent to:

Designated Copyright Agent

HoneyGrid, Inc.

Attn: DMCA Designated Agent: Mark Delorey

6300 Sagewood Dr.

Suite H359

Park City, UT 84098

United States

Email: [email protected]

Counter-Notification

If you believe that material you posted was removed or disabled as a result of mistake or misidentification, you may submit a counter-notification in accordance with the DMCA. Upon receipt of a valid counter-notification, HoneyGrid may reinstate the removed content in accordance with applicable law.

Repeat Infringers

HoneyGrid may, in appropriate circumstances and at its discretion, disable or terminate the accounts of users who are repeat infringers of intellectual property rights.

9. Mobile Applications; App Store Terms

If you access the Platform through a mobile application made available through the Apple App Store or Google Play (each, an “App Store”), your use of such mobile applications is subject to the following additional terms.

Apple App Store

This Section applies to any mobile application downloaded from the Apple App Store (“Apple App”):

  • These Terms are between you and HoneyGrid, not Apple Inc. (“Apple”). Apple is not a party to these Terms and is not responsible for the Apple App or its content.

  • Apple has no obligation to provide maintenance or support services with respect to the Apple App.

  • In the event of any failure of the Apple App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple App (if any). To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever.

  • Apple is not responsible for addressing any claims by you or any third party relating to the Apple App or your possession or use of the Apple App, including claims related to product liability, failure to conform to legal or regulatory requirements, or consumer protection laws.

  • Apple is not responsible for the investigation, defense, settlement, or discharge of any third-party claim that the Apple App or your possession or use of the Apple App infringes that third party’s intellectual property rights.

  • You represent and warrant that you are not located in a country subject to a U.S. government embargo and are not listed on any U.S. government list of prohibited or restricted parties.

  • Apple and its subsidiaries are third-party beneficiaries of these Terms with respect to the Apple App, and upon your acceptance of these Terms, Apple will have the right to enforce these Terms against you as a third-party beneficiary.

Google Play

This Section applies to any mobile application downloaded from Google Play (“Google Play App”):

  • These Terms are between you and HoneyGrid, not Google LLC (“Google”). Google is not responsible for the Google Play App or its content.

  • Google has no obligation to provide maintenance or support services with respect to the Google Play App.

  • Your use of the Google Play App is subject to Google Play’s then-current terms and policies, including the Google Play Terms of Service.

10. Communications Services

The Platform may include features that enable communications with leads or customers, including phone calls, text messages, emails, landing pages, domains, and related services (“Communications Services”). You authorize HoneyGrid to provision, configure, and manage Communications Services on your behalf in connection with your use of the Platform.

Phone numbers, domains, email addresses, and other communications assets provisioned through the Platform may be owned or leased by HoneyGrid or third-party providers and made available to you for use during the term of your subscription. Availability, transferability, and continued use of such assets may be subject to additional requirements, fees, or limitations imposed by third-party providers.

Use of Communications Services may require verification, registration, or approval by third-party providers or regulatory bodies. HoneyGrid does not guarantee approval, deliverability, or continued availability of any Communications Services and is not responsible for interruptions, suspensions, or revocations resulting from third-party requirements or actions.

You acknowledge that you, and not HoneyGrid, are the sender of record for all communications initiated using the Platform. You are solely responsible for obtaining and maintaining all required consents and for ensuring that your use of the Communications Services complies with applicable laws and regulations.

HoneyGrid may suspend, modify, or disable Communications Services, in whole or in part, if required by law, a third-party provider, or in response to suspected non-compliance, abuse, or security concerns, without liability to you.

11. Fees, Billing, and Ad Spend

You agree to pay all fees associated with your use of the Platform, including subscription fees, service fees, and other charges described at the time of purchase or as otherwise communicated by HoneyGrid (“Fees”). Fees are billed in advance unless otherwise stated and are non-refundable except as expressly provided in these Terms.

Amounts designated as advertising spend (“Ad Spend”) represent funds applied toward the purchase of advertising inventory on third-party platforms. Ad Spend is separate from Fees and may be subject to minimums, limits, or other constraints based on your selected subscription, settings, or applicable third-party requirements.

If you elect to fund Ad Spend using a credit card or other supported payment method, HoneyGrid may charge a payment processing fee, currently equal to three percent (3%) of the transaction amount, to cover third-party processing costs. Payment processing fees are not applied toward Ad Spend and will be deducted from the total amount charged before funds are applied to Ad Spend, resulting in a net amount applied to your advertising campaigns. HoneyGrid does not currently charge a payment processing fee for Ad Spend funded via bank account or ACH transfer; however, HoneyGrid reserves the right to introduce or modify fees for any payment method upon notice.

You authorize HoneyGrid to charge your selected payment method for Fees, Ad Spend, and applicable taxes on a recurring basis in accordance with your subscription and usage. HoneyGrid will not increase your total Ad Spend beyond the limits you set without your authorization. You are responsible for maintaining accurate and up-to-date billing information.

HoneyGrid does not guarantee that the full amount of Ad Spend will be expended during any billing period. Actual spend may vary based on campaign performance, platform availability, compliance requirements, or other factors.

HoneyGrid may change its Fees or pricing structure upon reasonable notice. Continued use of the Platform after such notice constitutes acceptance of the updated pricing.

12. Third-Party Platforms and Dependencies

The Platform may integrate with, rely upon, or enable access to third-party services, platforms, or providers (“Third-Party Platforms”), including advertising platforms, communications carriers, domain registrars, hosting providers, analytics providers, and other external services.

You acknowledge and agree that HoneyGrid does not own or control Third-Party Platforms and is not responsible for their availability, performance, policies, pricing, or compliance requirements. Third-Party Platforms may modify, suspend, or discontinue their services, features, or policies at any time, which may affect your use of the Platform.

HoneyGrid does not guarantee approval, acceptance, or continued access to any Third-Party Platforms and is not liable for any interruption, suspension, rejection, or loss of access resulting from actions taken by Third-Party Platforms, including account suspensions, ad disapprovals, policy enforcement, or service outages.

Your use of Third-Party Platforms in connection with the Platform is subject to the applicable terms and policies of such Third-Party Platforms, and you are responsible for complying with those terms and policies.

13. Compliance Responsibilities

HoneyGrid applies uniform administrative, technical, and organizational safeguards across the Platform designed to protect sensitive data and support compliance with applicable privacy, security, and communications regulations.

To the extent HoneyGrid processes protected health information (“PHI”) on behalf of a Covered Entity as a result of the your use of the Platform, such processing is governed by an applicable Business Associate Agreement (“BAA”), and HoneyGrid will implement safeguards consistent with its obligations as a Business Associate under applicable law.

HoneyGrid does not provide legal advice and does not guarantee that use of the Platform will result in compliance with any law or regulation. You remain responsible for determining the regulatory requirements applicable to your business and for ensuring that your use of the Platform, including all communications and content, complies with applicable laws.

You are solely responsible for obtaining, documenting, and maintaining all required consents and authorizations from leads, customers, or patients, including those required under HIPAA, the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, and applicable advertising and consumer protection laws.

You acknowledge that you, and not HoneyGrid, are the sender of record for all communications initiated using the Platform, except to the extent otherwise expressly agreed in writing.

When HoneyGrid processes personal information on behalf of a customer, HoneyGrid acts as a service provider or data processor, as defined under applicable privacy laws, and processes such information solely in accordance with the customer’s instructions and these Terms.

14. Disclaimers; No Warranties

THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, HONEYGRID DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

HONEYGRID DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF SECURITY VULNERABILITIES, OR THAT ANY DEFECTS WILL BE CORRECTED. HONEYGRID DOES NOT WARRANT OR GUARANTEE ANY PARTICULAR RESULTS, PERFORMANCE, OR OUTCOMES FROM USE OF THE PLATFORM, INCLUDING WITHOUT LIMITATION AD PERFORMANCE, LEAD VOLUME, CONVERSION RATES, REVENUE, PATIENT ACQUISITION, OR BUSINESS GROWTH.

ANY INFORMATION, RECOMMENDATIONS, OR OUTPUT PROVIDED THROUGH THE PLATFORM, INCLUDING THROUGH AUTOMATED OR AI-ASSISTED FEATURES, IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE LEGAL, MEDICAL, FINANCIAL, OR OTHER PROFESSIONAL ADVICE. YOU ARE SOLELY RESPONSIBLE FOR EVALUATING AND VERIFYING ANY OUTPUT OR RECOMMENDATIONS BEFORE RELYING ON THEM.

WITHOUT LIMITING THE FOREGOING, HONEYGRID MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING COMPLIANCE WITH ANY LAWS, REGULATIONS, OR INDUSTRY STANDARDS, INCLUDING HEALTHCARE, ADVERTISING, OR COMMUNICATIONS REGULATIONS, EXCEPT AS EXPRESSLY SET FORTH IN A SEPARATE WRITTEN AGREEMENT.

NOTHING IN THIS SECTION LIMITS HONEYGRID’S OBLIGATIONS UNDER AN APPLICABLE BUSINESS ASSOCIATE AGREEMENT TO THE EXTENT PHI IS PROCESSED.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL HONEYGRID, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, LOST REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF HONEYGRID HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, HONEYGRID’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO HONEYGRID FOR THE PLATFORM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF THE FORM OF ACTION AND EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE LIABILITY TO THE EXTENT SUCH LIABILITY CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW, OR TO THE EXTENT EXPRESSLY REQUIRED BY AN APPLICABLE BUSINESS ASSOCIATE AGREEMENT WITH RESPECT TO PROTECTED HEALTH INFORMATION.

16. Indemnification

You agree to indemnify, defend, and hold harmless HoneyGrid, its affiliates, officers, directors, employees, agents, and service providers from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

  • your use of the Platform, including any communications, advertisements, content, campaigns, or data submitted, transmitted, or generated through the Platform;

  • your violation of these Terms, any applicable law or regulation, or any rights of a third party;

  • your failure to obtain or maintain any required consents, authorizations, or permissions from leads, customers, or patients, including those required under HIPAA, the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, or applicable advertising and consumer protection laws; or

  • any claim that content, data, instructions, or materials provided by you infringe, misappropriate, or otherwise violate any intellectual property, privacy, publicity, or other rights of a third party.

HoneyGrid reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate reasonably with HoneyGrid in the defense of such matter.

Nothing in this Section shall limit HoneyGrid’s obligations under an applicable Business Associate Agreement to the extent Protected Health Information (“PHI”) is processed on behalf of a Covered Entity.

17. Governing Law and Venue

These Terms and any dispute arising out of or related to these Terms or the Platform shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles.

You agree that any legal action or proceeding arising out of or relating to these Terms or the Platform shall be brought exclusively in the state or federal courts located within the State of Delaware, and you hereby consent to the personal jurisdiction and venue of such courts.

Nothing in this Section shall limit the rights of HoneyGrid to seek injunctive or equitable relief in any jurisdiction to prevent or address unauthorized use, misuse, or infringement of HoneyGrid’s intellectual property or confidential information.

18. Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Agreement to Arbitrate

Except for claims that may be brought in small claims court or claims seeking injunctive or equitable relief for the unauthorized use, misuse, or infringement of intellectual property, any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules.

The arbitration shall be conducted by a single arbitrator and shall take place in Delaware, unless the parties agree otherwise. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

Class Action Waiver

YOU AND HONEYGRID AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR AWARD RELIEF TO ANY PERSON OR ENTITY OTHER THAN THE INDIVIDUAL PARTY SEEKING RELIEF.

Waiver of Jury Trial

IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, YOU AND HONEYGRID EACH WAIVE ANY RIGHT TO A JURY TRIAL.

Severability

If any portion of this Section is found to be unenforceable, the remaining portions shall remain in full force and effect. If the class action waiver is found unenforceable, the arbitration requirement shall not apply to that claim.

19. Modification to Terms

HoneyGrid may modify or update these Terms from time to time in its discretion. When changes are made, the updated Terms will be posted on the Platform, and the “Last Updated” date will be revised accordingly.

Your continued access to or use of the Platform after the updated Terms are posted constitutes your acceptance of the modified Terms. If you do not agree to the updated Terms, your sole remedy is to discontinue use of the Platform.

Notwithstanding the foregoing, any material changes that adversely affect your rights or obligations will apply prospectively only, unless otherwise required by law.

20. Miscellaneous

Entire Agreement

These Terms, together with any documents incorporated by reference (including the Privacy Policy and, where applicable, the Business Associate Agreement), constitute the entire agreement between you and HoneyGrid regarding the Platform and supersede all prior or contemporaneous agreements, communications, and understandings, whether written or oral.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

Waiver

The failure of HoneyGrid to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

Assignment

You may not assign or transfer these Terms, in whole or in part, without HoneyGrid’s prior written consent. HoneyGrid may assign these Terms without restriction, including in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.

Force Majeure

HoneyGrid shall not be liable for any failure or delay in performance due to events beyond its reasonable control, including acts of God, natural disasters, labor disputes, internet or telecommunications failures, governmental actions, or failures of third-party service providers.

Export Controls and Sanctions

You represent and warrant that you are not located in, and will not use the Platform in violation of, any applicable export control, economic sanctions, or trade compliance laws or regulations, including those administered by the U.S. Department of Commerce, the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC), or other applicable authorities.

Independent Contractors

The parties are independent contractors. Nothing in these Terms shall be deemed to create any partnership, joint venture, agency, or employment relationship between the parties. You further represent that you are not listed on, and are not owned or controlled by any person listed on, any restricted or denied party list maintained by applicable authorities.

Headings

Section headings are for convenience only and shall not affect the interpretation of these Terms.

©2026 HoneyGrid, Inc. All Rights Reserved.